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What changed in COUSINS PROPERTIES INC's 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of COUSINS PROPERTIES INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+304 added228 removedSource: 10-K (2025-02-06) vs 10-K (2024-02-07)

Top changes in COUSINS PROPERTIES INC's 2024 10-K

304 paragraphs added · 228 removed · 186 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeAll of our employees are responsible for upholding our Code of Business Conduct and Ethics (the “Code”) and our Core Values, which includes the embrace of diversity in the backgrounds, cultures, interests, and experiences within our Company, and we strive to have a workforce that reflects the diversity of qualified talent that is available in the markets we serve.
Biggest changeWe also invest in training and development opportunities to enhance our employees’ engagement, effectiveness, and well-being. All of our employees are responsible for upholding our Code of Business Conduct and Ethics (the “Code”) and our Core Values, which includes the embrace of diversity in the backgrounds, cultures, interests, and experiences within our Company.
We have been an advocate and practitioner of energy conservation measures and sustainability initiatives for many years and continue to evaluate the characteristics of existing buildings to determine feasible improvements that maximize operating efficiencies, reduce the consumption of energy, water, and waste, and increase waste diversion through recycling and other efforts.
We have been an advocate and practitioner of energy conservation measures and sustainability initiatives for many years and continue to evaluate the characteristics of existing buildings to determine feasible improvements that maximize operating efficiencies, reduce the consumption of energy, water, and reduce waste, and increase waste diversion through recycling and other efforts.
The Committee, alongside management, monitors and evaluates the Company's progress in achieving its sustainability performance goals and commitments related to climate action and resilience. The Committee also reviews and approves the annual CR Report.
The Committee, alongside management, monitors and evaluates the Company's progress in achieving its sustainability goals and commitments related to climate action and resilience. The Committee also reviews and approves the annual CR Report.
Our 2023 scores (based on 2022 data), along with additional information on our sustainability and other corporate social responsibility initiatives, will be included under the caption "Sustainability and Corporate Responsibility" in the Proxy Statement relating to our 2024 Annual Meeting of Stockholders.
Our 2024 scores (based on 2023 data), along with additional information on our sustainability and other corporate social responsibility initiatives, will be included under the caption "Sustainability and Corporate Responsibility" in the Proxy Statement relating to our 2025 Annual Meeting of Stockholders.
Our 2022 Corporate Responsibility Report ("CR Report"), published in June 2023, included goals to reduce energy, greenhouse gas emissions, and water usage, as well as in respect of LEED and Energy Star ratings, and to attain Healthy Building Certifications.
Our 2023 Corporate Responsibility Report ("CR Report"), published in June 2024, included goals to reduce energy, greenhouse gas emissions, and water usage, as well as in respect of LEED and Energy Star ratings, and to attain healthy building certifications.
We also recognize the importance of experienced leadership; as of December 31, 2023, the average tenure at Cousins for the executive team was thirteen years. We are committed to maintaining a healthy environment for our employees that enables them to be productive members of our team. Our priorities include professional development, health and wellness, and community engagement by our employees.
We also recognize the importance of experienced leadership; as of December 31, 2024, the average tenure at Cousins for the executive team was fourteen years. We are committed to maintaining a healthy environment for our employees that enables them to be productive members of our team. Our priorities include professional development, health and wellness, and community engagement by our employees.
When planning development projects, we take all of the foregoing into account, and we strive to design highly-sustainable buildings, generally taking advantage of LEED and/or BOMA 360 certification processes and designations. Our Board-level Sustainability Committee was established in 2022 and advises the Board and provides oversight of management on sustainability objectives and strategy.
When planning development projects, we take all of the foregoing into account, and we strive to design highly-sustainable buildings, generally taking advantage of LEED and/or BOMA 360 certification processes and designations. Our Board-level Sustainability Committee advises the Board and provides oversight of management on sustainability objectives, initiative, and strategy.
Except for the documents specifically incorporated by reference into this Annual Report on Form 10-K, information 2 Table of Contents contained in our CR Reports or on our website or that can be accessed through our website is not incorporated by reference into this Annual Report on Form 10-K.
Except for the documents specifically incorporated by reference into this Annual Report on Form 10-K, information contained in our CR Reports or on our website or that can be accessed through our website is not incorporated by reference into this Annual Report on Form 10-K.
CPLP wholly owns Cousins TRS Services LLC ("CTRS"), a taxable entity that owns and manages its own real estate portfolio and performs certain real estate related services for other parties.
CPLP wholly owns Cousins TRS Services LLC ("CTRS"), a taxable entity that owns and manages its own real estate portfolio and performs certain real estate related services.
Such laws often impose liability without regard to whether the owner knew of, or was responsible for, the presence of such hazardous or toxic substances.
Such laws often impose liability without regard to whether the owner knew of, or was responsible for, the 3 Table of Contents presence of such hazardous or toxic substances.
As part of our pragmatic approach to sustainability, we consider the guidelines and ratings when designing our new developments and improvements to existing office buildings, and we may seek to include the guidelines or ratings where we believe adoption of the guidelines or receipt of ratings will have a positive effect on our leasing efforts, asset valuation, operational excellence, and/or resource consumption.
As part of our pragmatic approach to sustainability, we consider the guidelines and ratings when designing our new developments and improvements to existing office buildings, and we may seek to adopt such guidelines or obtain such ratings where we believe the guidelines or ratings will have a positive effect on our leasing efforts, asset valuation, operational excellence, and/or resource consumption.
We also compete against other real estate companies, financial institutions, pension funds, partnerships, individual investors, and others when attempting to acquire, develop, or sell properties.
We also compete against other real estate companies, financial institutions, pension funds, partnerships, individual investors, and others when attempting to acquire, develop, sell properties, or acquire all or a portion of real estate debt.
Our Code and Core Values are available on our website at www.cousins.com . As of December 31, 2023, we had 305 full-time employees, which includes the seven executive officers listed on page 22, with women representing 39% of our workforce and with 44% of the workforce self-identifying as a minority.
Our Code and Core Values are available on our website at www.cousins.com . As of December 31, 2024, we had 306 full-time employees, which includes the seven executive officers listed on page 27, with women representing 39% of our workforce and with 46% of the workforce self-identifying as a minority.
In addition, as of December 31, 2023, 44% of our supervisors and 33% of our Board of Directors, including the Chair of our Audit Committee, were women; and 25% of our supervisors self-identify as a minority.
In addition, as of December 31, 2024, 46% of our supervisors and 33% of our Board of Directors, including the Chair of our Audit Committee, were women; and 28% of our supervisors self-identify as a minority.
The project is being developed by a 50%-owned joint venture, and our share of the total expected project costs is $282 million. Continued development of Domain 9, a 338,000 square foot office property in Austin, TX. The total expected project cost of this wholly-owned property is $147 million.
The project is being developed by a 50%-owned joint venture, and our share of the total expected project costs is $294.6 million. Commenced initial operations at our Domain 9 development, a 338,000 square foot office property in Austin. The total expected project cost of this wholly-owned property is $147.0 million.
Item 1. Business Corporate Profile Cousins Properties Incorporated (the “Registrant” or “Cousins”) is a Georgia corporation, that has elected to be taxed as a real estate investment trust (“REIT”). Cousins conducts substantially all of its business through Cousins Properties LP ("CPLP"). Cousins owns in excess of 99% of CPLP and consolidates CPLP.
Item 1. Business Corporate Profile Cousins Properties Incorporated (the “Registrant” or “Cousins”), a Georgia corporation, is a fully integrated, self-administered, and self-managed real estate investment trust (“REIT”). Cousins conducts substantially all of its business through Cousins Properties LP ("CPLP"). Cousins owns in excess of 99% of CPLP and consolidates CPLP.
To implement this disciplined approach, we maintain a simple, flexible, and low-leveraged balance sheet, which allows us to pursue compelling growth opportunities at the most advantageous points in the cycle. We utilize our strong local operating platforms within each of our major markets to implement this strategy.
To implement this disciplined approach, we maintain a simple, flexible, and low-leveraged balance sheet, which allows us to pursue compelling growth opportunities at the most advantageous points in the cycle.
This $83.0 million interest-only mortgage loan has a fixed interest rate of 4.80% and matures in June 2032. 1 Table of Contents Portfolio Activity Leased or renewed 1.7 million square feet of office space, including 882,000 square feet of new and expansion space. Increased second generation net rent per square foot by 5.8% on a cash-basis. Increased same property net operating income by 4.2% on a cash-basis.
Portfolio Activity Leased or renewed 2.0 million square feet of office space, including 1.4 million square feet of new and expansion space. Increased second generation net rent per square foot by 8.5% on a cash-basis. Increased same property net operating income by 4.8% on a cash-basis.
This oversight is complementary to that of three other key committees - the Compensation & Human Capital Committee (oversight of human capital matters, including diversity, inclusion, retention, succession planning, and executive compensation), the Nominating & Governance Committee (oversight of our adherence to corporate governance best practices), and the Audit Committee (oversight of the integrity of our financial statements, accounting and financial reporting processes, our system of internal controls, and our risk management, including cyber risk and insurance risks).
This oversight is complementary to that of three other key committees - the Compensation & Human Capital Committee (oversight of human capital matters, including executive and director compensation), the Nominating & Governance Committee (oversight of our adherence to corporate governance best practices), and the Audit Committee (oversight of the integrity of our financial statements, accounting and financial reporting processes, our system of internal controls, and our risk management, including cyber risk and insurance risks). 2 Table of Contents We publish reports reflecting our corporate social responsibility practices (including sustainability), which are available on the Sustainability page of our website at www.cousins.com .
The following is a summary of our significant 2023 activities: Development Activity Continued development and commenced initial operations of Neuhoff, a mixed-use property in Nashville, TN that consists of 448,000 square feet of office space and 542 apartments.
Development Activity Continued development and growth of operations at Neuhoff, a mixed-use property in Nashville, that consists of 450,000 square feet of office and retail space and 542 apartments.
In certain situations, we have sought to avail ourselves of legal and regulatory protections offered by federal and state authorities to prospective purchasers of property. Where applicable studies have resulted in the 3 Table of Contents determination that remediation was required by applicable law, the necessary remediation is typically incorporated into the operational or development activity of the relevant property.
Where applicable studies have resulted in the determination that remediation was required by applicable law, the necessary remediation is typically incorporated into the operational or development activity of the relevant property.
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Recent Notable Business Developments In 2019, we completed a merger with TIER REIT, Inc. resulting in the acquisition of 5.8 million square feet of operating properties.
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Cousins, CPLP, CTRS, and their subsidiaries develop, acquire, lease, manage, and own primarily Class A office properties and opportunistic mixed-use developments in the Sun Belt markets of the United States with a focus on Atlanta, Austin, Tampa, Charlotte, Phoenix, Dallas, and Nashville.
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In addition to this transaction, over the past five years, we have acquired 2.6 million square feet of operating properties for $974 million in gross purchase price, completed 2.2 million square feet of development at total project costs of $858 million, and sold 5.5 million square feet of operating properties for $1.3 billion in gross sales price.
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Cousins has elected to be taxed as a REIT and intends to, among other things, distribute at least 100% of its net taxable income to stockholders.
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These transactions are consistent with our strategy and have created value for our stockholders through both growth and repositioning our portfolio. 2023 Activities During 2023, we continued development of two projects, sold a land parcel, completed several financing transactions, and generated positive operating results in our property portfolio.
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We utilize our strong local operating platforms within each of our major markets to implement this strategy. 2024 Activities During 2024, we acquired three office properties, one of which was acquired though a joint venture, acquired investments in real estate debt, completed several financing transactions, including offerings of our senior unsecured notes and our common stock, commenced initial operations at our Domain 9 development project, and generated positive operating results in our property portfolio.
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Disposition Activity • Sold a 10.4 acre land parcel in Atlanta, GA for a gross price of $4.25 million and recorded a gain of $507,000.
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The following is a summary of our significant 2024 activities: Investment Activity • Acquired Sail Tower, an 804,000 square foot lifestyle office property in Downtown Austin, for a purchase price of $521.8 million (the "Sail Tower Acquisition"). • Acquired Vantage South End, a 639,000 square foot lifestyle office property in South End Charlotte, for a purchase price of $328.5 million (the "Vantage Acquisition"). • Acquired a 20% interest in Proscenium, a 525,000 square foot building in Midtown Atlanta, through a joint venture for $16.7 million. • Acquired two mezzanine loans, secured by equity interests, for $27.2 million.
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Financing Activity • Entered into a floating-to-fixed interest rate swap on $200 million of our $400 million Term Loan with an original maturity of March 2025, fixing the underlying daily Secured Overnight Financing Rate ("SOFR") at 4.298% through the original maturity. • Refinanced the mortgage loan for our Medical Offices at Emory Hospital property in Atlanta, GA, which is owned in a 50-50 joint venture with Emory University.
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The weighted average spread over SOFR for these loans is 8.68%. • Acquired a mortgage loan, secured by the Saint Ann Court office property in Dallas, at par for $138.0 million, which was subsequently paid in full by the borrower in January 2025.
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We publish reports reflecting our corporate social responsibility practices (including sustainability), which are available on the Sustainability page of our website at www.cousins.com .
Added
Financing Activity • Issued $500.0 million aggregate principal amount of our 5.875% senior unsecured notes (the "2034 Notes") in our inaugural bond offering, generating proceeds of $498.5 million. • Issued $400.0 million aggregate principal amount of our 5.375% senior unsecured notes (the "2032 Notes"), generating proceeds of $397.9 million. • Issued 15,500,000 shares of common stock, generating aggregate proceeds of $468.9 million, net of underwriting discounts. 1 Table of Contents • Repaid in full the $70.9 million remaining balance on the mortgage secured by our Domain 10 property in Austin. • Entered into a floating-to-fixed interest rate swap on the remaining $200 million of the $400 million Term Loan maturing March 2025, fixing the underlying SOFR rate at 4.6675%.
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We also invest in training and development opportunities to enhance our employees’ engagement, effectiveness, and well-being.
Added
In certain situations, we have sought to avail ourselves of legal and regulatory protections offered by federal and state authorities to prospective purchasers of property, including so-called "brown fields" designation.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeFactors that may adversely affect the economic performance and value of our properties include, among other things: changes in the national, regional, and local economic climate; local real estate conditions such as an oversupply of rentable space caused by increased development of new properties, a reduction in demand for rentable space caused by a change in the preferences and requirements of our tenants (including space usage), such as work-from-home practices and utilization of open workspaces or "co-working" space, or local economic conditions decreasing the desirability of our locations; the attractiveness of our properties to tenants or buyers; competition from other available properties; changes in market rental rates and related concessions granted to tenants including, but not limited to, free rent and tenant improvement allowances; uninsured losses or losses in excess of our insurance coverage as a result of casualty events or other claims or events; insolvency of our insurance carriers; sociopolitical unrest such as political instability, civil unrest, armed hostilities, or political activism resulting in a disruption of day-to-day building operations; the impact of a public health crisis and the governmental and third party response to such a crisis; the need to periodically repair, renovate, and re-lease properties; 4 Table of Contents changes in federal, state, and local income tax laws as they affect real estate companies and real estate investors; changes in interest rates and availability of permanent financing sources that may render the sale of a property difficult or unattractive or otherwise reduce returns to stockholders; and supply chain disruptions, labor shortages, and increased construction costs.
Biggest changeFactors that may adversely affect the economic performance and value of our properties include, among other things: changes or volatility within the national, regional, and local economic climate, including dislocations and volatility in the capital markets; Risks associated with real estate assets, including competition from other available properties and other local real estate conditions such as an oversupply of rentable space caused by increased development of new properties, a reduction in demand for rentable space caused by a change in the preferences and requirements of our tenants (including space 4 Table of Contents usage), such as work-from-home practices and utilization of open workspaces or "co-working" space, or local economic conditions decreasing the desirability of our locations, the financial condition of our tenants, including potential adverse effects from the bankruptcy or insolvency of one or more major tenants, the attractiveness of our properties to tenants or buyers, changes in market rental rates and related concessions granted to tenants including, but not limited to, free rent and tenant improvement allowances, the need to periodically repair, renovate, and re-lease properties, potential delays in completion of development and re-development projects due to supply chain disruptions, labor shortages, and increased construction costs; the impact of common stock, debt, or operating partnership issuances; uninsured losses (including those resulting from high deductibles) or losses in excess of our insurance coverage as a result of casualty events or other claims or events; insolvency of our insurance carriers or increased cost or unavailability of insurance; the financial condition and liquidity of, or disputes with, joint venture partners; sociopolitical unrest such as political instability, civil unrest, armed hostilities, or political activism resulting in a disruption of day-to-day building operations; the immediate and long-term impact of a public health crisis and the governmental and third party response to such a crisis; changes in federal, state, and local income laws and regulations (including tax laws and environmental or other regulatory requirements) as they affect real estate companies and real estate investors; changes in interest rates and availability and cost of corporate and property financing sources, and the inability to comply with debt covenants under credit agreements; risks associated with security breaches through cyber attacks, cyber intrusions, or otherwise; changes in senior management, the Board of Directors, or key personnel; and risks associated with climate change and severe weather events, as well as compliance with regulatory efforts intended to address those risks.
Our Credit Facility, senior unsecured notes, and our unsecured term loans impose financial and operating covenants on us.
Our Credit Facility, senior unsecured notes, and unsecured term loans impose financial and operating covenants on us.
Climate change may also indirectly affect our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of required resources, including energy, other fuel sources, water, and waste removal services, and increasing the risk and severity of floods, fires, tornadoes, hurricanes, droughts, ice storms, and earthquakes at our properties.
Climate change may also indirectly affect our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of required resources, including energy, other fuel sources, water, and waste removal services, and increasing the risk and severity of floods, fires, tornadoes, hurricanes, droughts, wind storms, ice storms, and earthquakes at our properties.
These risks may include: difficulty in leasing vacant space or renewing existing tenants at the acquired property; the costs and timing of repositioning or redeveloping the acquired property; disproportionate concentrations of earnings in one or more markets; the acquisitions may fail to meet internal projections or otherwise fail to perform as expected; the acquisitions may be in markets that are unfamiliar to us and could present unforeseen business and operating challenges; the timing of acquisitions may not match the timing of raising the capital necessary to fund the acquisitions; a change in our sustainability or resiliency profile, including an increase in key performance metrics like energy consumption intensity and greenhouse gas emissions, and/or a decrease in the percentage of our operating portfolio with key sustainability certifications; the inability to obtain financing for acquisitions on favorable terms, or at all; the inability to successfully integrate the operations, maintain consistent standards, controls, policies, and procedures, or realize the anticipated benefits of acquisitions within the anticipated time frames, or at all; the inability to effectively monitor and manage our expanded portfolio of properties, retain key employees, or attract highly qualified new employees; the possible decline in value of the acquired asset; the diversion of our management’s attention away from other business concerns; and the exposure to any undisclosed or unknown issues, expenses, or potential liabilities relating to acquisitions.
These risks may include: difficulty in leasing vacant space or renewing existing tenants at the acquired property; the costs and timing of repositioning or redeveloping the acquired property; disproportionate concentrations of earnings in one or more markets; the acquisitions may fail to meet internal projections or otherwise fail to perform as expected; the acquisitions may be in markets that are unfamiliar to us and could present unforeseen business and operating challenges; the timing of acquisitions may not match the timing of raising the capital necessary to fund the acquisitions; a change in our sustainability or resiliency profile, including an increase in key performance metrics like energy consumption intensity and greenhouse gas emissions, and/or a decrease in the percentage of our operating portfolio with key sustainability certifications; the inability to obtain financing for acquisitions on favorable terms, or at all; 11 Table of Contents the inability to successfully integrate the operations, maintain consistent standards, controls, policies, and procedures, or realize the anticipated benefits of acquisitions within the anticipated time frames, or at all; the inability to effectively monitor and manage our expanded portfolio of properties, retain key employees, or attract highly qualified new employees; the possible decline in value of the acquired asset; the diversion of our management’s attention away from other business concerns; and the exposure to any undisclosed or unknown issues, expenses, or potential liabilities relating to acquisitions.
The market price of shares of our common stock has been, and may continue to be, subject to fluctuation in many events and factors such as those described in this report including: actual or anticipated variations in our operating results, funds from operations, or liquidity; the general reputation of real estate as an attractive investment in comparison to other equity securities and/or the reputation of the product types of our assets compared to other sectors of the real estate industry; material changes in any significant tenant industry concentration; material changes in market concentrations; the general stock and bond market conditions, including changes in interest rates or fixed income securities; changes in tax laws; changes to our dividend policy; changes in the market valuations of our properties; adverse market reaction to the amount of our outstanding debt at any time, the amount of our maturing debt, and our ability to refinance such debt on favorable terms; any failure to comply with existing debt covenants; any foreclosure or deed in lieu of foreclosure of our properties; additions or departures of directors, key executives, and other employees; actions by institutional stockholders; uncertainties in world financial markets; general market and economic conditions; in particular, market and economic conditions of Atlanta, Austin, Tampa, Charlotte, Phoenix, Dallas, and Nashville; and the realization of any of the other risk factors described in this report.
The market price of shares of our common stock has been, and may continue to be, subject to fluctuation in many events and factors such as those described in this report including: actual or anticipated variations in our operating results, funds from operations, or liquidity; the general reputation of real estate as an attractive investment in comparison to other equity securities and/or the reputation of the product types of our assets compared to other sectors of the real estate industry; material changes in any significant tenant industry concentration; material changes in market concentrations; the general stock and bond market conditions, including changes in interest rates or fixed income securities; changes in tax laws; 17 Table of Contents changes to our dividend policy; changes in the market valuations of our properties; adverse market reaction to the amount of our outstanding debt at any time, the amount of our maturing debt, and our ability to refinance such debt on favorable terms; any failure to comply with existing debt covenants; any foreclosure or deed in lieu of foreclosure of our properties; additions or departures of directors, key executives, and other employees; actions by institutional stockholders; uncertainties in world financial markets; general market and economic conditions; in particular, market and economic conditions of Atlanta, Austin, Tampa, Charlotte, Phoenix, Dallas, and Nashville; and the realization of any of the other risk factors described in this report.
Thus, the involvement of venture partners could adversely impact the development, operation, ownership, financing, or disposition of the underlying properties. Title insurance risk . We did not acquire new title insurance policies in connection with the mergers with Parkway in 2016 or TIER in 2019, instead relying on existing policies benefiting those entities' subsidiaries.
Thus, the involvement of venture partners could adversely impact the development, operation, ownership, financing, or disposition of the underlying properties. Title insurance risk . We did not acquire new title insurance policies in connection with the mergers with Parkway Properties, Inc. ("Parkway") in 2016 or TIER REIT, Inc. ("TIER") in 2019, instead relying on existing policies benefiting those entities' subsidiaries.
These changes have impacted us and our stockholders in various ways, some of which are adverse or potentially adverse compared to prior law. Additional changes to tax laws were enacted with the Inflation Reduction Act ("IRA") of 2022, signed into law on August 16, 2022. Many of the material provisions of the IRA exempt REITs.
These changes have impacted us and our stockholders in various ways, some of which are adverse or potentially adverse compared to prior law. Additional changes to tax laws were enacted with the Inflation Reduction Act ("IRA") of 2022, signed into law in August 2022. Many of the material provisions of the IRA exempt REITs.
We generally finance our acquisition and development projects through one or more of the following: our $1 billion senior unsecured line of credit (the "Credit Facility"), unsecured debt, non-recourse mortgages, construction loans, the sale of assets, joint venture equity, the issuance of common stock, the issuance of preferred stock, and the issuance of units of CPLP.
We generally finance our acquisition and development projects through one or more of the following: our $1 billion senior unsecured line of credit (the "Credit Facility"), public and private unsecured debt, non-recourse mortgages, construction loans, the sale of assets, joint venture equity, the issuance of common stock, the issuance of preferred stock, and the issuance of units of CPLP.
To the extent climate change causes changes in weather patterns or severity, our markets could experience increases in storm intensity (including floods, fires, tornadoes, hurricanes, droughts, or ice storms), rising sea-levels, and changes in precipitation, temperature, air quality, and quality and availability of water.
To the extent climate change causes changes in weather patterns or severity, our markets could experience increases in storm intensity (including floods, fires, tornadoes, hurricanes, droughts, wind storms, ice storms, and earthquakes), rising sea-levels, and changes in precipitation, temperature, air quality, and quality and availability of water.
Our properties are subject to various federal, state, and local regulatory requirements, such as state and local fire, health, and life safety requirements. We are currently in compliance with these requirements. If we fail to comply with these requirements, we could incur fines or other monetary damages.
Our properties are subject to various federal, state, and local regulatory requirements, such as state and local fire, health, and life safety requirements. We believe that we are currently in compliance with these requirements. If we fail to comply with these requirements, we could incur fines or other monetary damages.
Issuance 8 Table of Contents of preferred stock, if convertible, could be dilutive to earnings per share and have an adverse effect on the trading price of common stock. We can provide no assurance that conditions will be favorable for future issuances of preferred stock when we need the capital. Operating partnership units .
Issuance of preferred stock, if convertible, could be dilutive to earnings per share and have an adverse effect on the trading price of common stock. We can provide no assurance that conditions will be favorable for future issuances of preferred stock when we need the capital. Operating partnership units .
Development activity carries the risk that a project could be delayed due to, but not limited to, weather and other forces of nature, availability of materials, availability of skilled labor, supply chain 10 Table of Contents disruption, the financial health of general contractors or sub-contractors, and the competing demands on plan-approving authorities.
Development activity carries the risk that a project could be delayed due to, but not limited to, weather and other forces of nature, availability of materials, availability of skilled labor, supply chain disruption, the financial health of general contractors or sub-contractors, and the competing demands on plan-approving authorities.
Failure to develop and maintain sustainable and resilient buildings relative to our peers could adversely impact our ability to lease space at competitive rates and negatively impact our results of operations and portfolio attractiveness. Climate change risks . The physical effects of climate change could have a material adverse effect on our properties, operations, and business.
Failure to develop and maintain sustainable and resilient buildings relative to our peers could adversely impact our ability to lease space at competitive rates and negatively impact our results of operations and portfolio attractiveness. Climate change and severe weather event risks . The physical effects of climate change could have a material adverse effect on our properties, operations, and business.
Prohibited transactions generally include sales of assets that constitute inventory or other property held-for-sale to customers in the ordinary course of business. Since we acquire properties primarily for investment purposes, we do not believe that our occasional transfers or disposals of property are deemed to be prohibited transactions.
Prohibited transactions generally include sales of assets 15 Table of Contents that constitute inventory or other property held-for-sale to customers in the ordinary course of business. Since we acquire properties primarily for investment purposes, we do not believe that our occasional transfers or disposals of property are deemed to be prohibited transactions.
Our ability to exit existing joint ventures may be limited by the terms of the joint venture agreement, which may limit our ability to liquidate our investment in a joint venture. Common stock . We can provide no assurance that conditions will be favorable for future issuances of common stock when we need capital.
Our ability to exit existing joint ventures may be limited by the terms of the joint venture agreement, which may limit our ability to liquidate our investment in a joint venture. 9 Table of Contents Common stock . We can provide no assurance that conditions will be favorable for future issuances of common stock when we need capital.
If our degree of leverage is viewed unfavorably by common equity investors, lenders, or potential joint venture partners, it could affect our ability to obtain additional capital. In general, our degree of leverage could also make us more vulnerable to a downturn in 9 Table of Contents business or the economy.
If our degree of leverage is viewed unfavorably by common equity investors, lenders, or potential joint venture partners, it could affect our ability to obtain additional capital. In general, our degree of leverage could also make us more vulnerable to a downturn in business or the economy.
The market price of shares of our common stock may fall significantly in the future, and it may be difficult for our stockholders to resell our common stock at prices they find attractive. If our future operating performance does not meet the projections of our analysts or investors, our stock price could decline.
The market price of shares of our common stock may fall significantly in the future, and it may be difficult for our stockholders or holders of our debt securities to resell our common stock at prices they find attractive. If our future operating performance does not meet the projections of our analysts or investors, our stock price could decline.
The granting of these concessions may adversely affect our results of operations and cash flows to the extent that they result in reduced rental rates, additional capital improvements, or allowances paid to, or on behalf of, the tenants. Tenant and market concentration risk .
The granting of these concessions may adversely affect our 5 Table of Contents results of operations and cash flows to the extent that they result in reduced rental rates, additional capital improvements, or allowances paid to, or on behalf of, the tenants. Tenant and market concentration risk .
Each of these sources may be constrained from time to time because of market conditions, and the related cost of raising this 7 Table of Contents capital may be unfavorable at any given point in time. These sources of capital, and the risks associated with each, include the following: Credit Facility .
Each of these sources may be constrained from time to time because of market conditions, and the related cost of raising this capital may be unfavorable at any given point in time. These sources of capital, and the risks associated with each, include the following: Credit Facility .
Our approaches and priorities may differ from those of our peers, and the perception of the public or investors of these differences may adversely impact our portfolio attractiveness of our ability to lease space at competitive rates. Joint venture structure risks .
Our approaches and priorities may differ from those of our peers, and the perception of the public or investors of these differences may adversely impact our portfolio attractiveness of our ability to lease space at competitive rates. 7 Table of Contents Joint venture structure risks .
As of December 31, 2023, we had interests in eight land parcels in various markets that we lease individually on a long-term basis.
As of December 31, 2024, we had interests in eight land parcels in various markets that we lease individually on a long-term basis.
Although certain legal protections may be available to prospective purchasers of property, these laws typically impose clean-up responsibility and liability without regard to whether the owner or operator knew of or caused the presence of the regulated substances.
Although certain legal protections may be available to prospective purchasers of property, these laws typically impose remediation responsibility and liability without regard to whether the owner or operator knew of or caused the presence of the regulated substances.
As cyber threats continue to evolve, we may be required to expend additional resources to continue to enhance our information security measures and to investigate and remediate any information security vulnerabilities. Increased public attention to corporate responsibility matters may expose us to negative public perception, impose additional costs on our business, or impact our stock price.
As cyber threats continue to evolve, we may be required to expend additional resources to continue to enhance our information security measures and to investigate and remediate any information security vulnerabilities. 18 Table of Contents Increased public attention to corporate responsibility matters may expose us to negative public perception, impose additional costs on our business, or impact our stock price.
Securities analysts publish quarterly and annual projections of our financial performance. These projections are developed independently based on their own analyses, and we undertake no obligation to monitor, and take no responsibility 14 Table of Contents for, such projections.
Securities analysts publish quarterly and annual projections of our financial performance. These projections are developed independently based on their own analyses, and we undertake no obligation to monitor, and take no responsibility for, such projections.
Even if more than one person may have been responsible for the release of regulated substances at the property, each person covered by the environmental laws may be held responsible for all of the clean-up costs incurred.
Even if more than one person may have been responsible for the release of regulated substances at the property, each person covered by the environmental laws may be held responsible for all of the remediation costs incurred.
These factors may include: general business conditions in the local or broader economy or in the prospective tenants’ industries; supply and demand conditions for space in the marketplace; and level of competition in the marketplace. Reputation risks .
These factors may include: general business conditions in the local or broader economy or in the prospective tenants’ industries; supply and demand conditions for space in the marketplace; and level of competition in the marketplace. 12 Table of Contents Reputation risks .
If determined to be liable, the owner or operator may have to pay a governmental entity or third parties for property damage and for investigation and clean-up costs incurred by such parties in connection with the contamination, or perform such investigation and clean up itself.
If determined to be liable, the owner or operator may have to pay a governmental entity or third parties for property damage and for investigation and clean-up costs incurred by such parties in connection 6 Table of Contents with the contamination, or perform such investigation and clean up itself.
The inability or refusal of any of our significant tenants to pay rent or a decision by a significant tenant to vacate their premises prior to, or at the conclusion of, their lease term could have a significant negative impact on our results of operations or financial condition if a suitable replacement tenant is not secured in a timely manner.
The inability or refusal of any of our significant tenants to pay rent or a decision by a significant tenant to vacate their premises prior to, or at the conclusion of, their lease term (including as a result of a bankruptcy proceeding) could have a significant negative impact on our results of operations or financial condition if a suitable replacement tenant is not secured in a timely manner.
As of December 31, 2023, we had 2.0 million aggregate square feet of rental space located on these leased parcels, from which we generated 13% of our total Net Operating Income ("NOI") in the fourth quarter of 2023. In the future, we may invest in additional properties on some of these parcels or additional parcels subject to ground leases.
As of December 31, 2024, we had 2.4 million aggregate square feet of rental space located on these leased parcels, from which we generated 14% of our total Net Operating Income ("NOI") in the fourth quarter of 2024. In the future, we may invest in additional properties on some of these parcels or additional parcels subject to ground leases.
A number of changes that affect noncorporate taxpayers will expire at the end of 2025 unless Congress acts to extend them. Among other changes, the Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, signed into law on March 27, 2020, makes 12 Table of Contents certain changes to the TCJA.
A number of changes that affect noncorporate taxpayers will expire at the end of 2025 unless Congress acts to extend them. Among other changes, the Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, signed into law in March 2020, makes certain changes to the TCJA.
Although we, or our joint venture partners where applicable, maintain casualty insurance under policies we believe to be adequate and appropriate, including rent loss insurance on operating properties, some types of losses, such as those related to the termination of longer-term leases and other contracts, generally are not insured.
Although we, or our joint venture partners where applicable, maintain casualty insurance under policies we believe to be adequate and appropriate, including commercial general liability, fire, flood, and rent loss insurance on operating properties, as well as cyber coverage, some types of losses, such as those related to the termination of longer-term leases and other contracts, generally are not insured.
Terms and conditions available in the marketplace for unsecured debt vary over time. The availability of unsecured debt may vary based on the capital markets and capital market activity. Unsecured debt generally contains restrictive covenants that may place limitations on our ability to conduct our business similar to those placed upon us by our Credit Facility. Non-recourse mortgages .
Terms and conditions available in the marketplace for unsecured debt vary over time. Unsecured debt generally contains restrictive covenants that may place limitations on our ability to conduct our business similar to those placed upon us by our Credit Facility. Non-recourse mortgages .
Our venture partners may have rights to take actions over which we have no control, or the right to withhold approval of actions that we propose, either of which could adversely affect our interests in the related joint ventures, and in some cases, our overall financial condition and results of operations.
Our venture partners may have rights to take actions over which we have no control, or the right to withhold approval of actions that we propose (including with respect to the decision to commence development of or to sell a project), either of which could adversely affect our interests in the related joint ventures, and in some cases, our overall financial condition and results of operations.
We are not currently aware of any environmental liabilities at locations that we believe could have a material adverse effect on our business, assets, financial condition, or results of operations. Unidentified environmental liabilities could arise, however, and could have an adverse effect on our financial condition and results of operations. Sustainability strategies .
We are not currently aware of any environmental liabilities at locations that we believe could have a material adverse effect on our business, assets, financial condition, or results of operations.
Our operating and financial policies, including our policies with respect to acquisitions, development, and dispositions of real estate, growth, target markets, operations, indebtedness, capitalization, and dividends are exclusively determined by 13 Table of Contents the Company's Board of Directors. Accordingly, our stockholders do not control these policies.
We may change our policies without obtaining the approval of our stockholders. Our operating and financial policies, including our policies with respect to acquisitions, development, and dispositions of real estate, growth, target markets, operations, indebtedness, capitalization, and dividends are exclusively determined by the Company's Board of Directors. Accordingly, our stockholders do not control these policies.
Deficiencies, including any material weakness, in our internal controls over financial reporting which may occur in the future could result in misstatements of our results of operations, restatements of our financial statements, a decline in our stock price, or otherwise materially adversely affect our business, reputation, results of operations, financial condition, or liquidity.
Deficiencies, including any material weakness, in our internal controls over financial reporting which may occur in the future could result in misstatements of our results of operations, restatements of our financial statements, a decline in our stock price, or otherwise materially adversely affect our business, reputation, results of operations, financial condition, or liquidity. 16 Table of Contents General Risks A pandemic, epidemic, or outbreak of a contagious disease could adversely affect us.
For the three months ended December 31, 2023, 36.5% of our net operating income for properties owned was derived from the Atlanta area, 32.8% was derived from the Austin area, 9.1% was derived from the Tampa area, 8.6% was derived from the Charlotte area, and 7.6% was derived from the Phoenix area.
For the three months ended December 31, 2024, 35.7% of our net operating income for properties owned was derived from the Atlanta area, 32.4% was derived from the Austin area, 9.0% was derived from the Charlotte area, 8.6% was derived from the Tampa area, 8.1% was derived from the Phoenix area, and 2.4% was derived from the Dallas area.
Casualties may occur that significantly damage an operating property or property under development, insurance deductibles or co-insurance limits may be significant (including with respect to damage from named wind storms), and insurance proceeds may be less than the total loss incurred by us.
Casualties may occur that significantly damage an operating property or property under development, insurance deductibles or co-insurance limits may be significant (including with respect to damage from named wind storms, where available co-insurance limits are significantly in excess of deductibles for most other casualty losses), and insurance proceeds may be less than the total loss incurred by us.
Certain facts and circumstances not entirely within our control may affect our ability to qualify as a REIT. In addition, we can provide no assurance that legislation, new regulations, administrative interpretations, or court decisions will not adversely affect our qualification as a REIT or the federal income tax consequences of our REIT status.
In addition, we can provide no assurance that legislation, new regulations, administrative interpretations, or court decisions will not adversely affect our qualification as a REIT or the federal income tax consequences of our REIT status.
Our degree of leverage could limit our ability to obtain additional financing or affect the market price of our securities. Net debt as a percentage of either total asset value or total market capitalization and net debt as a multiple of annualized EBITDA re are non-GAAP metrics often used by analysts to gauge the financial health of REITs like us.
Net debt as a percentage of either total asset value or total market capitalization and net debt as a multiple of annualized EBITDA re are non-GAAP metrics often used by analysts to gauge the financial health of REITs like us.
Financing Risks At certain times, interest rates and other market conditions for obtaining capital could be unfavorable, and, as a result, we may be unable to raise the capital needed to invest in acquisition or development opportunities, maintain our properties, or otherwise satisfy our commitments on a timely basis, or we may be forced to raise capital at a higher cost or under restrictive terms, which could adversely affect our cash flows and results of operations.
We do not know whether existing requirements will change or whether compliance with future requirements will require significant unanticipated expenditures that will affect our cash flow and results of operations. 8 Table of Contents Financing Risks At certain times, interest rates and other market conditions for obtaining capital could be unfavorable, and, as a result, we may be unable to raise the capital needed to invest in acquisition or development opportunities, maintain our properties, or otherwise satisfy our commitments on a timely basis, or we may be forced to raise capital at a higher cost or under restrictive terms, which could adversely affect our cash flows and results of operations.
We hold ownership interests in a number of joint ventures with varying structures and may in the future invest in additional real estate through such structures.
We hold ownership interests in a number of joint ventures with varying structures and may in the future invest in additional real estate through such structures. We currently have joint ventures that are and are not consolidated within our financial statements.
Such codes could require us to make improvements to our existing properties, increase the costs of maintaining or improving our existing properties or developing new properties, or increase taxes and fees assessed on us or our properties. Expenditures required for compliance with such codes may affect our cash flow and results of operations.
Such codes could require us to make improvements to our existing properties, increase the costs of maintaining or improving our existing properties or developing new properties, or increase taxes and fees assessed on us or our properties.
We generally do acquire title insurance policies for all developed and acquired properties; however, these policies may be for amounts less than the current or future values of the covered properties.
Nevertheless, because we acquired these properties indirectly through the acquisition of these subsidiaries, the title insurance policies benefiting those entities may continue to benefit us. We generally do acquire title insurance policies for all developed and acquired properties; however, these policies may be for amounts less than the current or future values of the covered properties.
General Risks A pandemic, epidemic, or outbreak of a contagious disease could adversely affect us. Public health crises, pandemics, and epidemics have had, and could continue to have, a material adverse effect on global, national, and local economies, as well as on our business and our tenants’ businesses.
Public health crises, pandemics, and epidemics have had, and in the future could have, a material adverse effect on global, national, and local economies, as well as on our business and our tenants’ businesses. The potential impact of a pandemic, epidemic, or outbreak of a contagious disease on our tenants and our properties is difficult to predict or assess.
At any given time, we could lose the services of key executives, members of the Board of Directors, and other employees. None of our Board members, key executives, or other employees are subject to employment contracts. Further, we do not carry key person insurance on any of our executive officers or other key employees.
At any given time, we could lose the services of key executives, members of the Board of Directors, and other employees, including the managing directors and other leaders of our respective markets. None of our Board members, key executives, or other employees are subject to employment contracts.
Under those circumstances, other sources of capital may not be available to us or may be available only on unattractive terms, which could materially and adversely affect our financial condition and results of operations. In addition, the cross default provisions on the Credit Facility, senior unsecured notes and term loans may affect business decisions on other debt.
Under those circumstances, other sources of capital may not be available to us or may be available only on unattractive terms, which could materially and adversely affect our financial condition and results of operations.
The potential impact of a pandemic, epidemic, or outbreak of a contagious disease on our tenants and our properties is difficult to predict or assess. If an outbreak occurs within the workforce of our tenants or otherwise disrupts their management and other personnel, the business and operating results of our tenants could be negatively impacted.
If an outbreak occurs within the workforce of our tenants or otherwise disrupts their management and other personnel, the business and operating results of our tenants could be negatively impacted.
Any adverse economic conditions impacting Atlanta, Austin, Tampa, Charlotte, or Phoenix could adversely affect our overall results of operations and financial condition. Uninsured losses and condemnation costs . Accidents, earthquakes, hurricanes, tornadoes, floods, droughts, ice storms, terrorism incidents, and other physical losses at our properties could adversely affect our operating results.
This shortfall could adversely affect our cash flow and results of operations. Uninsured losses and condemnation costs . Accidents, earthquakes, hurricanes, tornadoes, floods, droughts, ice storms, wind storms, terrorism incidents, and other physical losses at our properties could adversely affect our operating results and financial condition.
Our operating revenues are dependent upon entering into leases with, and collecting rents from, our tenants. Tenants whose leases are expiring may want to decrease the space they lease and/or may be unwilling to continue their lease.
Our operating office properties were 91.6% leased at December 31, 2024. Our 20 largest tenants account for a meaningful portion of our revenues. Our operating revenues are dependent upon entering into leases with, and collecting rents from, our tenants. Tenants whose leases are expiring may want to decrease the space they lease and/or may be unwilling to continue their lease.
Additionally, although we pursue a robust sustainability strategy, new approaches and trends regarding building resiliency emerge from time to time in this rapidly evolving focus area.
Expenditures required for compliance with such codes may affect our cash flow and results of operations. Additionally, although we pursue a robust sustainability strategy, new approaches and trends regarding building resiliency emerge from time to time in this rapidly evolving focus area.
As of December 31, 2023, our top 20 tenants represented 37.9% of our annualized base rental revenues with our largest single tenant accounting for 8.1% of our annualized base rental revenues.
As of December 31, 2024, our top 20 tenants represented 39.5% of total annualized rent with our largest single tenant accounting for 8.1% of annualized rent.
Federal, state, and local laws and regulations relating to the protection of the environment may require a current or previous owner or operator of real estate to investigate and clean up hazardous or toxic substances or 5 Table of Contents petroleum product released at a property.
Federal, state, and local laws and regulations relating to the protection of the environment may require a current or previous owner or operator of real estate to investigate and clean up hazardous or toxic substances or petroleum products or other chemicals which are discovered at or migrating from a property, simply because of our past ownership or operation of the real estate.
If we decide to hire a third-party manager, we would be dependent on them and their key personnel to provide services to us, and we may not find a suitable replacement if the management agreement is terminated or if key personnel leave or otherwise become unavailable to us. 11 Table of Contents Federal Income Tax Risks Any failure to continue to qualify as a REIT for federal income tax purposes could have a material adverse impact on us and our stockholders.
If we decide to hire a third-party manager, we would be dependent on them and their key personnel to provide services to us, and we may not find a suitable replacement if the management agreement is terminated or if key personnel leave or otherwise become unavailable to us.
A 6 Table of Contents venture partner may have economic and/or other business interests or goals that are incompatible with our business interests or goals and that venture partner may be in a position to take action contrary to our interests.
A venture partner may have economic and/or other business interests or goals that are incompatible with our business interests or goals and that venture partner may be in a position to take action contrary to our interests, including declining to sell at a time or price that we find attractive or determining to sell at a time or price that we do not find attractive.
As of December 31, 2023, we had $2.5 billion of outstanding indebtedness.
As of December 31, 2024, we had $3.1 billion of outstanding indebtedness.
When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time.
Indoor air quality and water quality issues can stem from inadequate ventilation, chemical contaminants from indoor or outdoor sources, and biological contaminants such as molds, pollen, viruses, and bacteria. When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time.
We intend to continue to operate in a manner intended to qualify us as a REIT for federal income tax purposes. Qualification as a REIT involves the application of highly technical and complex provisions of the Internal Revenue Code (the “Code”), for which there are only limited judicial or administrative interpretations.
Qualification as a REIT involves the application of highly technical and complex provisions of the Internal Revenue Code (the “Code”), for which there are only limited judicial or administrative interpretations. Certain facts and circumstances not entirely within our control may affect our ability to qualify as a REIT.
Further, one or more of our tenants could experience a cyber incident which could impact their operations and ability to perform under the terms of their lease with us. While we maintain insurance coverage that may, subject to policy terms and conditions including deductibles, cover specific aspects of cyber risks, such insurance coverage may be insufficient to cover all losses.
While we maintain insurance coverage that may, subject to policy terms and conditions including deductibles, cover specific aspects of cyber risks, such insurance coverage may be insufficient to cover all losses.
Some of our mortgages contain customary negative covenants, including limitations on our ability, without the lender’s prior consent, to further mortgage that specific property, to enter into new leases, to modify existing leases, or to redevelop or sell the property. Compliance with these covenants could harm our operational flexibility and financial condition.
In addition, the cross default provisions on the Credit Facility, senior unsecured notes and term loans may affect business decisions on other debt. 10 Table of Contents Some of our mortgages contain customary negative covenants, including limitations on our ability, without the lender’s prior consent, to further mortgage that specific property, to enter into new leases, to modify existing leases, or to redevelop or sell the property.
The loss of services of any of these key persons could have an adverse effect upon our results of operations, financial condition, and our ability to execute our business strategy. We may change our policies without obtaining the approval of our stockholders.
While we believe that we could find replacements for these key personnel, the loss of services of any of these key persons could diminish relationships with investors, lendors, prospective customers, joint venture partners, and others in the industry, and therefore such a loss could have an adverse effect upon our results of operations, financial condition, and our ability to execute our business strategy.
In addition, increases in our debt ratios may have an adverse effect on the market price of common stock. Real Estate Acquisition and Development Risks We face risks associated with operating property acquisitions. Operating property acquisitions contain inherent risks.
Real Estate Acquisition and Development Risks We face risks associated with operating property acquisitions. Operating property acquisitions contain inherent risks.
In addition to uninsured losses, various government authorities may condemn all or parts of operating properties. Such condemnations could adversely affect the viability of such projects. Environmental issues .
Such condemnations could adversely affect the viability of such projects. Environmental issues .
Inquiries about indoor air quality and water quality may necessitate special investigation and, depending on the results, remediation beyond our regular testing and maintenance programs. Indoor air quality and water quality issues can stem from inadequate ventilation, chemical contaminants from indoor or outdoor sources, and biological contaminants such as molds, pollen, viruses, and bacteria.
Most of our properties are located in urban or previously developed areas, and the historic use of some sites may have resulted in contamination. Inquiries about indoor air quality and water quality may necessitate special investigation and, depending on the results, remediation beyond our regular testing and maintenance programs.
Certain types of insurance may not be available or may be available on terms that could result in large uninsured losses, and insurers may not pay a claim as required under a policy. Property ownership also involves potential liability to third parties for such matters as personal injuries occurring on the property. Such losses may not be fully insured.
Property ownership also involves potential liability to third parties for such matters as personal injuries occurring on the property.
The magnitude and frequency with which these charges occur could materially and adversely affect our business, financial condition, and results of operations. Leasing risk . Our operating office properties were 90.9% leased at December 31, 2023. Our 20 largest customers account for a meaningful portion of our revenues.
In some cases, our joint venture partners may elect to require a sale of a real estate asset that we intended to hold for a longer period, which could increase the risk of impairment. The magnitude and frequency with which these charges occur could materially and adversely affect our business, financial condition, and results of operations. Leasing risk .
Removed
We do not know whether existing requirements will change or whether compliance with future requirements will require significant unanticipated expenditures that will affect our cash flow and results of operations.
Added
Any adverse economic conditions impacting Atlanta, Austin, Tampa, Charlotte, Phoenix, or Dallas could adversely affect our overall results of operations and financial condition.
Added
Because our portfolio consists primarily of lifestyle office buildings (as opposed to a more diversified real estate portfolio), a decrease in demand for this type of workplace could adversely affect our overall results of operations and financial condition. Additionally, some of our markets (and the submarkets within which we operate) have an outsized concentration of a limited number of industries.
Added
For example, as of December 31, 2024, in Austin, technology companies represent 52.0% of our annualized rent, in Charlotte, banking and other financial sector companies represent 32.9% of our annualized rent, and in Tampa, biotechnology and health science companies represent 26.6% of our our annualized rent.
Added
A significant downturn in one or more of the foregoing sectors and/or sustained changes in space utilization due to remote or hybrid work models could result in decreased leasing demand and have an adverse effect on our overall results of operations and financial condition.
Added
The bankruptcy or insolvency of a major tenant may adversely affect the income produced by our properties. For example, major tenants such as Silicon Valley Bank Financial and WeWork have previously filed for bankruptcy protection. Other major tenants could file for bankruptcy protection or become insolvent in the future and we cannot evict a tenant on this basis alone.
Added
On the other hand, a bankrupt tenant may reject and terminate its lease with us.
Added
In such a case, our claim against the bankrupt tenant for unpaid and future rent would be subject to a statutory cap that might be substantially less than the remaining rent actually owed under the lease, and, even so, our claim for unpaid rent would likely not be paid in full.
Added
There may be certain losses that are not generally insured against or that are not generally fully insured against because it is not deemed economically feasible or prudent to do so, including losses due to floods, wind, earthquakes, acts of war, acts of terrorism, riots, or pandemics.
Added
A number of our properties are located in areas that are known to be subject to hurricane or flood risk. We carry hurricane and flood hazard insurance on all of our properties located in areas historically subject to such activity, subject to coverage limitations and deductibles, if we believe it is commercially reasonable.
Added
In Tampa and Houston, our wind storm insurance is subject to deductibles from 2% to 5% of the value of the affected building. We evaluate our insurance coverage annually in light of current industry practice through an analysis prepared by outside consultants.
Added
If an uninsured loss or a loss in excess of insured limits occurs with respect to one or more of our properties, then we could lose the capital we invested in the properties, as well as the anticipated future revenue from the properties.
Added
We continue to monitor the state of the insurance market in general, but we cannot anticipate what insurance coverage will be available on commercially reasonable terms in future policy years. Such losses may not be fully insured. In addition to uninsured losses, various government authorities may condemn all or parts of operating properties.
Added
Unidentified environmental liabilities could arise, however, including as a result of our new or more stringent environmental laws and regulations, and could have an adverse effect on our financial condition and results of operations. Sustainability strategies .

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+0 added0 removed13 unchanged
Biggest changeAs part of overall enterprise risk management, additional reporting of potential cybersecurity incidents is also provided to our General Counsel, Chief Accounting Officer, and Chief Financial Officer, and the Audit Committee or the full Board, as appropriate.
Biggest changeAs part of overall enterprise risk management, additional reporting of potential cybersecurity incidents is also provided to our General Counsel, Chief Accounting Officer, Chief Financial Officer, and the Audit Committee or the full Board, as appropriate. Our Board of Directors provides oversight of risks from cybersecurity threats, in coordination with our management team and the Audit Committee of the Board.
Our Senior Vice President, Chief Information Officer ("CIO") has served in this role for over seven years, and has more than 20 years of experience in the aggregate in various roles involving managing information security, technology infrastructure, IT operations, and developing cybersecurity strategy.
Our Senior Vice President, Chief Information Officer ("CIO") has served in this role for over eight years, and has more than 20 years of experience in the aggregate in various roles involving managing information security, technology infrastructure, IT operations, and developing cybersecurity strategy.
Cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected nor are they reasonably likely to affect the Company, including its business strategy, results of operations or financial condition. For a disclosure of our cybersecurity risks, Risk Factors in Part I, Item 1A. 16 Table of Contents
Cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected nor are they reasonably likely to affect the Company, including its business strategy, results of operations or financial condition. For a disclosure of our cybersecurity risks, see Risk Factors in Part I, Item 1A. 20 Table of Contents
Our Board of Directors provides oversight of risks from cybersecurity threats, in coordination with our management team and the Audit Committee of the Board. Our Board relies on management to bring significant matters impacting the Company to its attention, including with respect to material risks from cybersecurity threats.
Our Board relies on management to bring significant matters impacting the Company to its attention, including with respect to material risks from cybersecurity threats.

Item 2. Properties

Properties — owned and leased real estate

16 edited+7 added4 removed5 unchanged
Biggest changeExcept as noted, all information presented is as of December 31, 2023 ($ in thousands): Operating Properties (1) Company's Share Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (2) % of Total Net Operating Income (3) Property Level Debt (4) Terminus (5) 1,226,000 Consolidated 100% 86.3% 83.8% 6.5% $ 220,687 Spring & 8th (5) 765,000 Consolidated 100% 100.0% 100.0% 5.5% Buckhead Plaza (5) 678,000 Consolidated 100% 95.2% 89.6% 4.1% Northpark (5) 1,539,000 Consolidated 100% 74.0% 73.4% 4.0% 725 Ponce 372,000 Consolidated 100% 100.0% 100.0% 3.8% Avalon (5) 480,000 Consolidated 100% 100.0% 97.4% 3.1% 3344 Peachtree 484,000 Consolidated 100% 95.1% 96.3% 2.9% Promenade Tower 777,000 Consolidated 100% 82.9% 63.2% 2.4% 3348 Peachtree 258,000 Consolidated 100% 76.9% 80.5% 1.0% Promenade Central (6) (7) 367,000 Consolidated 100% 71.3% 55.9% 0.9% Medical Offices at Emory Hospital 358,000 Unconsolidated 50% 99.5% 99.5% 0.9% 41,158 Meridian Mark Plaza 160,000 Consolidated 100% 100.0% 100.0% 0.8% 3350 Peachtree 413,000 Consolidated 100% 60.3% 57.0% 0.4% 120 West Trinity Office 43,000 Unconsolidated 20% 100.0% 100.0% 0.1% ATLANTA (7) 7,920,000 86.6% 83.3% 36.4% 261,845 The Domain (5) 1,899,000 Consolidated 100% 100.0% 99.5% 13.8% 72,296 300 Colorado 378,000 Consolidated 100% 100.0% 100.0% 4.1% San Jacinto Center 399,000 Consolidated 100% 95.9% 86.9% 3.3% Colorado Tower 373,000 Consolidated 100% 98.8% 97.4% 3.2% 106,605 One Eleven Congress 519,000 Consolidated 100% 80.5% 79.9% 3.0% The Terrace (5) 619,000 Consolidated 100% 79.9% 77.6% 2.9% Domain Point (5) 240,000 Consolidated 96.5% 100.0% 100.0% 1.6% Research Park V 173,000 Consolidated 100% 93.0% 89.0% 0.9% AUSTIN 4,600,000 94.4% 92.8% 32.8% 178,901 Corporate Center (5) 1,227,000 Consolidated 100% 93.4% 92.3% 5.7% Heights Union (5) (6) 294,000 Consolidated 100% 100.0% 100.0% 1.9% The Pointe 253,000 Consolidated 100% 90.4% 89.3% 0.8% Harborview Plaza 206,000 Consolidated 100% 83.7% 79.3% 0.7% TAMPA 1,980,000 93.0% 91.7% 9.1% Fifth Third Center 692,000 Consolidated 100% 91.1% 91.1% 3.5% 126,369 The RailYard 329,000 Consolidated 100% 99.0% 99.2% 2.4% 550 South 394,000 Consolidated 100% 96.7% 96.7% 2.1% CHARLOTTE 1,415,000 1569000 94.5% 94.5% 8.0% 126,369 Hayden Ferry (5) (8) 792,000 Consolidated 100% 90.9% 88.5% 3.3% 100 Mill (6) 288,000 Consolidated 90% 98.1% 81.3% 2.4% 111 West Rio 225,000 Consolidated 100% 100.0% 100.0% 1.0% Tempe Gateway 264,000 Consolidated 100% 75.9% 64.8% 0.9% PHOENIX 1,569,000 90.9% 84.4% 7.6% Legacy Union One 319,000 Consolidated 100% 100.0% 100.0% 1.8% 5950 Sherry Lane 197,000 Consolidated 100% 79.3% 77.5% 0.7% DALLAS 516,000 92.1% 91.4% 2.5% BriarLake Plaza (5) 835,000 Consolidated 100% 96.8% 79.0% 2.9% HOUSTON 835,000 96.8% 79.0% 2.9% TOTAL OFFICE (7) 18,835,000 90.9% 87.6% 99.3% $ 567,115 Table continued on next page 17 Table of Contents Company's Share Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (2) % of Total Net Operating Income (3) Property Level Debt (4) Other Properties College Street Garage - Charlotte (6) N/A Consolidated 100% N/A N/A 0.6% 120 West Trinity Apartment - Atlanta (330 Units) (6) 310,000 Unconsolidated 20% 95.3% 93.6% 0.1% TOTAL OTHER 310,000 95.3% 93.6% 0.7% $ TOTAL (7) 19,145,000 90.9% 87.7% 100.0% $ 567,115 (1) Operating properties exclude properties in our development pipeline and properties sold prior to December 31, 2023.
Biggest changeExcept as noted, all information presented is as of December 31, 2024 ($ in thousands): Operating Properties (1) Company's Share Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (2) % of Total Net Operating Income (3) Property Level Debt (4) Terminus (5) 1,226,000 Consolidated 100% 82.5% 78.9% 5.5% $ 220,731 Spring & 8th (5) 765,000 Consolidated 100% 100.0% 100.0% 5.1% Buckhead Plaza (5) 678,000 Consolidated 100% 94.5% 92.8% 4.2% Northpark (5) 1,539,000 Consolidated 100% 73.8% 71.8% 3.6% Promenade Tower 777,000 Consolidated 100% 88.8% 82.2% 3.3% Avalon (5) 480,000 Consolidated 100% 94.7% 93.3% 2.8% 3344 Peachtree 484,000 Consolidated 100% 97.2% 95.2% 2.7% 725 Ponce 372,000 Consolidated 100% 87.6% 87.6% 2.6% 3350 Peachtree 413,000 Consolidated 100% 84.0% 71.4% 1.6% Promenade Central (6) (7) 367,000 Consolidated 100% 78.4% 74.4% 1.4% 3348 Peachtree 258,000 Consolidated 100% 80.3% 80.3% 0.9% Medical Offices at Emory Hospital 358,000 Unconsolidated 50% 99.1% 99.1% 0.9% 41,188 Meridian Mark Plaza 160,000 Consolidated 100% 100.0% 99.3% 0.6% Proscenium (6) 525,000 Unconsolidated 20% 62.8% 70.7% 0.3% 120 West Trinity Office 43,000 Unconsolidated 20% 74.2% 74.2% 0.1% ATLANTA (7) 8,445,000 86.8% 84.1% 35.6% 261,919 The Domain (5) (8) 1,742,000 Consolidated 100% 100.0% 99.5% 12.1% 300 Colorado 378,000 Consolidated 100% 100.0% 100.0% 4.6% San Jacinto Center 399,000 Consolidated 100% 89.1% 91.5% 3.2% Colorado Tower 373,000 Consolidated 100% 98.8% 98.8% 3.1% 103,920 One Eleven Congress 519,000 Consolidated 100% 82.7% 79.9% 3.1% The Terrace (5) 619,000 Consolidated 100% 82.7% 78.1% 2.7% Domain Point (5) 240,000 Consolidated 96.5% 96.5% 96.5% 1.4% Sail Tower (6) 804,000 Consolidated 100% 100.0% 100.0% 1.3% Research Park V 173,000 Consolidated 100% 93.0% 93.0% 0.8% AUSTIN (8) 5,247,000 94.9% 93.3% 32.3% 103,920 Corporate Center (5) 1,227,000 Consolidated 100% 95.8% 92.8% 5.4% Heights Union (5) 294,000 Consolidated 100% 100.0% 100.0% 1.8% The Pointe 253,000 Consolidated 100% 91.2% 90.0% 0.8% Harborview Plaza 206,000 Consolidated 100% 93.6% 88.0% 0.6% TAMPA 1,980,000 95.6% 93.0% 8.6% Fifth Third Center 692,000 Consolidated 100% 92.1% 92.4% 3.5% 122,690 The RailYard 329,000 Consolidated 100% 98.7% 99.3% 2.1% Vantage South End (5) (6) 639,000 Consolidated 100% 97.4% 97.4% 1.6% 550 South 394,000 Consolidated 100% 74.9% 74.9% 1.3% CHARLOTTE 2,054,000 1569000 91.5% 90.2% 8.5% 122,690 Hayden Ferry (5) (9) 792,000 Consolidated 100% 89.4% 83.3% 3.1% 100 Mill 288,000 Consolidated 90% 98.1% 98.1% 2.7% Tempe Gateway 264,000 Consolidated 100% 95.7% 89.5% 1.3% 111 West Rio 225,000 Consolidated 100% 100.0% 100.0% 1.0% PHOENIX (9) 1,569,000 94.1% 90.2% 8.1% Legacy Union One 319,000 Consolidated 100% 100.0% 100.0% 1.6% 5950 Sherry Lane 197,000 Consolidated 100% 91.7% 83.3% 0.8% DALLAS 516,000 96.8% 93.6% 2.4% BriarLake Plaza (5) 835,000 Consolidated 100% 98.0% 97.5% 3.8% HOUSTON 835,000 98.0% 97.5% 3.8% TOTAL OFFICE (7) (8) (9) 20,646,000 91.6% 89.2% 99.3% $ 488,529 Table continued on next page 21 Table of Contents Company's Share Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (2) % of Total Net Operating Income (3) Property Level Debt (4) Other Properties College Street Garage - Charlotte (6) N/A Consolidated 100% N/A N/A 0.5% 120 West Trinity Apartment - Atlanta (330 Units) (6) 310,000 Unconsolidated 20% 94.7% 94.1% 0.1% Domain 4 (8) 157,000 Consolidated 100% 100.0% 100.0% 0.1% TOTAL OTHER 467,000 0.7% $ TOTAL 21,113,000 100.0% $ 488,529 (1) Operating properties exclude properties in our development pipeline and properties sold prior to December 31, 2024.
Management's Discussion and Analysis of Financial Condition and Results of Operations for the definition of net operating income and a reconciliation to Net Income. (4) The Company's share of property-specific mortgage debt, net of unamortized loan costs, as of December 31, 2023. (5) Contains two or more buildings that are grouped together for reporting purposes.
Management's Discussion and Analysis of Financial Condition and Results of Operations for the definition of net operating income and a reconciliation to Net Income. (4) The Company's share of property-specific mortgage debt, net of unamortized loan costs, as of December 31, 2024. (5) Contains two or more buildings that are grouped together for reporting purposes.
(2) The weighted average economic occupancy of the property over the period for which the property was available for occupancy during the three months ended December 31, 2023. (3) The Company's share of net operating income for the three months ended December 31, 2023. See Item 7.
(2) The weighted average economic occupancy of the property over the period for which the property was available for occupancy during the three months ended December 31, 2024. (3) The Company's share of net operating income for the three months ended December 31, 2024. See Item 7.
(8) Hayden Ferry 1 in this group of buildings has been excluded from Same Property, end of period leased as of December 31, 2023, and weighted average occupancy for the quarter ended December 31, 2023 due to commencement of a full redevelopment of this building effective October 1, 2023.
(9) Hayden Ferry 1 in this group of buildings has been excluded from Same Property, end of period leased as of December 31, 2024, and weighted average occupancy for the quarter ended December 31, 2024 due to commencement of a full redevelopment of this building effective October 1, 2023.
For residential project construction, the Company continues to capitalize interest, real estate taxes, and certain operating expenses until cessation of major construction activity. (4) The Neuhoff estimated project cost will be funded with a combination of $250.6 million of equity contributed by the joint venture partners and a $312.7 million construction loan.
For residential project construction, the Company continues to capitalize interest, real estate taxes, and certain operating expenses until cessation of major construction activity. (3) The Neuhoff estimated project cost will be funded with a combination of $276.4 million of equity contributed by the joint venture partners and a $312.7 million construction loan.
Leases that have been signed but have not commenced are excluded. 19 Table of Contents Tenant Industry Diversification As of December 31, 2023, our tenant industry diversification was as follows: Industry (1) Percentage of Company's Share of Annualized Rent (2) Technology 27.0 % Financial 15.5 % Professional Services 10.2 % Legal 8.5 % Consumer Goods & Services 8.0 % Energy 7.3 % Real Estate 6.0 % Health Care 5.9 % Insurance 3.5 % Other 3.1 % Marketing/Media/Telecom 3.1 % Construction/Design 1.9 % Total 100.0 % (1) Management uses SIC codes when available, along with judgment, to determine tenant industry classification.
Leases that have been signed but have not commenced are excluded. 24 Table of Contents Tenant Industry Diversification As of December 31, 2024, our tenant industry diversification was as follows: Industry (1) Percentage of Company's Share of Annualized Rent (2) Technology 31.2 % Financial 14.3 % Professional Services 9.3 % Legal 8.7 % Consumer Goods & Services 7.2 % Energy 6.9 % Health Care 5.6 % Real Estate 5.2 % Insurance 3.8 % Other 3.9 % Marketing/Media/Telecom 2.2 % Construction/Design 1.7 % Total 100.0 % (1) Management uses SIC codes when available, along with judgment, to determine tenant industry classification.
(6) Not included in Same Property as of December 31, 2023. See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations for the definition of Same Property. (7) A redevelopment of Promenade Central reached substantial completion in the fourth quarter of 2022.
(6) Not included in Same Property as of December 31, 2024. See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations for the definition of Same Property. (7) A full building redevelopment of Promenade Central reached substantial completion in the fourth quarter of 2022.
Neuhoff has a project-specific construction loan (see footnote 4 below). The above excludes any financing cost assumptions for projects without project-specific debt and any other incremental capitalized costs required by GAAP. (3) Initial occupancy represents the quarter within which the Company first recognized, or estimates it will begin recognizing, revenue under GAAP.
The above schedule excludes any financing cost assumptions for projects without project-specific debt and any other incremental capitalized costs required by GAAP. (2) Initial occupancy represents the quarter within which the Company first recognized, or estimates it will begin recognizing, revenue under GAAP.
The above table has annualized rent of $741.6 million, which represents the sum of the annualized cash rent including tenant's share of estimated operating expenses, if applicable, each tenant is paying as of the end of the reporting period.
The properties included in the table above have annualized rent of $843.7 million, which represents the sum of the annualized cash rent including tenant's share of estimated operating expenses, if applicable, each tenant is paying as of the end of the reporting period.
The estimated project cost, as of project commencement, includes approximately $66 million of site and associated infrastructure work related to a future phase. 20 Table of Contents Land Holdings As of December 31, 2023, we owned the following land holdings, either directly or indirectly through joint ventures: Market Company's Ownership Interest Financial Statement Presentation Total Developable Land (Acres) Cost Basis of Land (in thousands) 3354/3356 Peachtree Atlanta 95% Consolidated 3.2 715 Ponce Atlanta 50% Unconsolidated 1.0 887 West Peachtree (1) Atlanta 100% Consolidated 1.6 Domain Point 3 Austin 90% Consolidated 1.7 Domain Central Austin 100% Consolidated 5.6 South End Station Charlotte 100% Consolidated 3.4 303 Tremont Charlotte 100% Consolidated 2.4 Legacy Union 2 & 3 Dallas 95% Consolidated 4.0 Corporate Center 5 & 6 (2) Tampa 100% Consolidated 14.1 Total 37.0 $ 162,812 Company's Share 36.0 $ 156,008 (1) Includes a ground lease with future obligation to purchase.
The estimated project cost includes revisions related to updated initial leasing costs and construction loan interest costs. 25 Table of Contents Land Holdings As of December 31, 2024, we owned the following land holdings, either directly or indirectly through joint ventures: Market Company's Ownership Interest Financial Statement Presentation Total Developable Land (Acres) 3354/3356 Peachtree Atlanta 95% Consolidated 3.2 715 Ponce Atlanta 50% Unconsolidated 1.0 887 West Peachtree Atlanta 100% Consolidated 1.6 Domain Point 3 Austin 90% Consolidated 1.7 Domain Central Austin 100% Consolidated 5.6 South End Station Charlotte 100% Consolidated 3.4 303 Tremont Charlotte 100% Consolidated 2.4 Legacy Union 2 & 3 Dallas 95% Consolidated 4.0 Corporate Center 5 & 6 (1) Tampa 100% Consolidated 14.1 Total 37.0 Total Cost Basis of Land ($ in thousands) $ 162,810 Company's Share of Cost Basis of Land ($ in thousands) $ 156,006 (1) Corporate Center 5 is controlled through a long-term ground lease.
Development Pipeline (1) As of December 31, 2023, information on our projects under development was as follows ($ in thousands): Project Type Market Company's Ownership Interest Construction Start Date Square Feet/Units Estimated Project Cost (1) (2) Company's Share of Estimated Project Cost (2) Project Cost Incurred to Date (2) Company's Share of Project Cost Incurred to Date (2) Percent Leased Initial Occupancy (3) Neuhoff (4) Mixed Nashville 50 % 3Q21 $ 563,000 $ 281,500 $ 472,531 $ 236,266 Office and Retail 448,000 22 % 4Q23 Apartments 542 % 2Q24 Domain 9 Office Austin 100 % 2Q21 338,000 147,000 147,000 122,524 122,524 98 % 1Q24 Total $ 710,000 $ 428,500 $ 595,055 $ 358,790 (1) This schedule shows projects currently under active development through the substantial completion of construction as well as properties in an initial lease up period prior to stabilization.
Development Pipeline (1) As of December 31, 2024, information on our projects under development was as follows ($ in thousands): Project Type Market Company's Ownership Interest Construction Start Date Square Feet/Units Estimated Project Cost (1) Company's Share of Estimated Project Cost (1) Project Cost Incurred to Date (1) Company's Share of Project Cost Incurred to Date (1) Percent Leased Initial Occupancy (2) Neuhoff (3) Mixed Nashville 50 % 3Q21 $ 589,100 $ 294,550 $ 543,461 $ 271,731 Office and Retail 450,000 46 % 4Q23 Apartments 542 38 % 2Q24 Domain 9 Office Austin 100 % 2Q21 338,000 147,000 147,000 130,840 130,840 98 % 1Q24 Total $ 736,100 $ 441,550 $ 674,301 $ 402,571 (1) This schedule shows projects currently under active development through the substantial completion of construction as well as properties in an initial lease up period prior to stabilization.
(2) Annualized Rent represents the annualized cash rent including tenant's share of estimated operating expenses, if applicable, paid by the tenant for December 2023. If the tenant is in a free rent period for December 2023, Annualized Rent represents the annualized contractual rent the tenant will pay in the first month it is required to pay full rent.
If the tenant is in a free rent period as of December 31, 2024, Annualized Rent represents the annualized contractual rent the tenant will pay in the first month it is required to pay full cash rent. Included in annualized rent is $10.2 million of annualized rent for tenants in a free rent period.
It includes the minimum base rent and an estimate of the tenant's share of operating expenses, if applicable, as defined in the respective leases. 18 Table of Contents Top 20 Office Tenants As of December 31, 2023, our top 20 office tenants were as follows: Tenant (1) Number of Properties Occupied Number of Markets Occupied Company's Share of Square Footage Company's Share of Annualized Rent (in thousands) (2) Percentage of Company's Share of Annualized Rent Weighted Average Remaining Lease Term (Years) 1 Amazon 5 3 1,107,805 $ 59,942 8.1% 5.2 2 NCR VOYIX 2 2 815,634 40,595 5.5% 9.4 3 Pioneer Natural Resources 2 1 359,660 25,868 3.5% 7.7 4 Meta Platforms 1 1 319,863 19,481 2.6% 7.6 5 Expedia 1 1 315,882 17,926 2.4% 7.3 6 Bank of America 2 2 347,139 12,648 1.7% 2.0 7 Apache 1 1 210,012 9,760 1.3% 14.6 8 Wells Fargo 5 3 198,507 9,153 1.2% 5.1 9 Ovintiv USA 1 1 318,582 8,313 1.1% 3.5 10 WeWork (3) 4 2 169,050 8,058 1.1% 9.8 11 ADP 1 1 225,000 7,668 1.0% 4.3 12 Westrock Shared Services 1 1 205,185 7,487 1.0% 6.3 13 Regus Equity Business Centers 5 4 145,119 7,393 1.0% 4.9 14 BlackRock 1 1 131,656 7,065 1.0% 12.4 15 Workrise Technologies 1 1 93,210 6,712 1.0% 4.6 16 Amgen 1 1 163,169 6,607 1.0% 4.8 17 Samsung Engineering America 1 1 133,860 6,482 0.9% 2.9 18 McKinsey & Company 2 2 130,513 6,357 0.9% 8.9 19 Time Warner Cable 4 2 120,140 6,048 0.8% 2.0 20 Visa U.S.A. 1 1 122,764 5,864 0.8% 9.8 Total 5,632,750 $ 279,427 37.9% 6.6 (1) In some cases, the actual tenant may be an affiliate of the entity shown.
It includes the minimum base rent and an estimate of the tenant's share of operating expenses, if applicable, as defined in the respective leases. 23 Table of Contents Top 20 Office Tenants As of December 31, 2024, our top 20 office tenants were as follows: Tenant (1) Number of Properties Occupied Number of Markets Occupied Company's Share of Square Footage Company's Share of Annualized Rent (in thousands) (2) Percentage of Company's Share of Annualized Rent Weighted Average Remaining Lease Term (Years) 1 Amazon 5 3 1,296,397 $ 69,610 8.1% 5.2 2 Alphabet 1 1 799,149 53,924 6.3% 13.1 3 NCR Voyix 2 2 815,634 41,277 4.8% 8.4 4 ExxonMobil 2 1 359,660 25,176 2.9% 6.7 5 IBM (3) 1 1 319,863 18,755 2.2% 15.7 6 Expedia 1 1 315,882 17,139 2.0% 6.2 7 Apache 1 1 365,614 14,623 1.7% 13.8 8 Bank of America 2 2 347,139 12,910 1.5% 1.0 9 Ovintiv USA 1 1 318,582 8,437 1.0% 2.5 10 ADP 1 1 225,000 7,894 0.9% 3.2 11 Wells Fargo 5 3 159,114 7,628 0.9% 5.0 12 Smurfit Westrock 1 1 205,185 7,535 0.9% 5.3 13 BlackRock 1 1 131,656 7,297 0.9% 11.4 14 Amgen 1 1 163,169 6,833 0.8% 3.8 15 Lendingtree 1 1 161,321 6,805 0.8% 11.8 16 Workrise Technologies 1 1 93,210 6,678 0.8% 3.6 17 McKinsey & Company 2 2 130,513 6,541 0.8% 7.9 18 Regus Equity Business Centers 4 4 123,625 6,474 0.8% 7.3 19 Samsung Engineering America 1 1 133,860 6,367 0.7% 1.9 20 Allstate 1 1 148,262 5,937 0.7% 5.0 Total 6,612,835 $ 337,840 39.5% 7.5 (1) In some cases, the actual tenant may be an affiliate of the entity shown, and the entity shown may not be a guarantor of the obligations of that tenant.
Office Lease Expirations (1) As of December 31, 2023, our leases expire as follows: Year of Expiration Square Feet Expiring % of Leased Space Annual Contractual Rent (in thousands) (2) % of Annual Contractual Rent Annual Contractual Rent/Sq.
For those tenants, annualized rent is calculated based on the annualized rent the tenant will pay in the first period it is required to pay rent. 22 Table of Contents Office Lease Expirations (1) As of December 31, 2024, our leases expire as follows: Year of Expiration Square Feet Expiring % of Leased Space Annual Contractual Rent (in thousands) (2) % of Annual Contractual Rent Annual Contractual Rent/Sq.
Amounts included in the estimated project cost column are the estimated costs of the project, including direct financing costs as of project commencement. Significant estimation is required to derive these costs, and the final costs may differ from these estimates. (2) Estimated and incurred project costs are construction costs plus financing costs on project-specific debt.
Significant estimation is required to derive these costs, and the final costs may differ from these estimates. Estimated and incurred project costs are construction costs, initial leasing costs, and financing costs on project-specific debt. Neuhoff has a project-specific construction loan (see footnote 3 below).
Included in this amount is $27.7 million related to tenants not paying rent as of December 31, 2023 due to free rent concessions. For those tenants, annualized rent is calculated based on the annualized contractual rent the tenant will pay in the first period it is required to pay rent.
Included in this amount is $43.5 million related to tenants in free rent period as of December 31, 2024 due to free rent concessions.
Removed
This building will be excluded from the Atlanta, Total Office, and Total Portfolio calculations until stabilized.
Added
This building will be excluded from the Atlanta and Total Office end of period leased and weighted average occupancy calculations until stabilized. (8) Effective September 1, 2024, Domain 4 is excluded from the square footage, end of period leased, and weighted average occupancy, and it is not included in Same Property as of December 31, 2024.
Removed
Ft. 2024 840,324 5.2 % $ 36,158 4.3 % $ 43.03 2025 1,496,330 9.3 % 67,847 8.0 % 45.34 2026 1,279,164 7.9 % 59,697 7.1 % 46.67 2027 1,701,666 10.5 % 78,010 9.2 % 45.84 2028 1,659,725 10.3 % 85,221 10.1 % 51.35 2029 1,750,273 10.8 % 91,173 10.8 % 52.09 2030 1,299,773 8.0 % 66,433 7.9 % 51.11 2031 1,485,103 9.2 % 89,137 10.5 % 60.02 2032 1,826,243 11.3 % 106,127 12.6 % 58.11 2033 & Thereafter 2,820,642 17.5 % 165,276 19.5 % 58.60 Total 16,159,243 100.0 % $ 845,079 100.0 % $ 52.30 (1) Company's share of leases expiring after December 31, 2023.
Added
The Company plans to replace Domain 4, once its leases expire, with future development.
Removed
Included in this amount is $3.0 million of annualized base rent for tenants in a free rent period. (3) Additional information regarding leases with this tenant can be found in note 13 of the Notes to Consolidated Financial Statements within this Form 10-K annual report. Note: This schedule includes leases that have commenced.
Added
It is also excluded from the Phoenix and Total Office end of period leased and weighted average occupancy calculations.
Removed
(2) Corporate Center 5 is controlled through a long-term ground lease.
Added
Ft. 2025 1,397,186 7.7 % $ 61,025 6.3 % $ 43.68 2026 1,221,585 6.7 % 56,897 5.8 % 46.58 2027 1,645,532 9.1 % 76,017 7.8 % 46.20 2028 1,629,295 9.0 % 83,183 8.5 % 51.05 2029 1,753,133 9.6 % 91,851 9.4 % 52.39 2030 1,545,127 8.5 % 80,928 8.3 % 52.38 2031 1,292,870 7.1 % 75,815 7.8 % 58.64 2032 2,207,844 12.1 % 127,876 13.1 % 57.92 2033 1,147,859 6.3 % 67,279 6.9 % 58.61 2034 &Thereafter 4,336,497 23.9 % 252,099 26.1 % 58.13 Total 18,176,928 100.0 % $ 972,970 100.0 % $ 53.53 (1) Company's share of leases expiring after December 31, 2024.
Added
(2) Annualized Rent represents the annualized cash rent including the tenant's share of estimated operating expenses, if applicable, paid by the tenant as of December 31, 2024.
Added
(3) IBM has assumed, effective January 1, 2026, the existing lease at Domain 12 from Meta Platforms. Additionally, IBM has extended the lease maturity from 2031 to 2040. Note: This schedule includes leases that have commenced.
Added
These costs include approximately $66 million of site and associated infrastructure work related to a future phase.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeFrom October 2012 to February 2017, Ms. Roper served as Senior Vice President, General Counsel and Corporate Secretary. From February 2008 to October 2012, Ms. Roper served as Senior Vice President, Associate General Counsel and Assistant Secretary. Mr. Symes joined the Company in February 2020 and was appointed Senior Vice President and Chief Accounting Officer in March 2020.
Biggest changeFrom October 2012 to February 2017, Ms. Roper served as Senior Vice President, General Counsel, and Corporate Secretary. From February 2008 to October 2012, Ms. Roper served as Senior Vice President, Associate General Counsel, and Assistant Secretary. Mr.
Symes 58 Senior Vice President and Chief Accounting Officer Family Relationships There are no family relationships among the Executive Officers or Directors. Term of Office The term of office for all officers begins and expires at the annual stockholders’ meeting. The Board retains the power to remove any officer at any time. Business Experience Mr.
Symes 59 Senior Vice President and Chief Accounting Officer Family Relationships There are no family relationships among the Executive Officers or Directors. Term of Office The term of office for all officers begins and expires at the annual stockholders’ meeting. The Board retains the power to remove any officer at any time. Business Experience Mr.
Item 4. Mine Safety Disclosures Not applicable. 21 Table of Contents Item X. Information about our Executive Officers The Executive Officers of the Registrant, as of the date hereof, are as follows: Name Age Office Held M. Colin Connolly 47 President, Chief Executive Officer and Director Gregg D. Adzema 58 Executive Vice President and Chief Financial Officer J.
Item 4. Mine Safety Disclosures Not applicable. 26 Table of Contents Item X. Information about our Executive Officers The Executive Officers of the Registrant, as of the date hereof, are as follows: Name Age Office Held M. Colin Connolly 48 President, Chief Executive Officer and Director Gregg D. Adzema 59 Executive Vice President and Chief Financial Officer J.
Kennedy Hicks 40 Executive Vice President, Chief Investment Officer and Managing Director Richard G. Hickson IV 49 Executive Vice President, Operations John S. McColl 61 Executive Vice President, Development Pamela F. Roper 50 Executive Vice President, General Counsel and Corporate Secretary Jeffrey D.
Kennedy Hicks 41 Executive Vice President, Chief Investment Officer and Managing Director Richard G. Hickson IV 50 Executive Vice President, Operations John S. McColl 62 Executive Vice President, Development Pamela F. Roper 51 Executive Vice President, General Counsel and Corporate Secretary Jeffrey D.
From April 2018 to January 2020, Mr. Symes served as Senior Vice President and Chief Accounting Officer of a private company. 22 Table of Contents PART II
Symes joined the Company in February 2020 and was appointed Senior Vice President and Chief Accounting Officer in March 2020. 27 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeCOMPARISON OF CUMULATIVE TOTAL RETURN OF ONE OR MORE COMPANIES, PEER GROUPS, INDUSTRY INDICES, AND/OR BROAD MARKETS Fiscal Year Ended Index 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 Cousins Properties Incorporated 100.00 134.58 114.72 141.44 92.41 94.27 NYSE Composite Index 100.00 125.51 134.28 162.04 146.89 167.12 FTSE Nareit Equity Index 100.00 126.00 115.92 166.04 125.58 142.83 FTSE Nareit Equity Office Index 100.00 131.42 107.19 130.77 81.58 83.24 23 Table of Contents
Biggest changeCOMPARISON OF CUMULATIVE TOTAL RETURN OF ONE OR MORE COMPANIES, PEER GROUPS, INDUSTRY INDICES, AND/OR BROAD MARKETS Fiscal Year Ended Index 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 Cousins Properties Incorporated 100.00 85.24 105.10 68.67 70.05 92.87 NYSE Composite Index 100.00 106.99 129.11 117.04 133.16 154.19 FTSE Nareit Equity Index 100.00 92.00 131.78 99.67 113.35 123.25 FTSE Nareit Equity Office Index 100.00 81.56 99.50 62.07 74.67 90.72 28 Table of Contents
Purchases of Equity Securities There were no purchases of common stock by the Company during the fourth quarter of 2023. Performance Graph The following graph compares the five-year cumulative total return of our common stock with the NYSE Composite Index, the FTSE Nareit Equity Index, and the FTSE Nareit Equity Office Index.
Purchases of Equity Securities There were no purchases of common stock by the Company during the fourth quarter of 2024. Performance Graph The following graph compares the five-year cumulative total return of our common stock with the NYSE Composite Index, the FTSE Nareit Equity Index, and the FTSE Nareit Equity Office Index.
The graph assumes a $100 investment in each of the indices on December 31, 2018 and the reinvestment of all dividends.
The graph assumes a $100 investment in each of the indices on December 31, 2019 and the reinvestment of all dividends.
Item 5. Market for Registrant’s Common Stock and Related Stockholder Matters Market Information and Holders Our common stock trades on the New York Stock Exchange (ticker symbol CUZ). On February 2, 2024, there were 8,403 stockholders of record of our common stock.
Item 5. Market for Registrant’s Common Stock and Related Stockholder Matters Market Information and Holders Our common stock trades on the New York Stock Exchange (ticker symbol: CUZ). On January 30, 2025, there were 7,829 stockholders of record of our common stock.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeAdditionally, our management uses FFO and FFO per share, along with other measures, as a performance measure for incentive compensation to our officers and other key employees. 30 Table of Contents The reconciliations of net income available to common stockholders to FFO and earnings per share to FFO per share are as follows for the years ended December 31, 2023 and 2022 ($ in thousands, except per share information): Year Ended December 31, 2023 2022 Dollars Weighted Average Common Shares Per Share Amount Dollars Weighted Average Common Shares Per Share Amount Net Income Available to Common Stockholders $ 82,963 151,714 $ 0.55 $ 166,793 150,113 $ 1.11 Noncontrolling interest related to unitholders 14 25 143 25 Conversion of unvested restricted stock units 301 281 Net Income Diluted 82,977 152,040 0.55 166,936 150,419 1.11 Depreciation and amortization of real estate assets: Consolidated properties 314,449 2.07 295,029 1.96 Share of unconsolidated joint ventures 1,931 0.01 3,927 0.03 Partners' share of real estate depreciation (1,070) (0.01) (794) (0.01) Loss (gain) on sale of depreciated properties: Consolidated properties 2 9 Share of unconsolidated joint ventures (81) Investments in unconsolidated joint ventures (56,267) (0.37) Funds From Operations $ 398,289 152,040 $ 2.62 $ 408,759 150,419 $ 2.72 Net Operating Income Company management evaluates the performance of its property portfolio in part based on NOI.
Biggest changeAdditionally, our management uses FFO and FFO per share, along with other measures, as a performance measure for incentive compensation to our officers and other key employees. 36 Table of Contents The reconciliations of net income available to common stockholders to FFO and earnings per share to FFO per share are as follows for the years ended December 31, 2024 and 2023 ($ in thousands, except per share information): Year Ended December 31, 2024 2023 Dollars Weighted Average Common Shares Per Share Amount Dollars Weighted Average Common Shares Per Share Amount Net Income Available to Common Stockholders $ 45,962 153,413 $ 0.30 $ 82,963 151,714 $ 0.55 Noncontrolling interest related to unitholders 8 25 14 25 Potentially dilutive common shares 2 Conversion of unvested restricted stock units 575 301 Net Income Diluted 45,970 154,015 0.30 82,977 152,040 0.55 Depreciation and amortization of real estate assets: Consolidated properties 364,584 2.37 314,449 2.07 Share of unconsolidated joint ventures 4,745 0.03 1,931 0.01 Partners' share of real estate depreciation (1,106) (0.01) (1,070) (0.01) Loss (gain) on sale of depreciated properties: Consolidated properties (101) 2 Funds From Operations $ 414,092 154,015 $ 2.69 $ 398,289 152,040 $ 2.62 Liquidity and Capital Resources Our primary short-term and long-term liquidity needs include the following: property operating expenses; property and land acquisitions; expenditures on development and redevelopment projects; building improvements, tenant improvements, and leasing costs; principal and interest payments on indebtedness; general and administrative costs; and common stock dividends and distributions to outside unitholders of CPLP.
Any portion of our asset funded by a tenant is recorded as deferred revenue to be recognized in rental over the term of the lease on a straight-line basis.
Any portion of our asset funded by a tenant is recorded as deferred revenue to be recognized in rental revenue over the term of the lease on a straight-line basis.
For acquisitions that are accounted for as an acquisition of a business, we record the acquired tangible and intangible assets and assumed liabilities based on each asset and liability's relative fair value at the acquisition date to the total purchase price.
For acquisitions that are accounted for as an acquisition of a business, we record the acquired tangible and intangible assets and assumed liabilities based on each asset and liability's fair value at the acquisition date to the total purchase price.
If we determine the improvements are our assets, we capitalize the cost of the improvements and recognize depreciation expense associated with such improvements over the shorter of the estimated useful life or the term of the lease.
If we determine the improvements are our assets, we capitalize the cost of the improvements and recognize depreciation expense associated with such improvements generally over the shorter of the estimated useful life or the term of the lease.
The interest rate applicable to the Credit Facility varies according to our leverage ratio, and may, at our election, be determined based on either (1) the Daily SOFR or Term SOFR, plus a SOFR adjustment of 0.10% ("Adjusted SOFR") and a spread of between 0.90% and 1.40%, or (2) the greater of (i) Bank of America's prime rate, (ii) the federal funds rate plus 0.50%, (iii) Term SOFR, plus a SOFR adjustment of 0.10%, plus 1.00%, or (iv) 1.00%, plus a spread of between 0.00% and 0.40%, based on leverage.
The interest rate applicable to the Credit Facility varies according to our leverage ratio and may, at our election, be determined based on either (1) the Daily SOFR or Term SOFR, plus a SOFR adjustment of 0.10% ("Adjusted SOFR") and a spread of between 0.725% and 1.40%, or (2) the greater of (i) Bank of America's prime rate, (ii) the federal funds rate plus 0.50%, (iii) Term SOFR, plus a SOFR adjustment of 0.10%, and 1.00%, or (iv) 1.00%, plus a spread of between 0.00% and 0.40%, based on leverage.
Overview of 2023 Performance and Company and Industry Trends Our strategy is to create value for our stockholders through ownership of the premier office portfolio in Sun Belt markets of the United States, with a particular focus on Atlanta, Austin, Tampa, Charlotte, Phoenix, Dallas, and Nashville.
Overview of 2024 Performance and Company and Industry Trends Our strategy is to create value for our stockholders through ownership of the premier office portfolio in Sun Belt markets of the United States, with a particular focus on Atlanta, Austin, Tampa, Charlotte, Phoenix, Dallas, and Nashville.
Joint Venture Commitments and Debt We have a number of off balance sheet joint ventures with varying structures, as described in note 5 to our consolidated financial statements. The joint ventures in which we have an interest are involved in the ownership and/or development of real estate.
Joint Venture Commitments and Debt We have a number of off balance sheet joint ventures with varying structures, as described in note 6 to our consolidated financial statements. The joint ventures in which we have an interest are involved in the ownership and/or development of real estate.
If we determine that there is no single or group of assets that make up substantially all of the fair value of assets acquired, we then evaluate whether the acquired set of assets includes an input and substantial process which create an output.
If we determine that there is no single asset or group of assets that make up substantially all of the fair value of gross assets acquired, we then evaluate whether the acquired set of assets includes an input and substantial process which create an output.
Impairment We review our real estate assets on an asset group basis for impairment. We identify an asset group based on the lowest level of identifiable cash flows and take into consideration such things as shared expenses and amenities. This review includes our operating properties, properties under development, and land holdings (including any capitalized predevelopment costs).
Impairment We review our real estate assets on an asset group basis for impairment. We identify an asset group based on the lowest level of identifiable cash flows and take into consideration such things as shared expenses and amenities. This review 31 Table of Contents includes our operating properties, properties under development, and land holdings (including any capitalized predevelopment costs).
Under the terms of this First Amendment, the interest rate applicable to the 2021 Term Loan varies according to our leverage ratio and may, at our election, be determined based on either (1) the Daily SOFR or Term SOFR, plus a SOFR adjustment of 0.10% ("Adjusted SOFR") and a spread of between 1.05% and 1.65%, or (2) the greater of (i) Bank of America's prime rate, (ii) the federal funds rate plus 0.50%, (iii) Term SOFR, plus a SOFR adjustment of 0.10%, plus 1.00%, or (iv) 1.00%, plus a spread of between 0.05% and 0.65%, based on leverage.
Under the terms of this First Amendment the interest rate applicable to the 2021 Term Loan varies according to our credit rating and leverage ratio and may, at our election, be determined based on either (1) the Daily SOFR or Term SOFR, plus a SOFR adjustment of 0.10% ("Adjusted SOFR") and a spread of between 0.85% and 1.65%, or (2) the greater of (i) Bank of America's prime rate, (ii) the federal funds rate plus 0.50%, (iii) Term SOFR, plus a SOFR adjustment of 0.10%, and 1.00%, (iv) or 1.00%, plus a spread of between 0.00% and 0.65%, based on leverage.
If we determine that an asset is held-for-sale, we record an impairment if the 26 Table of Contents fair value less costs to sell is less than the carrying amount. All real estate assets not meeting the held-for-sale criteria are considered to be held-for-investment. In the impairment analysis for assets held-for-investment, we must determine whether there are indicators of impairment.
If we determine that an asset is held-for-sale, we record an impairment if the fair value less costs to sell is less than the carrying amount. All real estate assets not meeting the held-for-sale criteria are considered to be held-for-investment. In the impairment analysis for assets held-for-investment, we must determine whether there are indicators of impairment.
Real Estate Carrying Value The carrying values of our real estate assets are subject to several processes that involve a significant use of judgments and estimates. Those processes primarily include (i) purchase price allocations for acquired assets, (ii) depreciation and amortization, and (iii) impairment.
Real Estate Carrying Value The carrying values of our real estate assets are subject to several processes that involve a significant use of judgments and estimates. Those processes primarily include (i) purchase price allocations for acquired assets, (ii) depreciation and 30 Table of Contents amortization, and (iii) impairment.
During the predevelopment period of a probable project and the period in which a project is under construction, we capitalize all direct and indirect costs associated with planning, developing, and constructing the project. Determination of what costs constitute direct and indirect project costs requires us, in some cases, to exercise judgment.
During the predevelopment period of a probable project and the period in which a project is under construction, we capitalize all direct and indirect costs associated with planning, developing, and constructing the project. Determination of 32 Table of Contents what costs constitute direct and indirect project costs requires us, in some cases, to exercise judgment.
We expect to have sufficient liquidity to meet our obligations for the foreseeable future. Financial Condition A key component of our strategy is to maintain a conservative balance sheet with leverage and liquidity that enables us to be positioned for future growth.
We expect to have sufficient liquidity to meet our obligations for the foreseeable future. 37 Table of Contents Financial Condition A key component of our strategy is to maintain a conservative balance sheet with leverage and liquidity that enables us to be positioned for future growth.
For purposes of this review, we separate the assets acquired based on their unique and different risk characteristics, which may be by 25 Table of Contents property type, geographic concentration, or other factors.
For purposes of this review, we separate the assets acquired based on their unique and different risk characteristics, which may be by property type, geographic concentration, or other factors.
Our critical accounting policies are as follows: Revenue Recognition Most of our revenues are derived from operating leases and are reflected as rental property revenues on the accompanying consolidated statements of operations.
Our critical accounting policies are as follows: 29 Table of Contents Revenue Recognition Most of our revenues are derived from operating leases and are reflected as rental property revenues on the accompanying consolidated statements of operations.
Cash-basis net effective rent represents net rent at the end of the term paid by the prior tenant compared to the net rent at the beginning of the term paid by the current tenant. Our same property net operating income for the year increased 5.0% on a straight-line basis and increased 4.2% on a cash-basis.
Cash-basis net effective rent represents net rent at the end of the term paid by the prior tenant compared to the net rent at the beginning of the term paid by the current tenant. Our same property net operating income for the year increased 5.1% on a straight-line basis and increased 4.8% on a cash-basis.
However, management does not believe that additional funding of these ventures will have a material adverse effect on our financial condition or results of operations. At December 31, 2023, our unconsolidated joint ventures had aggregate outstanding indebtedness to third parties of $302.1 million. This debt represents mortgage or construction loans, all of which are non-recourse to us.
However, management does not believe that additional funding of these ventures will have a material adverse effect on our financial condition or results of operations. At December 31, 2024, our unconsolidated joint ventures had aggregate outstanding indebtedness to third parties of $357.0 million. This debt represents mortgage or construction loans, all of which are non-recourse to us.
The weighted average net effective rent per square foot, representing base rent excluding operating expense reimbursements and leasing costs, for new or renewed non-amenity leases with terms greater than one year signed in 2023, was $24.56 per square foot. Cash-basis net effective rent per square foot increased 5.8% on spaces that had been previously occupied in the past year.
The weighted average net effective rent per square foot, representing base rent excluding operating expense reimbursements and leasing costs, for new or renewed non-amenity leases with terms greater than one year signed in 2024, was $28.17 per square foot. Cash-basis net effective rent per square foot increased 8.5% on spaces that had been previously occupied in the past year.
Our judgment of the date the project is held for occupancy has a direct impact on our operating expenses and net income for the period. Results of Operations For The Year Ended December 31, 2023 General Net income available to common stockholders for the years ended 2023 and 2022 was $83.0 million and $166.8 million, respectively.
Our judgment of the date the project is held for occupancy has a direct impact on our operating expenses and net income for the period. Results of Operations For The Year Ended December 31, 2024 General Net income available to common stockholders for the years ended December 31, 2024 and 2023 was $46.0 million and $83.0 million, respectively.
Even amidst economic headwinds, we believe the Sun Belt, and in particular the seven Sun Belt markets in which we own properties, will continue to outperform the broader office sector evidenced by a clear bifurcation between Sun Belt and Gateway market fundamentals.
We believe the Sun Belt, and in particular the seven Sun Belt markets in which we own properties, will continue to outperform the broader office sector evidenced by a clear bifurcation between Sun Belt and Gateway market fundamentals.
The Credit Facility contains financial covenants that require, among other things, the maintenance of an unencumbered interest coverage ratio of at least 1.75x; a fixed charge coverage ratio of at least 1.50x; a secured leverage ratio of no more than 50%; and an overall leverage ratio of no more than 60%.
The Credit Facility contains financial covenants that require, among other things, the maintenance of unencumbered interest coverage ratio of at least 1.75x; a fixed charge coverage ratio of at least 1.50x; a secured leverage ratio of no more than 50%; and an overall leverage ratio of no more than 60%. The Credit Facility matures on April 30, 2027.
To implement this disciplined approach, we maintain a simple, flexible, and low-leveraged balance sheet, which allows us to pursue compelling growth opportunities at the most advantageous points in the cycle. We utilize our strong local operating platforms within each of our major markets to implement this strategy. During 2023, we completed two financial transactions.
To implement this disciplined approach, we maintain a simple, flexible, and low-leveraged balance sheet, which allows us to pursue compelling growth opportunities at the most advantageous points in the cycle. We utilize our strong local operating platforms within each of our major markets to implement this strategy.
We expect to either refinance our non-recourse mortgage loans at maturity or repay the mortgage loans with other capital sources, includin g ou r credit facility, unsecured debt, non-recourse mortgages, construction loans, the sale of assets, joint venture equity, the issuance of common stock, the issuance of preferred stock, or the issuance of units of CPLP.
We expect to either refinance our non-recourse mortgage loans at maturity or repay the mortgage loans with other capital sources, includin g ou r credit facility, public and private unsecured debt, non-recourse mortgages, construction loans, the sale of assets, 40 Table of Contents joint venture equity, the issuance of common stock, the issuance of preferred stock, or the issuance of units of CPLP.
Dividends. We paid common dividends of $194.3 million and $192.3 million in 2023 and 2022, respectively. We funded these dividends with cash provided by operating activities. We expect to fund our future quarterly common dividends with cash provided by operating activities. Proceeds from investment property sales, distributions from unconsolidated joint ventures, and indebtedness will be used, if necessary.
We paid common dividends of $195.4 million and $194.3 million in 2024 and 2023, respectively. We funded these dividends with cash provided by operating activities. We also expect to fund our future quarterly common dividends with cash provided by operating activities. Proceeds from investment property sales, distributions from unconsolidated joint ventures, and indebtedness will be used, if necessary.
Cash Flows We report and analyze our cash flows based on operating activities, investing activities, and financing activities. Cash and cash equivalents totaled $6.0 million and $5.1 million at December 31, 2023 and 2022, respectively. See "Item 7.
Cash Flows We report and analyze our cash flows based on operating activities, investing activities, and financing activities. Cash and cash equivalents totaled $7.3 million and $6.0 million at December 31, 2024 and 2023, respectively. See "Item 7.
Determination of when construction of a project is held available for occupancy requires judgment. We consider projects and/or project phases to be held for occupancy at the earlier of the date on which the project or phase reaches economic occupancy of 90% or one year from cessation of major construction activity, which may occur prior to economic stabilization.
We consider projects and/or project phases to be held for occupancy at the earlier of the date on which the project or phase reaches economic occupancy of 90% or one year from cessation of major construction activity, which may occur prior to economic stabilization.
We calculate FFO as defined by the National Association of Real Estate Investment Trusts ("Nareit"), which is net income (loss) available to common stockholders (computed in accordance with GAAP), excluding extraordinary items, cumulative effect of change in accounting principle, and gains or losses from sales of depreciable real property, plus depreciation and amortization of real estate assets, impairment on depreciable investment property and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.
We calculate FFO as defined by the National Association of Real Estate Investment Trusts ("Nareit"), which is net income (loss) available to common stockholders (computed in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from sales of depreciable property, gains and losses from changes in control and impairment of depreciable real estate, plus depreciation and amortization of real estate assets, impairment on depreciable investment property, and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.
If we determine that an input and substantial process creating an output are present, we account for the acquisition as an acquisition of a business. We use considerable judgment in determining whether the acquisition of a pool of assets is an acquisition of assets or of a business.
If we determine that an input and a substantive process that significantly contribute to the ability to create output are present, we account for the acquisition as an acquisition of a business. We use considerable judgment in determining whether the acquisition of a pool of assets is an acquisition of assets or of a business.
On April 19, 2023, we entered into a floating-to-fixed rate swap with respect to $200 million of the $400 million 2022 Term Loan through the maturity date of March 3, 2025. This swap fixed the underlying SOFR rate at 4.298% (see note 9 of the Notes to Consolidated Financial Statements within this Form 10-K).
On January 26, 2024, we entered into a floating-to-fixed rate swap with respect to the remaining $200 million of the $400 million 2022 Term Loan through the initial maturity date of March 3, 2025. This swap fixed the underlying SOFR rate at 4.6675% (see note 10 to the consolidated financial statements).
General and Administrative Expenses General and administrative expenses increased $4.0 million, or 14.2%, between 2023 and 2022 primarily due to increases in stock compensation expense and an increase in expenses related to annual performance-based compensation paid in cash.
General and Administrative Expenses General and administrative expenses increased $4.2 million, or 13.1%, between 2024 and 2023 primarily due to increases in stock compensation expense and an increase in expenses related to annual performance-based compensation paid in cash. Interest Expense Interest expense, net of amounts capitalized, increased $17.0 million, or 16.1%, between 2024 and 2023.
Our material capital expenditure commitments for 2024 include $109.6 million of unfunded tenant improvements and development costs. As of December 31, 2023, we had $185.1 million drawn under our Credit Facility with the ability to borrow the remaining $814.9 million, as well as $6.0 million of cash and cash equivalents.
Our material capital expenditure commitments for 2025 include $95.8 million of unfunded tenant improvements and development costs. As of December 31, 2024, we had $112.3 million drawn under our Credit Facility with the ability to borrow the remaining $887.7 million, as well as $7.3 million of cash and cash equivalents.
Several judgments and estimates are included in the rental property revenue recognition process including the determination of lease term, ownership of tenant improvements, lease modifications, and lease terminations. 24 Table of Contents Revenues derived from fixed lease payments, which exclude certain rental property revenue such as percentage rent and revenue related to the recovery of certain operating expenses from our tenants, are recognized on a straight-line basis over the term of the lease.
Revenues derived from fixed lease payments, which exclude certain rental property revenue such as percentage rent and revenue related to the recovery of certain operating expenses from our tenants, are recognized on a straight-line basis over the term of the lease.
These mortgages had interest rates of 4.24% and 4.27%, respectively. As of December 31, 2023, we had $527.0 million outstanding on five non-recourse mortgage notes with a weighted average interest rate of 4.68%. All interest rates on the secured mortgage notes are fixed. Assets with depreciated carrying values of $888.4 million were pledged as security on these mortgage notes payable.
As of December 31, 2024, we had $447.9 million outstanding on four non-recourse mortgage notes with a weighted average interest rate of 4.85%. All interest rates on the secured mortgage notes are fixed. Assets with depreciated carrying values of $702.7 million were pledged as security on these mortgage notes payable.
If we determine certain costs to be direct or indirect project costs, amounts recorded in projects under development on the balance sheet and amounts recorded in general and administrative and other expenses on the statements of operations could be materially different than if we determine these costs are not directly or indirectly associated with the project. 27 Table of Contents Once a certain project is constructed and ready for occupancy, carrying costs, such as real estate taxes, interest, internal personnel costs, and associated costs, are expensed as incurred.
If we determine certain costs to be direct or indirect project costs, amounts recorded in projects under development on the balance sheet and amounts recorded in general and administrative and other expenses on the statements of operations could be materially different than if we determine these costs are not directly or indirectly associated with the project.
On June 28, 2021, we entered into an Amended and Restated Term Loan Agreement (the "2021 Term Loan") that amended the former term loan agreement. Under the 2021 Term Loan, we borrowed $350 million that matures on August 30, 2024 with four consecutive options to extend the maturity date for an additional 180 days each.
Under the 2021 Term Loan, we have borrowed $350 million with an initial maturity of August 30, 2024 with four consecutive options to extend the maturity date for an additional 180 days each.
Components of expenditures included in this line item for the years ended December 31, 2023 and 2022 are as follows ($ in thousands): 2023 2022 Projects under development (1) $ 53,670 $ 124,717 Operating properties—redevelopment 41,066 63,244 Operating properties—building improvements 26,878 33,726 Operating properties—leasing costs 137,017 97,114 Capitalized interest and salaries 20,888 23,440 Total property acquisition, development and tenant asset expenditures $ 279,519 $ 342,241 (1) Includes initial leasing costs.
Components of expenditures included in this line item for the years ended December 31, 2024 and 2023 are as follows ($ in thousands): 2024 2023 Projects under development (1) $ 24,105 $ 53,670 Operating properties—redevelopment 46,479 41,066 Operating properties—building improvements 31,760 26,878 Operating properties—leasing costs 135,506 137,017 Capitalized interest and salaries 14,881 20,888 Total capital expenditures $ 252,731 $ 279,519 (1) Includes initial leasing costs.
NOI represents rental property revenues (excluding termination fees) less rental property operating expenses. NOI is not a measure of cash flows or operating results as measured by GAAP, is not indicative of cash available to fund cash needs, and should not be considered an alternative to cash flows as a measure of liquidity.
NOI is not a measure of cash flows or operating results as measured by GAAP, is not indicative of cash available to fund cash needs, and should not be considered an alternative to cash flows as a measure of liquidity. All companies may not calculate NOI in the same manner.
On September 19, 2022, we entered into the First Amendment to the 2021 Term Loan. This amendment aligns covenants and available interest rates, including the addition of SOFR, to that of the Credit Facility.
This amendment aligns covenants and available interest rates, including the addition of SOFR, to that of the Credit Facility.
We incur capital expenditures related to our real estate assets that include the acquisition of properties, the development of new properties, the redevelopment of existing or newly purchased properties, and direct leasing costs for new or replacement tenants.
We incur capital expenditures for the development of new properties, the redevelopment of existing or newly purchased properties, building improvements, direct leasing costs for new or replacement tenants, and capitalized interest and salaries.
Unsecured Senior Notes At December 31, 2023, we had $1 billion in unsecured senior notes outstanding that were issued in five tranches with maturity dates that range from 2025 to 2029. The weighted average fixed interest rates on these notes is 3.91%.
At December 31, 2024, we had $1.9 billion aggregate principal amount of unsecured senior notes outstanding, including $1 billion outstanding principal amount of senior unsecured notes issued in a private placement of five tranches. These unsecured senior notes have maturity dates that range from 2025 to 2034 and the weighted average fixed interest rates on these notes is 4.74%.
On September 27, 2022, we entered into a floating-to-fixed interest rate swap with respect to the $350 million 2021 Term Loan through the maturity date of August 30, 2024. This swap fixed the underlying SOFR rate at 4.234% (see note 9 of the Notes to Consolidated Financial Statements within this Form 10-K).
At December 31, 2024, the spread over the underlying SOFR rates was 1.00% for the 2021 Term Loan. On September 27, 2022, we entered into a floating-to-fixed interest rate swap with respect to the $350 million 2021 Term Loan through the initial maturity date of August 30, 2024.
Funds from Operations The table below shows Funds from Operations Available to Common Stockholders (“FFO”), a non-GAAP financial measure, and the related reconciliation from net income available to common stockholders.
Non-Same Property NOI from unconsolidated joint ventures increased between 2024 and 2023 primarily due to the acquisition of Proscenium in August 2024. Funds from Operations The table below shows Funds from Operations Available to Common Stockholders (“FFO”), a non-GAAP financial measure, and the related reconciliation from net income available to common stockholders.
At December 31, 2023, the Credit Facility's spread over Adjusted SOFR was 0.90%, and the facility fee spread was 0.15%. The amount that we may draw under the Credit Facility is a defined calculation based on our unencumbered assets and other factors. The total available borrowing capacity under the Credit Facility was $814.9 million at December 31, 2023.
The amount that we may draw under the Credit Facility is a defined calculation based on our unencumbered assets and other factors. The total available borrowing capacity under the Credit Facility was $887.7 million at December 31, 2024. Any amounts outstanding under the Credit Facility may be accelerated upon the occurrence of any events of default.
The unsecured senior notes contain financial covenants that are consistent with those of our Credit Facility, with the exception of a secured leverage ratio of no more than 40%. The senior notes also contain customary representations and warranties, both affirmative and negative covenants, and customary events of default.
The senior unsecured notes issued in the private placement are sometimes referred to herein as the privately placed senior unsecured notes. The unsecured senior notes contain financial covenants that are consistent with those of our Credit Facility, with the exception of a secured leverage ratio of no more than 40%.
Our operating portfolio was 90.9% percent leased as of December 31, 2023 and the weighted average economic occupancy during the fourth quarter of 2023 was 87.6%.
During 2024, we leased or renewed 2.0 million square feet of office space. Our office operating portfolio was 91.6% percent leased as of December 31, 2024 and the weighted average economic occupancy during the fourth quarter of 2024 was 89.2%.
Cash Flows from Financing Activities. Cash flows used in financing activities increased $36.0 million between 2023 and 2022. The increase in cash used is primarily driven by a reduction in proceeds from the 2022 issuance of common stock and issuance of the 2022 Term Loan.
Cash flows provided by financing activities increased $978.2 million between 2024 and 2023. The increase in cash provided by financing activities is primarily driven by the proceeds from the 2024 issuances of common stock and public unsecured senior notes.
Rental Property Revenues and Rental Property Operating Expenses The following results include the performance of our Same Property portfolio. Our Same Property portfolio includes office properties that were stabilized and owned by us for the entirety of each comparable reporting period presented.
Our Same Property portfolio includes office properties that were stabilized and owned by us for the entirety of each comparable reporting period presented. Same Property amounts for the 2024 versus 2023 comparison are from properties that were stabilized and owned as of January 1, 2023 through December 31, 2024.
We detail below material changes in the components of net income available to common stockholders for the year ended 2023 compared to 2022. See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations" from our 2022 Annual Report on Form 10-K for a comparison of 2022 to 2021 financial results.
Management's Discussion and Analysis of Financial Condition and Results of Operations - Cash Flows" from our 2023 Annual Report on Form 10-K for a discussion of the changes in cash flows between 2023 and 2022.
In April 2023, we entered into a floating-to-fixed interest rate swap on $200 million of our $400 million Term Loan with an original maturity of March 2025, fixing the underlying daily Secured Overnight Financing Rate ("SOFR") at 4.298% through maturity.
At December 31, 2024, the spread over the underlying SOFR rates was 0.85% for the 2022 Term Loan. On April 19, 2023, we entered into a floating-to-fixed rate swap with respect to $200 million of the $400 million 2022 Term Loan through the initial maturity date of March 3, 2025. This swap fixed the underlying SOFR rate at 4.298%.
Depreciation, amortization, gains or losses on sales of depreciated investment assets, and impairment are also excluded from NOI. Same Property NOI allows analysts, investors, and management to analyze continuing operations and evaluate the growth trend of our portfolio.
Same Property NOI allows analysts, investors, and management to analyze continuing operations and evaluate the growth trend of the Company's portfolio.
This increase is partially offset by a decrease in cash used in repayments of mortgage notes and a decrease in net repayments on our Credit Facility in 2023. Capital Expenditures.
This increase is partially offset by cash used in repayments of the Domain 10 mortgage note, $100 million of the $350 million 2021 Term Loan, and an increase in net repayments on our Credit Facility in 2024. 41 Table of Contents Capital Expenditures.
In addition to the interest rate, the Credit Facility is also subject to a facility fee of 0.15% to 0.30%, depending on leverage, on the entire $1 billion capacity. We have elected to determine the interest rate based on the Daily SOFR, plus a SOFR adjustment of 0.10% and a spread of between 0.90% and 1.40%.
In addition to the interest rate, the Credit Facility is also subject to an annual facility fee of 0.125% to 0.30%, depending on our credit rating and leverage ratio, on the entire $1 billion capacity.
Management's Discussion and Analysis of Financial Condition and Results of Operations - Cash Flows" from our 2022 Annual Report on Form 10-K for a discussion of the changes in cash flows between 2022 and 2021. 34 Table of Contents The following table sets forth the changes in cash flows ($ in thousands): Year Ended December 31, $ Change 2023 2022 Net cash provided by operating activities $ 368,362 $ 365,166 $ 3,196 Net cash used in investing activities (295,735) (334,499) 38,764 Net cash used in financing activities (71,725) (35,690) (36,035) The reasons for significant increases and decreases in cash flows between the periods are as follows: Cash Flows from Operating Activities.
The following table sets forth the changes in cash flows ($ in thousands): Year Ended December 31, $ Change 2024 2023 Net cash provided by operating activities $ 400,233 $ 368,362 $ 31,871 Net cash used in investing activities (1,305,402) (295,735) (1,009,667) Net cash provided by (used in) financing activities 906,471 (71,725) 978,196 The reasons for significant increases and decreases in cash flows between the periods are as follows: Cash Flows from Operating Activities.
NOI excludes corporate general and administrative expenses, interest expense, depreciation and amortization, impairments, gains/loss on sales of real estate, and other non-operating items.
We consider NOI to be an appropriate supplemental measure to net income as it helps both management and investors understand the core operations of our operating assets. NOI excludes corporate general and administrative expenses, interest expense, depreciation and amortization, impairments, gains/losses on sales of real estate, and other non-operating items.
This decrease is partially offset by an increase in our capital expenditures related to leasing costs which include tenant improvements and other leasing costs (primarily contingent commissions) and are a function of the number, size, and timing of occupancy of executed new leases or renewals of existing leases. 35 Table of Contents The weighted average leasing costs on a per square foot basis for leases signed during 2023 and 2022 were as follows: 2023 2022 New leases $13.41 $12.60 Renewal leases $9.36 $9.07 Expansion leases $6.12 $11.71 Total $10.59 $10.69 The amounts of leasing costs on a per square foot basis vary by lease and by market.
The weighted average leasing costs on a per square foot basis for leases signed during 2024 and 2023 were as follows: 2024 2023 New leases $12.30 $13.41 Renewal leases $9.70 $9.36 Expansion leases $13.16 $6.12 All signed leases $11.60 $10.59 The amounts of leasing costs on a per square foot basis vary by lease and by market. Dividends.
Fee Income Fee income decreased $4.7 million, or 77.6%, between 2023 and 2022 primarily due to the completion of the Norfolk Southern transactions during the third quarter of 2022. The Norfolk Southern transactions are described in further detail in note 13 to the consolidated financial statements in this Form 10-K.
Other Income Other income increased $4.8 million, or 194.4%, between 2024 and 2023 primarily due to the interest income from the two mezzanine loans and the Saint Ann Court mortgage loan acquired in 2024. These transactions are described in further detail in note 5 to the consolidated financial statements in this Form 10-K.
Certain items, such as interest expense, while included in net income, do not affect the operating performance of a real estate asset and are often incurred at the corporate level as opposed to the property level. As a result, we use only those income and expense items that are incurred at the property level to evaluate a property's performance.
As a result, we use only those income and expense items that are incurred at the property level to evaluate a property's performance. Same Property NOI allows analysts, investors, and management to analyze continuing operations and evaluate the growth trend of our portfolio.
The loan matures on March 3, 2025 with four consecutive options to extend the maturity date for an additional six months each. The interest rate provisions are the same as the 2021 Term Loan, and the covenants are the same as the Credit Facility.
Term Loans On October 3, 2022, we entered into a Delayed Draw Term Loan Agreement (the "2022 Term Loan") and borrowed the full $400 million available under the loan. The loan had an initial maturity of March 3, 2025 with four consecutive options to extend the maturity date for an additional six months each.
Depreciation and Amortization Depreciation and amortization changed between the 2023 and 2022 periods as follows ($ in thousands): Year Ended December 31, 2023 2022 $ Change % Change Depreciation and Amortization Same Property $ 288,200 $ 279,763 $ 8,437 3.0 % Non-Same Property 26,249 15,266 10,983 71.9 % Non-Real Estate Assets 448 558 (110) (19.7) % Total Depreciation and Amortization $ 314,897 $ 295,587 $ 19,310 6.5 % Same Property depreciation and amortization increased between 2023 and 2022 primarily due to the timing of accelerated depreciation related to the shortening of estimated useful lives of lease-related assets, including tenant improvements, resulting from early termination of leases and an increase in tenant improvements being placed into service.
Depreciation and Amortization Depreciation and amortization changed between the 2024 and 2023 periods as follows ($ in thousands): Year Ended December 31, 2024 2023 $ Change % Change Depreciation and Amortization Same Property $ 325,254 $ 300,349 $ 24,905 8.3 % Non-Same Property 39,330 14,100 25,230 178.9 % Non-Real Estate Assets 461 448 13 2.9 % Total Depreciation and Amortization $ 365,045 $ 314,897 $ 50,148 15.9 % Same Property depreciation and amortization increased between 2024 and 2023 primarily due to an increase of assets in service during the current period, primarily from tenant improvements.
Same Property Operating Expenses increased $2.1 million, or 0.8%, between 2023 and 2022 primarily due to an increase in economic occupancy at our Domain and Buckhead Plaza office properties and increased operating expenses at our 3350 Peachtree office property as we completed a partial redevelopment of the property in 2023.
NOI from Other markets increased $7.7 million, or 52.5%, between 2024 and 2023 primarily due to the an increase in economic occupancy at our BriarLake Plaza office property in Houston.
The following table sets forth information as of December 31, 2023 with respect to our outstanding contractual obligations and commitments ($ in thousands): Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Contractual Obligations: Company debt: (1) Unsecured credit facility $ 185,100 $ $ $ 185,100 $ Unsecured senior notes 1,000,000 250,000 475,000 275,000 Term loans 750,000 350,000 400,000 Mortgage notes payable 526,968 79,087 226,881 221,000 Interest commitments (2) 469,474 119,019 222,186 88,216 40,053 Ground leases 185,058 2,095 7,640 4,032 171,291 Total contractual obligations $ 3,116,600 $ 200,201 $ 1,056,707 $ 1,152,348 $ 707,344 Commitments: Unfunded tenant improvements and development obligations $ 109,578 $ 109,578 $ $ $ Total commitments $ 109,578 $ 109,578 $ $ $ (1) Amounts presented above assume we exercise all available extension options.
The following table sets forth information as of December 31, 2024 with respect to our outstanding contractual obligations and commitments ($ in thousands): Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years Contractual Obligations: Company debt: (1) Unsecured credit facility $ 112,332 $ $ 112,332 $ $ Public senior unsecured notes 900,000 900,000 Privately placed senior unsecured notes 1,000,000 250,000 225,000 525,000 Term loans 650,000 650,000 Mortgage notes payable 447,882 6,755 220,127 221,000 Interest commitments (2) 701,135 122,028 202,155 161,148 215,804 Ground leases 179,286 1,958 4,016 4,044 169,268 Total contractual obligations $ 3,990,635 $ 380,741 $ 1,413,630 $ 690,192 $ 1,506,072 Commitments: Unfunded tenant improvements and development obligations $ 111,764 $ 95,771 $ 15,993 $ $ Unfunded commitments on investments in real estate debt 7,781 7,781 Total commitments $ 119,545 $ 103,552 $ 15,993 $ $ (1) Amounts presented assume we exercise all available extension options.
(2) Interest on variable rate obligations is based on balances and effective rates as of December 31, 2023. 32 Table of Contents Credit Facility Our $1 billion Credit Facility matures on April 30, 2027.
(2) Interest on variable rate obligations is based on balances and effective rates as of December 31, 2024. Credit Facility On May 2, 2022, we entered into a Fifth Amended and Restated Credit Agreement (the "Credit Facility") under which we may borrow up to $1 billion if certain conditions are satisfied.
Non-Same Property Revenues and operating expenses increased between 2023 and 2022 primarily due to operations at our 100 Mill and Heights Union operating properties as they reached stabilization in 2022 and commencement of operations following a full building redevelopment project at our Promenade Central operating property in November 2022.
Non-Same Property depreciation and amortization increased between 2024 and 2023 primarily due to completion of development at Domain 9 and a full building redevelopment at Promenade Central, the Sail Tower Acquisition and the Vantage Acquisition in December 2024, as well as changes in the estimated useful lives of buildings and improvements at some of our operating properties.
Capital expenditures decreased $62.7 million between 2023 and 2022 primarily due to decreased development activities at our Domain 9 property as it nears final stages of development and the significant redevelopment projects in 2022 being completed in 2023.
Capital expenditures decreased $26.8 million between 2024 and 2023 primarily due to decre ases in projects under development activities and related capitalized interest and salaries due to the Domain 9 development commencing initial operations in the first quarter of 2024.
We have elected to determine the interest rate based on the Daily SOFR, plus a SOFR adjustment of 0.10% and a spread of between 0.90% and 1.40%. At December 31, 2023, the Term Loans' spread over the underlying Adjusted SOFR rates was 1.05%.
Prior to April 17, 2024, the applicable spread was between 0.90% and 1.40% and the facility fee range was 0.15% to 0.30%, depending on leverage. 38 Table of Contents At December 31, 2024, the Credit Facility's interest rate spread over Adjusted SOFR was 0.775%, and the facility fee spread was 0.15%.
Removed
In May 2023, we refinanced the mortgage loan for our Medical Offices at Emory Hospital property in Atlanta, which is owned in a 50-50 joint venture with Emory University. The new $83 million mortgage loan matures in June 2032 and has a fixed interest rate of 4.80%.
Added
During 2024, we completed two strategic acquisitions of operating properties and entered into one joint venture that acquired an operating property.
Removed
The proceeds were used to pay off the existing $62 million mortgage that matured on June 1, 2023. We were able to complete the above financing transactions in a challenging debt market.
Added
We acquired Vantage South End, a 639,000 square foot lifestyle office property in South End Charlotte, for a purchase price of $328.5 million and Sail Tower, a 804,000 square foot lifestyle office property in Downtown Austin, for a purchase price of $521.8 million.
Removed
As the Federal Reserve has continued to work toward managing inflation, in part by raising short-term interest rates, we have been subject to increasing costs for a portion of our borrowed capital. This is mitigated by our strategy of maintaining a relatively low-levered balance sheet; however, the impact of potential higher inflation and interest rates, if any, is uncertain.
Added
We also acquired a 20% interest in a joint venture for $16.7 million that acquired Proscenium, a 525,000 square foot office property in Midtown Atlanta for a purchase price of $83.3 million.
Removed
In September 2023, we sold a 10.4 acre land parcel outside of Atlanta for a gross sales price of $4.25 million and recorded a gain of $507,000. During 2023, we leased or renewed 1.7 million square feet of office space.
Added
Finally, we acquired multiple investments in real estate debt during the year including two mezzanine real estate loans for $27.2 million, which are subordinated to the first priority mortgage loans and secured by pledges of equity interests, and one mortgage loan at par for $138.0 million, which was secured by the Saint Ann Court office property in Dallas.
Removed
Same Property amounts for the 2023 versus 2022 comparison are from properties that were stabilized and owned as of January 1, 2022 through December 31, 2023. We use Net Operating Income ("NOI"), a non-GAAP financial measure, to assess the operating performance of our properties. NOI is also widely used by industry analysts and investors to evaluate performance.
Added
During 2024, we completed several financing and equity market activities to fund the previously mentioned acquisitions, pay off maturing debt, and maintain a strategic mix of floating and fixed rate debt.
Removed
NOI, which is rental property revenues (excluding termination fees) less rental property operating expenses, excludes certain components from net income in order to provide results that are more closely related to a property's results of operations.
Added
We completed offerings of the 2032 Notes and the 2034 Notes, generating net proceeds of $397.9 million and $498.5 million, respectively, each after an original issue discount; issued 6,000,000 shares of common stock at $31.01 per share, and 9,500,000 shares of common stock at $29.765 per share, generating proceeds of $186.1 million and $282.8 million, net of underwriting discounts, respectively; repaid in full the $70.9 million remaining balance on the mortgage secured by our Domain 10 property in Austin; and entered into a floating-to-fixed interest rate swap on the remaining $200 million of the $400 million Term Loan maturing March 2025, fixing the underlying SOFR rate at 4.6675%.
Removed
Consolidated rental property revenues, rental property operating expenses, and NOI changed between the 2023 and 2022 periods as follows ($ in thousands): Year Ended December 31, 2023 2022 $ Change % Change Rental Property Revenues Same Property $ 743,081 $ 717,565 $ 25,516 3.6 % Non-Same Property 48,623 33,482 15,141 45.2 % Termination Fee Income 7,343 2,464 4,879 198.0 % Total Rental Property Revenues $ 799,047 $ 753,511 $ 45,536 6.0 % Rental Property Operating Expenses Same Property $ 253,243 $ 251,190 $ 2,053 0.8 % Non-Same Property 13,191 7,181 6,010 83.7 % Total Rental Property Operating Expenses $ 266,434 $ 258,371 $ 8,063 3.1 % Net Operating Income Same Property NOI $ 489,838 $ 466,375 $ 23,463 5.0 % Non-Same Property NOI 35,432 26,301 9,131 34.7 % Total NOI $ 525,270 $ 492,676 $ 32,594 6.6 % Same Property Revenues increased $25.5 million, or 3.6%, between 2023 and 2022 primarily due to an increase in economic occupancy at our Domain and Buckhead Plaza office properties and related increases in revenues recognized from tenant-funded improvements owned by us.
Added
Several judgments and estimates are included in the rental property revenue recognition process including the determination of lease term, ownership of tenant improvements, lease modifications, and lease terminations.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

4 edited+1 added3 removed2 unchanged
Biggest changeAs of December 31, 2023 and 2022, we had $2.1 billion and $1.9 billion, respectively, of fixed rate debt, including the Term Loan, outstanding at a weighted average interest rate of 4.50% and 4.40%, respectively.
Biggest changeAs of December 31, 2024 and 2023, we had $2.7 billion and $2.1 billion, respectively, of fixed rate debt, including the 2022 Term Loan, outstanding at a weighted average interest rate of 4.85% and 4.50%, respectively. 42 Table of Contents At December 31, 2024, we had $362.3 million of variable rate debt outstanding, which consisted of the Credit Facility with $112.3 million outstanding at an interest rate of 5.185% and $250 million outstanding on the 2021 Term Loan with an interest rate of 5.41%.
Based on our average variable rate debt balances in 2023, interest incurred would have increased by $3.9 million in 2023 if these interest rates had been 1% higher. The information presented above should be read in conjunction with note 8 and note 9 of notes to consolidated financial statements included in this Annual Report on Form 10-K. Item 8.
Based on our average variable rate debt balances in 2024, interest incurred would have increased by $3.3 million in 2024 if interest rates had been 1% higher. The information presented above should be read in conjunction with note 9 and note 10 of notes to consolidated financial statements included in this Annual Report on Form 10-K. Item 8.
Financial Statements and Supplementary Data The financial statements and financial statement schedules required under Regulation S-X are filed pursuant to Item 15 of Part IV of this report.
Financial Statements and Supplementary Data The financial statements and financial statement schedules required under Regulation S-X are filed pursuant to Item 15 of Part IV of this report. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Not applicable.
We also use derivative financial instruments to effectively convert some of our variable rate debt to fixed rate debt. These fixed rate debt obligations limit the risk of fluctuating interest rates.
We also use derivative financial instruments to effectively convert some of our variable rate debt to fixed rate debt. These fixed rate debt obligations limit the risk of fluctuating interest rates. As of December 31, 2024, we had two existing floating-to-fixed interest rate swaps, each for $200 million of the $400 million 2022 Term Loan.
Removed
On April 19, 2023, we entered into a floating-to-fixed interest rate swap with respect to $200 million of the $400 million 2022 Term Loan through the maturity date of March 3, 2025. This swap fixed the underlying SOFR rate at 4.298%.
Added
These swaps fix the underlying SOFR rate at a weighted average 4.483% and expire on the 2022 Term Loan's initial maturity date of March 3, 2025.
Removed
On September 27, 2022, we entered into a floating-to-fixed interest rate swap with respect to the $350 million Term Loan through the maturity date of August 30, 2024. This swap fixed the underlying SOFR rate at 4.234%.
Removed
At December 31, 2022, we had $456.6 million of variable rate debt outstanding, which consisted of the Credit Facility with $56.6 million outstanding at an interest rate of 5.30% and the $400 million 2022 Term Loan with an interest rate of 5.45%.

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