EDUCATION REALTY OPERATING PARTNERSHIP L P

CIK:0001351345|SEC Filings

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenues:
Collegiate housing leasing revenue	$ 74,190	$ 70,071	$ 161,939	$ 150,856
Third-party development consulting services	0	1,156	0	2,971
Third-party management services	599	831	1,504	1,776
Operating expense reimbursements	1,593	1,984	3,667	4,237
Total revenues	76,382	74,042	167,110	159,840
Operating expenses:
Collegiate housing leasing operations	32,165	30,338	64,339	59,215
Development and management services	2,984	2,775	5,835	5,676
General and administrative	8,605	3,338	11,524	6,765
Depreciation and amortization	23,879	24,520	46,386	50,359
Ground lease expense	2,647	2,462	6,435	6,022
Other operating expense	0	0	0	500
Reimbursable operating expenses	1,593	1,984	3,667	4,237
Total operating expenses	71,873	65,417	138,186	132,774
Operating income	4,509	8,625	28,924	27,066
Nonoperating (income) expenses:
Interest expense, net of amounts capitalized	4,122	3,062	8,873	6,090
Amortization of deferred financing costs	350	358	713	779
Interest income	(21)	(17)	(64)	(49)
Gain on consolidation of unconsolidated joint ventures	(34,259)	0	(34,259)	0
Loss on extinguishment of debt	0	0	0	22
Total nonoperating (income) expenses	(29,808)	3,403	(24,737)	6,842
Income before equity in earnings of unconsolidated entities, income taxes and gain on sale of collegiate housing properties	34,317	5,222	53,661	20,224
Equity in earnings of unconsolidated entities	6,889	129	6,831	384
Income before income taxes and gain on sale of collegiate housing properties	41,206	5,351	60,492	20,608
Income tax (benefit) expense	(36)	353	30	(532)
Income before gain on sale of collegiate housing properties	41,242	4,998	60,462	21,140
Gain on sale of collegiate housing properties	20,979	691	42,337	691
Net income	62,221	5,689	102,799	21,831
Less: Net loss attributable to the noncontrolling interests	(1,193)	(371)	(1,573)	(386)
Net income attributable to Education Realty Trust, Inc.	63,414	6,060	104,372	22,217
Comprehensive income:
Net income	62,221	5,689	102,799	21,831
Other comprehensive income:
Gain (loss) on cash flow hedging derivatives	983	(365)	3,258	713
Comprehensive income	63,204	5,324	106,057	22,544
Less: Comprehensive loss attributable to the noncontrolling interests	(1,193)	(371)	(1,573)	(386)
Comprehensive income attributable to Education Realty Trust, Inc.	$ 64,397	$ 5,695	$ 107,630	$ 22,930
Earnings per share/unit information:
Distributions per share of common stock (in dollars per share)	$ 0.39	$ 0.38	$ 0.78	$ 0.76
Weighted average shares/units outstanding:
Weighted average common shares outstanding - basic (in shares)	77,101	73,623	76,660	73,566
Weighted average common shares outstanding - diluted (in shares)	77,250	73,841	76,820	73,795
Education Realty Operating Partnership L.P.
Other Operating Income	$ 0	$ 0
Revenues:
Collegiate housing leasing revenue	74,190	70,071	$ 161,939	$ 150,856
Third-party development consulting services	0	1,156	0	2,971
Third-party management services	599	831	1,504	1,776
Operating expense reimbursements	1,593	1,984	3,667	4,237
Total revenues	76,382	74,042	167,110	159,840
Operating expenses:
Collegiate housing leasing operations	32,165	30,338	64,339	59,215
Development and management services	2,984	2,775	5,835	5,676
General and administrative	8,605	3,338	11,524	6,765
Depreciation and amortization	23,879	24,520	46,386	50,359
Ground lease expense	2,647	2,462	6,435	6,022
Other operating expense			0	500
Reimbursable operating expenses	1,593	1,984	3,667	4,237
Total operating expenses	71,873	65,417	138,186	132,774
Operating income	4,509	8,625	28,924	27,066
Nonoperating (income) expenses:
Interest expense, net of amounts capitalized	4,122	3,062	8,873	6,090
Amortization of deferred financing costs	350	358	713	779
Interest income	(21)	(17)	(64)	(49)
Gain on consolidation of unconsolidated joint ventures	(34,259)	0	(34,259)	0
Loss on extinguishment of debt	0	0	0	22
Total nonoperating (income) expenses	(29,808)	3,403	(24,737)	6,842
Income before equity in earnings of unconsolidated entities, income taxes and gain on sale of collegiate housing properties	34,317	5,222	53,661	20,224
Equity in earnings of unconsolidated entities	6,889	129	6,831	384
Income before income taxes and gain on sale of collegiate housing properties	41,206	5,351	60,492	20,608
Income tax (benefit) expense	(36)	353	30	(532)
Income before gain on sale of collegiate housing properties	41,242	4,998	60,462	21,140
Gain on sale of collegiate housing properties	20,979	691	42,337	691
Net income	62,221	5,689	102,799	21,831
Less: Net loss attributable to the noncontrolling interests	(1,226)	(381)	(1,662)	(431)
Net income attributable to Education Realty Trust, Inc.	63,447	6,070	104,461	22,262
Comprehensive income:
Net income	62,221	5,689	102,799	21,831
Other comprehensive income:
Gain (loss) on cash flow hedging derivatives	983	(365)	3,258	713
Comprehensive income	63,204	5,324	106,057	22,544
Less: Comprehensive loss attributable to the noncontrolling interests	(1,226)	(381)	(1,662)	(431)
Comprehensive income attributable to Education Realty Trust, Inc.	$ 64,430	$ 5,705	$ 107,719	$ 22,975
Earnings per share/unit information:
Net income attributable to unitholders - basic and diluted (in dollars per unit)	$ 0.81	$ 0.07	$ 1.34	$ 0.29
Distributions per unit (in dollars per unit)	$ 0.39	$ 0.38	$ 0.78	$ 0.76
Weighted average shares/units outstanding:
Weighted average units outstanding – basic (in units)	77,406	73,755	76,912	73,709
Weighted average units outstanding – diluted (in units)	77,475	73,841	76,981	73,795

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Operating activities:
Net income	$ 102,799	$ 21,831
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	46,386	50,359
Deferred tax expense	31	1,078
Excess tax benefit related to the vesting of restricted stock	0	(1,610)
Loss on disposal of assets	475	0
Gain on sale of collegiate housing properties	(42,337)	(691)
Noncash rent expense related to the straight-line adjustment for long-term ground leases	2,340	2,349
Loss on extinguishment of debt	0	22
Amortization of deferred financing costs	713	779
Distributions of earnings from unconsolidated entities	3,078	287
Noncash compensation expense related to stock-based incentive awards	1,907	1,893
Equity in earnings of unconsolidated entities	(6,831)	(384)
Gain (Loss) On Consolidation Of Unconsolidated Joint Venture	34,259	0
Change in operating assets and liabilities	(7,723)	(6,695)
Net cash provided by operating activities (net of acquisitions)	66,579	69,218
Investing activities:
Property acquisitions	0	(127,647)
Purchase of corporate assets	(965)	(1,028)
Investment in collegiate housing properties	(8,492)	(7,549)
Proceeds from sale of collegiate housing properties	125,076	17,738
Collections on notes receivable	500	0
Proceeds from disposal of property and related equity investment	3,800	0
Cash acquired in excess of cost of additional ownership interests acquired	1,891	0
Earnest money deposits	(225)	(750)
Investment in assets under development	(277,948)	(194,491)
Reimbursement of development related costs	6,659	0
Distributions from unconsolidated entities	50	128
Net cash used in investing activities	(149,654)	(313,599)
Financing activities:
Payment of mortgage and construction loans	(89,307)	(32,950)
Borrowings under mortgage and construction loans	129,400	146
Debt issuance costs	(5,620)	(493)
Borrowings on line of credit	158,000	328,000
Repayments of line of credit	(227,000)	(3,000)
Proceeds from issuance of common units in exchange for contributions	187,119	0
Payment of offering costs	0	(335)
Contributions from noncontrolling interests	904	11,054
Dividends and distributions paid to common and restricted stockholders	(59,177)	(55,772)
Dividends and distributions paid to noncontrolling interests	(22,058)	(450)
Repurchases of common stock for payments of restricted stock tax withholding	0	(2,563)
Net cash provided by financing activities	72,261	243,637
Net change in cash and cash equivalents and restricted cash	(10,814)	(744)
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	29,155	42,313
Cash and cash equivalents and restricted cash, six months ended June 30, 2017	18,341	41,569
Cash and cash equivalents and restricted cash, beginning of period	24,787
Restricted cash	8,839	8,073
Supplemental disclosure of cash flow information:
Interest paid, net of amounts capitalized	8,638	5,815
Income taxes paid	323	195
Supplemental disclosure of noncash activities:
Redemption of redeemable noncontrolling interests from unit holder to shares of common stock	1,031	1,138
Capital expenditures in accounts payable and accrued expenses related to developments	69,850	69,390
Change in operating assets and liabilities	(7,723)	(6,695)
Education Realty Operating Partnership L.P.
Operating activities:
Net income	102,799	21,831
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	46,386	50,359
Deferred tax expense	31	1,078
Excess tax benefit related to the vesting of restricted stock	0	(1,610)
Loss on disposal of assets	475	0
Gain on sale of collegiate housing properties	(42,337)	(691)
Noncash rent expense related to the straight-line adjustment for long-term ground leases	2,340	2,349
Loss on extinguishment of debt	0	22
Amortization of deferred financing costs	713	779
Distributions of earnings from unconsolidated entities	3,078	287
Noncash compensation expense related to stock-based incentive awards	1,907	1,893
Equity in earnings of unconsolidated entities	(6,831)	(384)
Gain (Loss) On Consolidation Of Unconsolidated Joint Venture	34,259	0
Change in operating assets and liabilities	(7,723)	(6,695)
Net cash provided by operating activities (net of acquisitions)	66,579	69,218
Investing activities:
Property acquisitions	0	(127,647)
Purchase of corporate assets	(965)	(1,028)
Investment in collegiate housing properties	(8,492)	(7,549)
Proceeds from sale of collegiate housing properties	125,076	17,738
Collections on notes receivable	500	0
Proceeds from disposal of property and related equity investment	3,800	0
Cash acquired in excess of cost of additional ownership interests acquired	1,891	0
Earnest money deposits	(225)	(750)
Investment in assets under development	(277,948)	(194,491)
Reimbursement of development related costs	6,659	0
Distributions from unconsolidated entities	50	128
Net cash used in investing activities	(149,654)	(313,599)
Financing activities:
Payment of mortgage and construction loans	(89,307)	(32,950)
Borrowings under mortgage and construction loans	129,400	146
Debt issuance costs	(5,620)	(493)
Borrowings on line of credit	158,000	328,000
Repayments of line of credit	(227,000)	(3,000)
Proceeds from issuance of common units in exchange for contributions	187,119	0
Payment of offering costs	0	(335)
Contributions from noncontrolling interests	904	11,054
Distributions paid on unvested restricted stock and long-term incentive plan awards	(305)	(279)
Distributions paid to unitholders	(58,872)	(55,493)
Dividends and distributions paid to noncontrolling interests	(22,058)	(450)
Repurchases of common stock for payments of restricted stock tax withholding	0	(2,563)
Net cash provided by financing activities	72,261	243,637
Net change in cash and cash equivalents and restricted cash	(10,814)	(744)
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	29,155	42,313
Cash and cash equivalents and restricted cash, six months ended June 30, 2017	18,341	41,569
Cash and cash equivalents and restricted cash, beginning of period	24,787
Restricted cash	8,839	8,073
Supplemental disclosure of cash flow information:
Interest paid, net of amounts capitalized	8,638	5,815
Income taxes paid	323	195
Supplemental disclosure of noncash activities:
Redemption of redeemable noncontrolling interests from unit holder to shares of common stock	1,031	1,138
Capital expenditures in accounts payable and accrued expenses related to developments	69,850	69,390
Change in operating assets and liabilities	$ (7,723)	$ (6,695)

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Assets:
Collegiate housing properties, net	$ 2,526,609	$ 2,424,304
Assets under development	733,200	488,614
Cash and cash equivalents	9,502	24,787
Restricted cash	8,839	4,368
Other assets	56,529	73,091
Total assets	3,334,679	3,015,164
Liabilities:
Unsecured debt, net of unamortized deferred financing costs	864,730	933,449
Secured Debt	127,270	0
Accounts payable and accrued expenses	161,072	162,434
Deferred revenue	10,586	20,473
Total liabilities	1,163,658	1,116,356
Commitments and contingencies (see Note 7)
Redeemable noncontrolling interests	58,846	52,843
Equity:
Common stock, $0.01 par value per share, 200,000,000 shares authorized, 80,581,104 and 75,779,932 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively	805	757
Preferred shares, $0.01 par value per share, 50,000,000 shares authorized, no shares issued and outstanding	0	0
Additional paid-in capital	2,028,379	1,844,639
Retained earnings	43,747	0
Accumulated other comprehensive income (loss)	2,598	(660)
Total Education Realty Trust, Inc. stockholders’ equity	2,075,529	1,844,736
Noncontrolling interests	36,646	1,229
Total equity	2,112,175	1,845,965
Total liabilities and equity	3,334,679	3,015,164
Education Realty Operating Partnership L.P.
Assets:
Collegiate housing properties, net	2,526,609	2,424,304
Assets under development	733,200	488,614
Cash and cash equivalents	9,502	24,787
Restricted cash	8,839	4,368
Other assets	56,529	73,091
Total assets	3,334,679	3,015,164
Liabilities:
Unsecured debt, net of unamortized deferred financing costs	864,730	933,449
Secured Debt	127,270
Accounts payable and accrued expenses	161,072	162,434
Deferred revenue	10,586	20,473
Total liabilities	1,163,658	1,116,356
Commitments and contingencies (see Note 7)
Redeemable limited partner units	7,296	4,353
Redeemable noncontrolling interests	51,550	48,490
Equity:
General partner - 6,920 units outstanding as of June 30, 2018 and December 31, 2017	180	177
Limited partners - 80,574,184 and 75,773,012 units issued and outstanding as of June 30, 2018 and December 31, 2017, respectively	2,072,751	1,845,219
Accumulated other comprehensive income (loss)	2,598	(660)
Total partners' capital	2,075,529	1,844,736
Noncontrolling interests	36,646	1,229
Total capital	2,112,175	1,845,965
Total liabilities and equity	$ 3,334,679	$ 3,015,164