UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 30, 2010

 

 

Federal Realty Investment Trust

(Exact name of registrant as specified in its charter)

 

 

 

Maryland		1-07533		52-0782497
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

1626 East Jefferson Street, Rockville, Maryland		20852-4041
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number including area code: 301/998-8100

 

 

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

 

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

 

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

 

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

 

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

 

 

 

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Item 2.02.

Results of Operations and Financial Condition.

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

On August 4, 2010, Federal Realty Investment Trust issued supplemental data pertaining to its operations, as well as a press release, to report its financial results for the quarter ended June 30, 2010. The supplemental data and press release are furnished as Exhibit 99.1 hereto.

 

Item 9.01.

Financial Statements and Exhibits.

 

(c)

Exhibits

 

99.1		Supplemental information at June 30, 2010 (including press release dated August 4, 2010)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				FEDERAL REALTY INVESTMENT TRUST
Date: August 4, 2010				/s/ Andrew P. Blocher
				Andrew P. Blocher
				Senior Vice President, Chief Financial Officer and Treasurer

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EXHIBIT INDEX

 

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

Exhibit 99.1

FEDERAL REALTY INVESTMENT TRUST

SUPPLEMENTAL INFORMATION

June 30, 2010

TABLE OF CONTENTS

 

1.		Second Quarter 2010 Earnings Press Release		3
2.		Financial Highlights
		Summarized Income Statements		8
		Summarized Balance Sheets		9
		Funds From Operations / Summary of Capital Expenditures		10
		Market Data		11
		Components of Rental Income		12
3.		Summary of Debt
		Summary of Outstanding Debt and Capital Lease Obligations		13
		Summary of Debt Maturities		14
4.		Summary of Redevelopment Opportunities		15
5.		Real Estate Status Report		16
6.		Retail Leasing Summary		18
7.		Lease Expirations		19
8.		Portfolio Leased Statistics		20
9.		Summary of Top 25 Tenants		21
10.		Reconciliation of Net Income to FFO Guidance		22
11.		30% Owned Joint Venture Disclosure
		Summarized Income Statements and Balance Sheets		23
		Summary of Outstanding Debt and Debt Maturities		24
		Real Estate Status Report		25
12.		Glossary of Terms		26

1626 East Jefferson Street

Rockville, Maryland 20852-4041

301/998-8100

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Safe Harbor Language

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

 

•

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

 

•

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

 

•

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

 

•

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

 

•

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

 

•

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

 

•

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

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

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

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES SECOND QUARTER 2010 OPERATING RESULTS

— Common dividend increased for 43rd consecutive year —

ROCKVILLE, Md. (August 4, 2010) – Federal Realty Investment Trust (NYSE:FRT) today reported operating results for its second quarter ended June 30, 2010.

Financial Results

In the second quarter 2010, Federal Realty generated funds from operations available for common shareholders (FFO) of $60.3 million or $0.98 per diluted share. This compares to FFO of $57.4 million, or $0.97 per diluted share, in second quarter 2009. For the six months ended June 30, 2010, Federal Realty reported FFO of $118.1 million, or $1.92 per diluted share, compared to $95.4 million, or $1.61 per diluted share for the same six-month period in 2009.

Net income available for common shareholders was $31.0 million and earnings per diluted share was $0.50 for the quarter ended June 30, 2010 versus $28.3 million and $0.48, respectively, for second quarter 2009. Year-to-date, Federal Realty reported net income available for common shareholders of $60.1 million and earnings per diluted share of $0.98. This compares to net income available for common shareholders of $38.6 million and earnings per diluted share of $0.65 for the six months ended June 30, 2009.

Year-to-date 2009 results included a litigation provision of $20.8 million, or $0.34 per diluted share, related to a lawsuit involving a property adjacent to Santana Row. Excluding this litigation provision, FFO for the six months ended June 30, 2009 was $116.1 million, or $1.95 per diluted share; net income available for common shareholders was $59.4 million and earnings per diluted share was $1.00.

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

 

3

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2010 OPERATING RESULTS

August 4, 2010

Page 2

 

Portfolio Results

In second quarter 2010, same-center property operating income increased 3.4% over second quarter 2009. When redevelopment and expansion properties are excluded from same-center results, property operating income for second quarter 2010 increased 4.2% compared to second quarter 2009.

The overall portfolio was 94.2% leased as of June 30, 2010, compared to 94.1% on March 31, 2010 and 94.0% on June 30, 2009. Federal Realty’s same-center portfolio was 94.7% leased on June 30, 2010, compared to 94.6% on March 31, 2010 and 94.2% on June 30, 2009.

During the second quarter of 2010, Federal Realty signed 82 leases for 319,000 square feet of retail space. On a comparable space basis (i.e., spaces for which there was a former tenant), the Trust leased 308,000 square feet at an average cash-basis contractual rent increase per square foot (i.e., excluding the impact of straight-line rents) of 4%. The average contractual rent on this comparable space for the first year of the new leases is $27.62 per square foot, compared to the average contractual rent of $26.64 per square foot for the last year of the prior leases. The previous average contractual rent was calculated by including both the minimum rent and any percentage rent actually paid during the last year of the lease term for the re-leased space. On a GAAP basis (i.e., including the impact of straight-line rents), rent increases per square foot for comparable retail space averaged 13% for second quarter 2010. As of June 30, 2010, Federal Realty’s average contractual, cash basis minimum rent for retail and commercial space in its portfolio was $22.55 per square foot.

Regular Quarterly Dividends

Federal Realty also announced today that its Board of Trustees increased the dividend rate on its common shares, declaring a regular quarterly cash dividend of $0.67 per share, resulting in an indicated annual rate of $2.68 per share, an increase of 1.5%. The regular common dividend will be payable on October 15, 2010, to common shareholders of record as of September 23, 2010. This increase represents the 43^rd consecutive year that Federal Realty has increased its common dividend, the longest record of consecutive annual dividend increases in the REIT sector.

“Our strong performance throughout 2009 and to date in 2010 supports our decision to raise our common dividend and continue our record of dividend achievement,” said Don Wood, president and chief executive officer. “Owning and operating a portfolio of high quality retail assets, combined with a solid balance sheet and our disciplined approach to external growth has resulted in consistent performance as we negotiate this difficult economic environment.”

 

4

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2010 OPERATING RESULTS

August 4, 2010

Page 3

 

Guidance

Federal Realty increased its guidance for 2010 FFO per diluted share to a range of $3.84 to $3.89, and provided 2010 earnings per diluted share guidance of $1.94 to $1.99.

Acquisitions and Portfolio Expansion

In 2010 to date, Federal Realty has committed approximately $60 million of acquisition capital to strengthen its presence in the core markets of Boston, Southern California, Long Island, New York and Bethesda, Maryland.

 

•

Federal Realty formed a joint venture with affiliates of Taurus Investment Holdings LLC, in which the Trust has an 85% interest, to expand the Trust’s concentration in Boston. The joint venture plans to acquire, redevelop, and operate up to $200 million of urban mixed-use properties in the Back Bay section of Boston, Massachusetts. Concurrent with the formation of the partnership, the joint venture acquired 111-115 Newbury Street and 127-129 Newbury Street. Taurus Investment Holdings LLC and UrbanMeritage LLC will manage, operate and lease the buildings on behalf of the partnership.

 

•

The Trust has committed to acquire the former Mervyn’s building located adjacent to its Escondido Promenade in Escondido, California. Mervyn’s had been operating as a shadow anchor to the property since Escondido Promenade’s original opening in 1987 before ceasing operations in late 2008. Federal Realty is in significant lease discussions with two anchor users to occupy the former Mervyn’s space.

 

•

Federal Realty has contracted to acquire Huntington Square, a 268,000 square foot community shopping center, shadow-anchored by Sears, located on Long Island in East Northport, New York. Huntington Square will increase Federal Realty’s presence in Queens and Long Island to nearly 1.5 million square feet of retail space including Forest Hills, Fresh Meadows, Hauppauge Shopping Center, Huntington Shopping Center, Melville Mall, and Greenlawn Plaza.

 

•

Federal Realty is under contract to purchase the fee interest in the land underlying a portion of Bethesda Row in Bethesda, Maryland. The land currently underlies shops along the south side of Bethesda Avenue, stretching from the Apple to Amethyst stores, and includes a surface parking lot in the rear.

“Upon the completion of these transactions, Federal Realty will have invested approximately $60 million with the ability to create additional value over time through releasing and redevelopment,” said Jeff Berkes, executive vice president and chief investment officer. “Strengthening our presence in our core markets by acquiring new assets and increasing our investment in our existing portfolio not only produces strong risk-adjusted returns but also provides us with better operational and ownership flexibility throughout the entire portfolio.”

 

5

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2010 OPERATING RESULTS

August 4, 2010

Page 4

 

Conference Call Information

Federal Realty’s management team will present an in-depth discussion of the Trust’s operating performance on its second quarter 2010 earnings conference call, which is scheduled for August 5, 2010, at 11 a.m. Eastern Daylight Time. To participate, please call (866) 730-5768 five to ten minutes prior to the call start time and use the passcode FRT EARNINGS (required). Federal Realty will also provide an online webcast on the Company’s website, www.federalrealty.com, which will remain available for 30 days following the call. A telephone recording of the call will also be available through September 4, 2010, by dialing (888) 286-8010 and using the passcode 25364905.

About Federal Realty

Federal Realty Investment Trust is an equity real estate investment trust specializing in the ownership, management and redevelopment of high quality retail assets. Federal Realty’s portfolio (excluding joint venture properties) contains approximately 18.2 million square feet located primarily in strategically selected metropolitan markets in the Northeast, Mid-Atlantic, and California. In addition, the Trust has an ownership interest in approximately 1.0 million square feet of retail space through a joint venture in which the Trust has a 30% interest. Our operating portfolio (excluding joint venture properties) was 94.2% leased to national, regional, and local retailers as of June 30, 2010, with no single tenant accounting for more than approximately 2.7% of annualized base rent. Federal Realty has paid quarterly dividends to its shareholders continuously since its founding in 1962, and has increased its dividend rate for 43 consecutive years, the longest record in the REIT industry. Federal Realty is an S&P MidCap 400 company and its shares are traded on the NYSE under the symbol FRT. For more information, please visit www.federalrealty.com.

Safe Harbor Language

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

 

•

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

 

•

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

 

•

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

 

•

risks normally associated with the real estate industry, including risks that occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than expected, that new acquisitions may fail to perform as expected,

 

6

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2010 OPERATING RESULTS

August 4, 2010

Page 5

 

that competition for acquisitions could result in increased prices for acquisitions, that environmental issues may develop at our properties and result in unanticipated costs, and, because real estate is illiquid, that we may not be able to sell properties when appropriate;

 

•

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

 

•

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

 

•

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

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

 

7

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Federal Realty Investment Trust

Summarized Income Statements

June 30, 2010

 

 

 

		Three months ended June 30,								Six months ended June 30,
		2010				2009				2010				2009
		(in thousands, except per share data) (unaudited)
Revenue
Rental income		$	130,256			$	126,090			$	261,748			$	253,296
Other property income			2,508				2,941				8,420				5,544
Mortgage interest income			1,071				1,307				2,137				2,574
Total revenue			133,835				130,338				272,305				261,414
Expenses
Rental expenses			25,581				25,080				55,584				53,777
Real estate taxes			14,905				14,821				30,009				28,653
General and administrative			5,843				5,276				11,218				10,421
Litigation provision			173				125				287				20,757
Depreciation and amortization			31,178				29,633				60,110				58,225
Total operating expenses			77,680				74,935				157,208				171,833
Operating income			56,155				55,403				115,097				89,581
Other interest income			33				260				215				350
Interest expense			(25,418	)			(25,830	)			(51,380	)			(49,413	)
Early extinguishment of debt			—				(982	)			(2,801	)			(968	)
Income from real estate partnerships			188				399				381				601
Income from continuing operations			30,958				29,250				61,512				40,151
Discontinued operations
Discontinued operations - income			—				161				—				218
Discontinued operations - gain on sale of real estate			1,000				383				1,000				1,298
Results from discontinued operations			1,000				544				1,000				1,516
Income before gain on sale of real estate			31,958				29,794				62,512				41,667
Gain on sale of real estate			410				—				410				—
Net income			32,368				29,794				62,922				41,667
Net income attributable to noncontrolling interests			(1,254	)			(1,377	)			(2,588	)			(2,766	)
Net income attributable to the Trust			31,114				28,417				60,334				38,901
Dividends on preferred shares			(135	)			(135	)			(271	)			(271	)
Net income available for common shareholders		$	30,979			$	28,282			$	60,063			$	38,630
EARNINGS PER COMMON SHARE, BASIC
Continuing operations		$	0.47			$	0.47			$	0.95			$	0.62
Discontinued operations			0.02				0.01				0.02				0.03
Gain on sale of real estate			0.01				—				0.01				—
		$	0.50			$	0.48			$	0.98			$	0.65
Weighted average number of common shares, basic			61,169				58,917				61,129				58,882
EARNINGS PER COMMON SHARE, DILUTED
Continuing operations		$	0.47			$	0.47			$	0.95			$	0.62
Discontinued operations			0.02				0.01				0.02				0.03
Gain on sale of real estate			0.01				—				0.01				—
		$	0.50			$	0.48			$	0.98			$	0.65
Weighted average number of common shares, diluted			61,311				59,042				61,266				59,004

 

8

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Federal Realty Investment Trust

Summarized Balance Sheets

June 30, 2010

 

 

 

		June 30, 2010				December 31, 2009
		(in thousands)
		(unaudited)
ASSETS
Real estate, at cost
Operating (including $86,954 and $68,643 of consolidated variable interest entities, respectively)		$	3,660,541			$	3,626,476
Construction-in-progress			144,987				132,758
			3,805,528				3,759,234
Less accumulated depreciation and amortization (including $3,524 and $3,053 of consolidated variable interest entities, respectively)			(987,318	)			(938,087	)
Net real estate			2,818,210				2,821,147
Cash and cash equivalents			23,557				135,389
Accounts and notes receivable, net			72,814				72,191
Mortgage notes receivable, net			42,289				48,336
Investment in real estate partnerships			51,930				35,633
Prepaid expenses and other assets			94,845				109,613
TOTAL ASSETS		$	3,103,645			$	3,222,309
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages payable and capital lease obligations (including $23,105 and $23,417 of consolidated variable interest entities, respectively)		$	596,261			$	601,884
Notes payable			20,997				261,745
Senior notes and debentures			1,079,880				930,219
Accounts payable and other liabilities			212,102				219,398
Total liabilities			1,909,240				2,013,246
Shareholders’ equity
Preferred shares			9,997				9,997
Common shares and other shareholders’ equity			1,153,121				1,167,340
Total shareholders’ equity of the Trust			1,163,118				1,177,337
Noncontrolling interests			31,287				31,726
Total shareholders’ equity			1,194,405				1,209,063
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	3,103,645			$	3,222,309

 

9

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Federal Realty Investment Trust

Funds From Operations / Summary of Capital Expenditures

June 30, 2010

 

 

 

		Three months ended June 30,								Six months ended June 30,
		2010				2009				2010				2009
		(in thousands, except per share data)
Funds from Operations available for common shareholders (FFO) (1)
Net income (2)		$	32,368			$	29,794			$	62,922			$	41,667
Net income attributable to noncontrolling interests			(1,254	)			(1,377	)			(2,588	)			(2,766	)
Gain on sale of real estate			(1,410	)			(383	)			(1,410	)			(1,298	)
Depreciation and amortization of real estate assets			27,797				26,563				53,884				51,999
Amortization of initial direct costs of leases			2,561				2,515				4,797				5,182
Depreciation of joint venture real estate assets			345				337				696				691
Funds from operations			60,407				57,449				118,301				95,475
Dividends on preferred shares			(135	)			(135	)			(271	)			(271	)
Income attributable to operating partnership units			244				241				489				484
Income attributable to unvested shares			(201	)			(189	)			(392	)			(314	)
FFO			60,315				57,366				118,127				95,374
Litigation provision, net of allocation to unvested shares			172				124				286				20,689
FFO excluding litigation provision		$	60,487			$	57,490			$	118,413			$	116,063
FFO per diluted share		$	0.98			$	0.97			$	1.92			$	1.61
Litigation provision per diluted share			—				—				—				0.34
FFO per diluted share excluding litigation provision		$	0.98			$	0.97			$	1.92			$	1.95
Weighted average number of common shares, diluted			61,680				59,414				61,636				59,377
Summary of Capital Expenditures
Non-maintenance capital expenditures
Redevelopment and expansions		$	14,332			$	19,138			$	23,724			$	39,965
Tenant improvements and incentives			3,607				1,310				5,995				5,077
Total non-maintenance capital expenditures			17,939				20,448				29,719				45,042
Maintenance capital expenditures			2,647				1,865				3,893				3,185
Total capital expenditures		$	20,586			$	22,313			$	33,612			$	48,227
Dividends and Payout Ratios
Regular common dividends declared		$	40,524			$	38,444			$	81,003			$	76,848
Dividend payout ratio as a percentage of FFO			67	%			67	%			69	%			81	%
Dividend payout ratio as a percentage of FFO excluding litigation provision (2)			67	%			67	%			68	%			66	%

 

Notes:

(1)	See Glossary of Terms.

(2)

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

 

10

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Federal Realty Investment Trust

Market Data

June 30, 2010

 

 

 

		June 30,
		2010				2009
		(in thousands, except per share data)
Market data
Common shares outstanding (1)			61,408				59,157
Market price per common share		$	70.27			$	51.52
Common equity market capitalization		$	4,315,140			$	3,047,769
Series 1 preferred shares outstanding (2)			400				400
Liquidation price per Series 1 preferred share		$	25.00			$	25.00
Series 1 preferred equity market capitalization		$	10,000			$	10,000
Equity market capitalization		$	4,325,140			$	3,057,769
Total debt (3)			1,697,138				1,896,233
Total market capitalization		$	6,022,278			$	4,954,002
Total debt to market capitalization at then current market price			28	%			38	%
Total debt to market capitalization at constant common share price of $51.52			35	%			38	%
Fixed rate debt ratio:
Fixed rate debt and capital lease obligations			99	%			80	%
Variable rate debt			1	%			20	%
			100	%			100	%

 

Notes:

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

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

(3)

Total debt includes capital leases, mortgages payable, notes payable, senior notes and debentures, net of premiums and discounts from our consolidated balance sheet. It does not include the $17.3 million and $24.4 million which is the Trust’s 30% share of the total mortgages payable of $57.7 million and $81.3 million at June 30, 2010 and 2009, respectively, of the partnership with a discretionary fund created and advised by ING Clarion Partners.

 

11

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Federal Realty Investment Trust

Components of Rental Income

June 30, 2010

 

 

 

		Three months ended June 30,						Six months ended June 30,
		2010			2009			2010			2009
		(in thousands)						(in thousands)
Minimum rents
Retail and commercial (1)		$	95,258		$	93,256		$	189,231		$	186,772
Residential (2)			5,357			5,345			10,650			10,617
Cost reimbursements			26,212			24,395			55,145			49,973
Percentage rents			1,004			1,146			2,465			2,647
Other			2,425			1,948			4,257			3,287
Total rental income		$	130,256		$	126,090		$	261,748		$	253,296

 

Notes:

(1)

Minimum rents include $1.3 million and $1.2 million for the three months ended June 30, 2010 and 2009, respectively, and $2.5 million and $2.6 million for the six months ended June 30, 2010 and 2009, respectively, to recognize minimum rents on a straight-line basis. In addition, minimum rents include $0.5 million and $0.4 million for the three months ended June 30, 2010 and 2009, respectively, and $0.9 million and $0.7 million for the six months ended June 30, 2010 and 2009, respectively, to recognize income from the amortization of in-place leases.

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

 

12

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Federal Realty Investment Trust

Summary of Outstanding Debt and Capital Lease Obligations

June 30, 2010

 

 

		Stated maturity date		Stated interest rate as of June 30, 2010			Balance as of June 30, 2010							Weighted average effective rate at June 30, 2010 (h)
							(in thousands)
Mortgages payable (a)
Secured fixed rate
Federal Plaza		06/01/11		6.75	%		$	32,215
Tysons Station		09/01/11		7.40	%			5,807
Courtyard Shops		07/01/12		6.87	%			7,405
Bethesda Row		01/01/13		5.37	%			19,995
Bethesda Row		02/01/13		5.05	%			4,234
White Marsh Plaza (b)		04/01/13		6.04	%			9,722
Crow Canyon		08/11/13		5.40	%			20,607
Idylwood Plaza		06/05/14		7.50	%			16,670
Leesburg Plaza		06/05/14		7.50	%			29,007
Loehmann’s Plaza		06/05/14		7.50	%			37,509
Pentagon Row		06/05/14		7.50	%			53,846
Melville Mall (c)		09/01/14		5.25	%			23,432
THE AVENUE at White Marsh		01/01/15		5.46	%			58,379
Barracks Road		11/01/15		7.95	%			40,252
Hauppauge		11/01/15		7.95	%			15,174
Lawrence Park		11/01/15		7.95	%			28,531
Wildwood		11/01/15		7.95	%			25,078
Wynnewood		11/01/15		7.95	%			29,076
Brick Plaza		11/01/15		7.42	%			29,747
Rollingwood Apartments		05/01/19		5.54	%			23,724
Shoppers’ World		01/31/21		5.91	%			5,664
Mount Vernon (d)		04/15/28		5.66	%			11,120
Chelsea		01/15/31		5.36	%			7,872
Subtotal								535,066
Net unamortized discount								(439	)
Total mortgages payable								534,627						6.98	%
Notes payable
Unsecured fixed rate
Various (e)		Various thru 2013		3.86	%			11,597
Unsecured variable rate
Revolving credit facility (f)		07/27/11		LIBOR + 0.425	%			—
Escondido (Municipal bonds) (g)		10/01/16		0.33	%			9,400
Total notes payable								20,997						2.60	%      (i)
Senior notes and debentures
Unsecured fixed rate
4.50% notes		02/15/11		4.50	%			75,000
6.00% notes		07/15/12		6.00	%			175,000
5.40% notes		12/01/13		5.40	%			135,000
5.95% notes		08/15/14		5.95	%			150,000
5.65% notes		06/01/16		5.65	%			125,000
6.20% notes		01/15/17		6.20	%			200,000
5.90% notes		04/01/20		5.90	%			150,000
7.48% debentures		08/15/26		7.48	%			29,200
6.82% medium term notes		08/01/27		6.82	%			40,000
Subtotal								1,079,200
Net unamortized premium								680
Total senior notes and debentures								1,079,880						5.95	%
Capital lease obligations
Various		Various through 2106		Various				61,634						6.94	%
Total debt and capital lease obligations							$	1,697,138
Total fixed rate debt and capital lease obligations							$	1,687,738			99	%		6.30	%
Total variable rate debt								9,400			1	%		1.05	%      (i)
TOTAL DEBT AND CAPITAL LEASES OBLIGATIONS							$	1,697,138			100	%		6.27	%      (i)

 

		Three months ended June 30,				Six months ended June 30,
		2010		2009		2010		2009
Operational Statistics
Excluding litigation provision:
Ratio of EBITDA to combined fixed charges and preferred share dividends (j) (k)		3.21x		2.93x		3.00x		3.09x
Ratio of adjusted EBITDA to combined fixed charges and preferred share dividends (j) (k)		3.16x		2.92x		2.98x		3.06x
Including litigation provision:
Ratio of EBITDA to combined fixed charges and preferred share dividends (j)		3.20x		2.93x		3.00x		2.71x
Ratio of adjusted EBITDA to combined fixed charges and preferred share dividends (j)		3.15x		2.91x		2.97x		2.68x

 

Notes:

(a)	Mortgage loans do not include our 30% share ($17.3 million) of the $57.7 million debt of the partnership with a discretionary fund created and advised by ING Clarion Partners.

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

(c)

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

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

(e)	The interest rate of 3.86% represents the weighted average interest rate for three unsecured fixed rate notes payable. These notes mature between April 1, 2012 and January 31, 2013.

(f)

The maximum amount drawn under our revolving credit facility for the three and six months ended June 30, 2010 was $20.0 million, and the weighted average effective interest rate on borrowings under our revolving credit facility, before amortization of debt fees, was 0.70% for the three and six months ended June 30, 2010.

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

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

(i)	The weighted average effective interest rate excludes $0.2 million in quarterly financing fees and quarterly debt fee amortization on our revolving credit facility which had no outstanding balance on June 30, 2010.

(j)

Fixed charges consist of interest on borrowed funds (including capitalized interest), amortization of debt discount/premium and debt costs and the portion of rent expense representing an interest factor. EBITDA includes a $1.4 million gain on sale for the three and six months ended June 30, 2010 and $0.4 million and $1.3 million gain on sale for the three and six months ended June 30,2009, respectively. Fixed charges include $2.8 million of early extinguishment of debt for the six months ended June 30, 2010 due to the write-off of unamortized debt fees related to the $250 million payoff of the term loan prior to its maturity date. Fixed charges include a $1.0 million net loss on early extinguishment of debt for the three and six months ended June 30, 2009, primarily related to the cash tender offer for our 8.75% senior notes. Adjusted EBITDA is reconciled to net income attributable to the Trust in the Glossary of Terms.

(k)

Adjusted to exclude a $0.2 million and $0.1 million litigation provision charge for the three months ended June 30, 2010 and 2009, respectively, and $0.3 million and $20.8 million litigation provision charge for the six months ended June 30, 2010 and 2009, respectively, related to litigation regarding a parcel of land located adjacent to Santana Row as well as other costs related to the litigation and the appeal process.

 

13

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Federal Realty Investment Trust

Summary of Debt Maturities

June 30, 2010

 

 

DEBT MATURITIES
(in thousands)
Year		Scheduled Amortization			Maturities				Total				Percent of Debt Maturing			Cumulative Percent of Debt Maturing			Weighted Average Rate (3)
2010		$	5,678		$	—			$	5,678			0.3	%		0.3	%		—
2011			12,438			112,252	(1)			124,690			7.3	%		7.6	%		5.4	%(4)
2012			12,691			191,916				204,607			12.1	%		19.7	%		5.8	%
2013			11,853			196,893				208,746			12.3	%		32.0	%		5.5	%
2014			10,225			297,864				308,089			18.2	%		50.2	%		6.9	%
2015			6,858			198,391				205,249			12.1	%		62.3	%		7.3	%
2016			2,902			134,400				137,302			8.1	%		70.4	%		5.4	%
2017			3,110			200,000				203,110			12.0	%		82.4	%		6.1	%
2018			3,321			—				3,321			0.2	%		82.6	%		—
Thereafter			53,067			243,038				296,105			17.4	%		100.0	%		6.4	%
Total		$	122,143		$	1,574,754			$	1,696,897	(2)		100.0	%

 

Notes:

(1)	Our $300 million revolving credit facility matures on July 27, 2011. As of June 30, 2010, there was no balance outstanding on our revolving credit facility.

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

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

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

 

14

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Federal Realty Investment Trust

Summary of Redevelopment Opportunities

June 30, 2010

 

 

Current Redevelopment Opportunities (1) ($ millions)

 

Property		Location		Opportunity		Projected ROI (2)			Projected Cost (1)			Cost to Date
Projects Anticipated to Stabilize in 2010 (3)
Bethesda Row (Hampden Lane)		Bethesda, MD		Construction of new three level building leased to fitness center and two additional ground level retail spaces		10	%		$	14		$	11
Village of Shirlington - Phase III & IV		Arlington, VA		Ground lease to hotel operator and ground floor retail as part of office building development (by others)		16	%		$	7		$	5
Barracks Road		Charlottesville, VA		Expansion of Bed, Bath and Beyond and creation of two additional small shop spaces, utilizing vacant anchor space		10	%		$	3		$	2
Lancaster		Lancaster, PA		Renovation and expansion of existing grocer, new bank pad, and façade renovation		10	%		$	2		$	1
Langhorne		Levittown, PA		Pad site addition		10	%		$	2		$	0
Brick		Brick, NJ		Redevelopment and expansion of existing pad site		14	%		$	1		$	0
Subtotal: Projects Anticipated to Stabilize in 2010 (3) (4)						12	%		$	29		$	19
Projects Anticipated to Stabilize in 2011 (3)
Santana Row		San Jose, CA		Five-story building with 15,000 square feet of ground level retail and 65,000 square feet of office space		6	%		$	44		$	34
Laurel		Laurel, MD		Pad preparation for new fitness operator, replacing theater and small shop space. Reconfigure parking lot entrance		8	%		$	9		$	0
Crossroads		Highland Park, IL		Combine four spaces in preparation for new fitness operator, replacing vacant anchor and small shop space		9	%		$	3		$	1
Atlantic Plaza (JV Property) (6)		North Reading, MA		Property improvements, including façade renovation, in preparation for new lease with grocery store		12	%		$	1		$	0
Subtotal: Projects Anticipated to Stabilize in 2011 (3) (4)						6	%		$	57		$	35
Total: Projects Anticipated to Stabilize in 2010 and 2011 (3) (4) (5)						8	%		$	86		$	54
Potential future redevelopment pipeline includes (5):
Property		Location		Opportunity
Assembly Square		Somerville, MA		Potential substantial transit oriented mixed-use development
Assembly Square Mall		Somerville, MA		Pad site addition
Bala Cynwyd		Bala Cynwyd, PA		Potential redevelopment of nine acres of land for a transit oriented mixed-use project or retail center
Brick Plaza		Brick, NJ		Pad site opportunity
Federal Plaza		Rockville, MD		Pad building opportunities
Flourtown		Flourtown, PA		Anchor re-tenanting, small shop renovation, and site improvements
Fresh Meadows		Queens, NY		Potential conversion of 2nd floor office space to retail
Hollywood Peterson Building		Hollywood, CA		Co-terminus leases create potential for property redevelopment and expansion
Huntington		Huntington, NY		Pad site additions
Linden Square		Wellesley, MA		Additional phases of infill redevelopment
Mercer Mall		Lawrenceville, NJ		Construction of new outparcel
Mid-Pike Plaza		Rockville, MD		Co-terminus leases create potential for retail redevelopment or transit oriented mixed-use development
Pike 7		Vienna, VA		Co-terminus leases create potential for retail redevelopment or transit oriented mixed-use development
Santana Row		San Jose, CA		Future phases of mixed-use development
Santana Row		San Jose, CA		109 unit residential building under construction; expected to stabilize in 2012
Shoppers World		Charlottesville, VA		Co-terminus leases create potential for remerchandising and reconfiguration of retail spaces
Town Center of New Britain		New Britain, PA		Renovation and expansion of existing grocer
Troy		Parsippany, NJ		Pad site addition
Shops at Willow Lawn		Richmond, VA		Demo interior mall, relocate mall tenants, construct new exterior GLA

 

Notes:

(1)

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

(2)

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

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

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

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

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

 

15

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Federal Realty Investment Trust

Real Estate Status Report

June 30, 2010

 

 

 

Property Name					MSA Description		Year Acquired		Real Estate at Cost			Mortgage and/or Capital Lease Obligation (1)			GLA (2)		% Leased			Grocery Anchor GLA (3)		Grocery Anchor (3)		Other Principal Tenants
									(in thousands)			(in thousands)
Washington Metropolitan Area
Bethesda Row		(4	)		Washington, DC-MD-VA		1993-2006/2008		$	196,926		$	25,260		521,000		97	%		40,000		Giant Food		Barnes & Noble / Landmark Theater / Apple Computer
Congressional Plaza		(5	)		Washington, DC-MD-VA		1965			70,153					332,000		100	%		28,000		Whole Foods		Buy Buy Baby / Container Store
Courthouse Center					Washington, DC-MD-VA		1997			4,272					36,000		93	%
Falls Plaza/Falls Plaza-East					Washington, DC-MD-VA		1967-1972			12,208					144,000		100	%		51,000		Giant Food		CVS / Staples
Federal Plaza					Washington, DC-MD-VA		1989			62,511			32,215		248,000		87	%						TJ Maxx / Micro Center / Ross / Trader Joe’s
Friendship Center					Washington, DC-MD-VA		2001			33,494					118,000		100	%						Borders / Maggiano’s
Gaithersburg Square					Washington, DC-MD-VA		1993			24,395					209,000		78	%						Bed, Bath & Beyond / Ross
Idylwood Plaza					Washington, DC-MD-VA		1994			15,901			16,670		73,000		100	%		30,000		Whole Foods
Laurel					Washington, DC-MD-VA		1986			47,801					386,000		90	%		61,000		Giant Food		Marshalls
Leesburg Plaza		(6	)		Washington, DC-MD-VA		1998			34,627			29,007		236,000		97	%		55,000		Giant Food		Petsmart / Pier One / Office Depot
Loehmann’s Plaza					Washington, DC-MD-VA		1983			32,699			37,509		268,000		96	%		58,000		Giant Food		Bally Total Fitness / Loehmann’s Dress Shop
Mid-Pike Plaza					Washington, DC-MD-VA		1982/2007			46,670					309,000		75	%						Toys R Us / Bally Total Fitness / AC Moore
Mount Vernon/South Valley/7770 Richmond Hwy		(6	)		Washington, DC-MD-VA		2003-2006			77,714			11,120		565,000		96	%		62,000		Shoppers Food Warehouse		Bed, Bath & Beyond / Michaels / Home Depot / TJ Maxx / Gold’s Gym
Old Keene Mill					Washington, DC-MD-VA		1976			6,037					92,000		98	%		24,000		Whole Foods		Walgreens
Pan Am					Washington, DC-MD-VA		1993			28,343					227,000		100	%		63,000		Safeway		Micro Center / Michaels
Pentagon Row					Washington, DC-MD-VA		1998			87,916			53,846		296,000		98	%		45,000		Harris Teeter		Bally Total Fitness / Bed, Bath & Beyond / DSW
Pike 7					Washington, DC-MD-VA		1997			34,734					164,000		100	%						DSW / Staples / TJ Maxx
Quince Orchard					Washington, DC-MD-VA		1993			21,671					248,000		68	%		24,000		Magruders		Staples
Rockville Town Square					Washington, DC-MD-VA		2006-2007			37,375					182,000		97	%						CVS / Gold’s Gym
Rollingwood Apartments					Washington, DC-MD-VA		1971			7,827			23,724		N/A		97	%
Sam’s Park & Shop					Washington, DC-MD-VA		1995			12,249					49,000		100	%						Petco
Tower					Washington, DC-MD-VA		1998			20,293					112,000		89	%						Talbots
Tyson’s Station					Washington, DC-MD-VA		1978			3,696			5,807		49,000		100	%						Trader Joe’s
Village at Shirlington		(4	)		Washington, DC-MD-VA		1995			52,787			6,309		255,000		98	%		28,000		Harris Teeter		AMC Loews / Carlyle Grand Café
Wildwood					Washington, DC-MD-VA		1969			17,733			25,078		84,000		94	%		20,000		Balducci’s		CVS
					Total Washington Metropolitan Area					990,032					5,203,000		93	%
Philadelphia Metropolitan Area
Andorra					Philadelphia, PA-NJ		1988			23,360					267,000		94	%		24,000		Acme Markets		Kohl’s / Staples / L.A. Fitness
Bala Cynwyd					Philadelphia, PA-NJ		1993			34,534					282,000		99	%		45,000		Acme Markets		Lord & Taylor / L.A. Fitness
Ellisburg Circle					Philadelphia, PA-NJ		1992			27,733					268,000		96	%		47,000		Genuardi’s		Buy Buy Baby / Stein Mart
Feasterville					Philadelphia, PA-NJ		1980			11,904					111,000		91	%		53,000		Genuardi’s		OfficeMax
Flourtown					Philadelphia, PA-NJ		1980			15,687					166,000		48	%		42,000		Genuardi’s
Langhorne Square					Philadelphia, PA-NJ		1985			19,534					216,000		94	%		55,000		Redner’s Warehouse Mkts.		Marshalls
Lawrence Park					Philadelphia, PA-NJ		1980			29,834			28,531		353,000		98	%		53,000		Acme Markets		CHI / TJ Maxx / HomeGoods
Northeast					Philadelphia, PA-NJ		1983			22,924					284,000		89	%						Burlington Coat / Marshalls
Town Center of New Britain					Philadelphia, PA-NJ		2006			14,423					124,000		87	%		36,000		Giant Food		Rite Aid
Willow Grove					Philadelphia, PA-NJ		1984			26,902					216,000		96	%						Barnes & Noble / Marshalls
Wynnewood					Philadelphia, PA-NJ		1996			36,960			29,076		255,000		97	%		98,000		Genuardi’s		Bed, Bath & Beyond / Borders / Old Navy
					Total Philadelphia Metropolitan Area					263,795					2,542,000		92	%
California
Colorado Blvd					Los Angeles-Long Beach, CA		1996-1998			16,634					69,000		99	%						Pottery Barn / Banana Republic
Crow Canyon					San Ramon, CA		2005-2007			65,152			20,607		242,000		92	%		58,000		Lucky		Loehmann’s / Rite Aid
Escondido		(7	)		San Diego, CA		1996			28,861					222,000		96	%						TJ Maxx / Toys R Us
Fifth Ave					San Diego, CA		1996-1997			12,969					51,000		98	%						Urban Outfitters
Hermosa Ave					Los Angeles-Long Beach, CA		1997			5,495					23,000		100	%
Hollywood Blvd		(8	)		Los Angeles-Long Beach, CA		1999			37,701					153,000		75	%						DSW / L.A. Fitness / Fresh & Easy
Kings Court		(6	)		San Jose, CA		1998			11,626					79,000		97	%		25,000		Lunardi’s Super Market		CVS
Old Town Center					San Jose, CA		1997			34,340					96,000		98	%						Borders / Gap Kids / Banana Republic
Santana Row					San Jose, CA		1997			540,365					592,000		98	%						Crate & Barrel / Container Store / Best Buy / Borders / CineArts Theatre / Hotel Valencia
Third St Promenade					Los Angeles-Long Beach, CA		1996-2000			78,006					209,000		97	%						J. Crew / Banana Republic / Old Navy / Abercrombie & Fitch
Westgate					San Jose, CA		2004			116,418					645,000		95	%		38,000		Safeway		Target / Burlington Coat Factory / Barnes & Noble / Ross / Michaels
150 Post Street					San Francisco, CA		1997			37,826					101,000		97	%						Brooks Brothers / H & M
					Total California					985,393					2,482,000		95	%
New York / New Jersey
Brick Plaza					Monmouth-Ocean, NJ		1989			57,373			29,747		409,000		97	%		66,000		A&P		AMC Loews / Barnes & Noble / Sports Authority
Forest Hills					New York, NY		1997			8,099					46,000		93	%						Midway Theatre
Fresh Meadows					New York, NY		1997			69,607					405,000		97	%						Kohl’s / AMC Loews
Hauppauge					Nassau-Suffolk, NY		1998			27,916			15,174		133,000		99	%		61,000		Shop Rite		AC Moore
Huntington					Nassau-Suffolk, NY		1988/2007			38,679					292,000		100	%						Buy Buy Baby / Toys R Us / Bed, Bath & Beyond / Barnes & Noble / Michaels
Melville Mall		(9	)		Nassau-Suffolk, NY		2006			68,643			23,432		248,000		100	%		54,000		Waldbaum’s		Kohl’s / Marshalls
Mercer Mall		(4	)		Trenton, NJ		2003			104,319			49,387		500,000		99	%		75,000		Shop Rite		Bed, Bath & Beyond / DSW / TJ Maxx / Raymour & Flanigan
Troy					Newark, NJ		1980			25,295					207,000		86	%		64,000		Pathmark		L.A. Fitness
					Total New York / New Jersey					399,931					2,240,000		97	%

 

16

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Federal Realty Investment Trust

Real Estate Status Report

June 30, 2010

 

 

 

Property Name					MSA Description		Year Acquired		Real Estate at Cost			Mortgage and/or Capital Lease Obligation (1)			GLA (2)		% Leased			Grocery Anchor GLA (3)		Grocery Anchor (3)		Other Principal Tenants
									(in thousands)			(in thousands)
New England
Assembly Square					Boston-Cambridge-Quincy, MA-NH		2005-2009			178,167					332,000		100	%						AC Moore / Bed, Bath & Beyond / Christmas Tree Shops / Kmart / Staples / Sports Authority / TJ Maxx
Chelsea Commons					Boston-Cambridge-Quincy, MA-NH		2006-2008			30,382			7,872		222,000		100	%		16,000		Sav-A-Lot		Home Depot
Dedham Plaza					Boston-Cambridge-Quincy, MA-NH		1993			32,395					242,000		91	%		80,000		Star Market
Linden Square					Boston-Cambridge-Quincy, MA-NH		2006			143,361					218,000		90	%		50,000		Roche Brothers Supermarkets		CVS
Newbury Street		(10	)		Boston-Cambridge-Quincy, MA-NH		2010			17,450					32,000		42	%						Pierre Deux / Simon Pearce / Jonathan Adler
North Dartmouth					Boston-Cambridge-Quincy, MA-NH		2006			9,368					48,000		100	%		48,000		Stop & Shop
Queen Anne Plaza					Boston-Cambridge-Quincy, MA-NH		1994			15,665					149,000		100	%		50,000		Hannaford		TJ Maxx
Saugus Plaza					Boston-Cambridge-Quincy, MA-NH		1996			13,620					170,000		91	%		55,000		Super Stop & Shop		Kmart
		(11	)		Total New England					422,958					1,381,000		96	%
Baltimore
Governor Plaza					Baltimore, MD		1985			21,483					267,000		100	%		16,500		Aldi		Bally Total Fitness / Office Depot
Perring Plaza					Baltimore, MD		1985			27,126					401,000		98	%		58,000		Shoppers Food Warehouse		Home Depot / Burlington Coat Factory / Jo-Ann Stores
THE AVENUE at White Marsh		(12	)		Baltimore, MD		2007			94,993			58,379		298,000		100	%						AMC Loews / Old Navy / Barnes & Noble / AC Moore
The Shoppes at Nottingham Square					Baltimore, MD		2007			27,569					53,000		100	%
White Marsh Plaza					Baltimore, MD		2007			25,017			9,722		80,000		100	%		54,000		Giant Food
White Marsh Other					Baltimore, MD		2007			28,859					49,000		100	%
					Total Baltimore					225,047					1,148,000		99	%
Chicago
Crossroads					Chicago, IL		1993			24,448					168,000		95	%						Golfsmith / Guitar Center
Finley Square					Chicago, IL		1995			31,838					315,000		99	%						Bed, Bath & Beyond / Buy Buy Baby / Petsmart
Garden Market					Chicago, IL		1994			12,028					140,000		96	%		63,000		Dominick’s		Walgreens
North Lake Commons					Chicago, IL		1994			13,950					129,000		89	%		77,000		Dominick’s
					Total Chicago					82,264					752,000		96	%
South Florida
Courtyard Shops					Miami-Ft Lauderdale		2008			38,988			7,405		130,000		88	%		49,000		Publix
Del Mar Village					Miami-Ft Lauderdale		2008			54,712					178,000		95	%		44,000		Winn Dixie		CVS
					Total South Florida					93,700					308,000		92	%
Other
Barracks Road					Charlottesville, VA		1985			48,963			40,252		486,000		96	%		99,000		Harris Teeter / Kroger		Bed, Bath & Beyond / Barnes & Noble / Old Navy / Michaels
Bristol Plaza					Hartford, CT		1995			27,790					269,000		85	%		74,000		Stop & Shop		TJ Maxx
Eastgate					Raleigh-Durham-Chapel Hill, NC		1986			26,060					153,000		100	%						Stein Mart / Trader Joe’s
Gratiot Plaza					Detroit, MI		1973			18,687					217,000		99	%		69,000		Kroger		Bed, Bath & Beyond / Best Buy / DSW
Greenwich Avenue					New Haven-Bridgeport-Stamford-Waterbury		1995			13,969					36,000		100	%						Saks Fifth Avenue
Houston St					San Antonio, TX		1998			69,943					196,000		88	%						Hotel Valencia / Walgreens
Lancaster		(13	)		Lancaster, PA		1980			11,525			4,907		107,000		100	%		39,000		Giant Food		Michaels
Shoppers’ World					Charlottesville, VA		2007			30,086			5,664		169,000		94	%		28,000		Whole Foods		Staples
Shops at Willow Lawn					Richmond-Petersburg, VA		1983			77,074					476,000		87	%		60,000		Kroger		Old Navy / Staples / Ross
					Total Other					324,097					2,109,000		92	%
Grand Total		(11	)						$	3,787,217		$	596,700		18,165,000		94	%

 

Notes:

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

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

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

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

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

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

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

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

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

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

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

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

(13)	Property subject to capital lease obligation.

 

17

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Federal Realty Investment Trust

Retail Leasing Summary (1)

June 30, 2010

 

 

Total Lease Summary - Comparable (2)

 

Quarter		Number of Leases Signed		% of Comparable Leases Signed			GLA Signed		Contractual Rent (3) Per Sq. Ft.			Prior Rent (4) Per Sq. Ft.			Annual Increase in Rent			Cash Basis % Increase Over Prior Rent			Straight- lined Basis % Increase Over Prior Rent			Weighted Average Lease Term (5)		Tenant Improvements & Incentives (6)			Tenant Improvements & Incentives Per Sq. Ft.
2nd Quarter 2010		80		100	%		307,567		$	27.62		$	26.64		$	301,098		4	%		13	%		7.4		$	4,431,806		$	14.41
1st Quarter 2010		69		100	%		307,962		$	29.19		$	25.11		$	1,255,084		16	%		27	%		6.5		$	6,919,627		$	22.47
4th Quarter 2009		82		100	%		360,218		$	27.58		$	26.64		$	337,501		4	%		13	%		7.0		$	4,550,199		$	12.63
3rd Quarter 2009		90		100	%		334,690		$	29.38		$	27.00		$	794,017		9	%		17	%		7.5		$	3,684,641		$	11.01
Total -12 months		321		100	%		1,310,437		$	28.43		$	26.37		$	2,687,700		8	%		17	%		7.1		$	19,586,273		$	14.95

New Lease Summary - Comparable (2)

 

Quarter		Number of Leases Signed		% of Comparable Leases Signed			GLA Signed		Contractual Rent (3) Per Sq. Ft.			Prior Rent (4) Per Sq. Ft.			Annual Increase in Rent			Cash Basis % Increase Over Prior Rent			Straight- lined Basis % Increase Over Prior Rent			Weighted Average Lease Term (5)		Tenant Improvements & Incentives (6)			Tenant Improvements & Incentives Per Sq. Ft.
2nd Quarter 2010		31		39	%		149,562		$	25.01		$	23.20		$	270,375		8	%		16	%		9.4		$	4,409,306		$	29.48
1st Quarter 2010		29		42	%		157,619		$	23.00		$	20.98		$	318,458		10	%		17	%		8.9		$	6,828,877		$	43.33
4th Quarter 2009		32		39	%		176,966		$	24.89		$	24.77		$	20,465		0	%		10	%		10.6		$	4,328,199		$	24.46
3rd Quarter 2009		38		42	%		187,140		$	27.25		$	22.62		$	866,840		20	%		30	%		9.8		$	3,622,041		$	19.35
Total -12 months		130		40	%		671,287		$	25.13		$	22.93		$	1,476,138		10	%		18	%		9.7		$	19,188,423		$	28.58

Renewal Lease Summary - - Comparable (2) (7)

 

Quarter		Number of Leases Signed		% of Comparable Leases Signed			GLA Signed		Contractual Rent (3) Per Sq. Ft.			Prior Rent (4) Per Sq. Ft.			Annual Increase in Rent				Cash Basis % Increase Over Prior Rent			Straight- lined Basis % Increase Over Prior Rent			Weighted Average Lease Term (5)		Tenant Improvements & Incentives (6)			Tenant Improvements & Incentives Per Sq. Ft.
2nd Quarter 2010		49		61	%		158,005		$	30.09		$	29.90		$	30,723			1	%		11	%		5.8		$	22,500		$	0.14
1st Quarter 2010		40		58	%		150,343		$	35.67		$	29.44		$	936,626			21	%		35	%		4.9		$	90,750		$	0.60
4th Quarter 2009		50		61	%		183,252		$	30.17		$	28.44		$	317,036			6	%		16	%		4.1		$	222,000		$	1.21
3rd Quarter 2009		52		58	%		147,550		$	32.08		$	32.57		$	(72,823	)		-2	%		5	%		5.1		$	62,600		$	0.42
Total -12 months		191		60	%		639,150		$	31.89		$	29.99		$	1,211,562			6	%		16	%		5.0		$	397,850		$	0.62

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

 

Quarter		Number of Leases Signed		GLA Signed		Contractual Rent (3) Per Sq. Ft.			Weighted Average Lease Term (5)		Tenant Improvements & Incentives (6)			Tenant Improvements & Incentives Per Sq. Ft.
2nd Quarter 2010		82		318,931		$	28.20		7.5		$	5,978,306		$	18.74
1st Quarter 2010		72		317,932		$	28.62		6.5		$	6,996,698		$	22.01
4th Quarter 2009		89		396,709		$	27.12		7.4		$	4,900,788		$	12.35
3rd Quarter 2009		94		356,624		$	28.76		7.6		$	4,703,184		$	13.19
Total - 12 months		337		1,390,196		$	28.13		7.3		$	22,578,976		$	16.24

 

Notes:

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

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

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

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

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

(6)	See Glossary of Terms.

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

 

18

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Federal Realty Investment Trust

Lease Expirations

June 30, 2010

 

 

Assumes no exercise of lease options

 

		Anchor Tenants (1)								Small Shop Tenants								Total
Year		Expiring SF		% of Anchor SF			Minimum Rent PSF (2)			Expiring SF		% of Small Shop SF			Minimum Rent PSF (2)			Expiring SF (4)		% of Total SF			Minimum Rent PSF (2)
2010		108,000		1	%		$	15.22		361,000		5	%		$	26.32		470,000		3	%		$	23.72
2011		846,000		9	%		$	15.11		1,073,000		15	%		$	29.41		1,919,000		11	%		$	23.11
2012		978,000		10	%		$	13.17		1,175,000		16	%		$	30.78		2,152,000		13	%		$	22.79
2013		1,040,000		11	%		$	15.41		1,007,000		13	%		$	32.62		2,048,000		12	%		$	23.86
2014		1,378,000		14	%		$	16.07		877,000		12	%		$	33.65		2,255,000		13	%		$	22.91
2015		826,000		9	%		$	13.91		842,000		11	%		$	29.24		1,668,000		10	%		$	21.65
2016		546,000		6	%		$	16.69		579,000		8	%		$	30.79		1,125,000		7	%		$	23.95
2017		620,000		6	%		$	17.28		433,000		6	%		$	30.09		1,052,000		6	%		$	22.57
2018		672,000		7	%		$	11.64		296,000		4	%		$	34.82		968,000		6	%		$	18.73
2019		487,000		5	%		$	17.41		211,000		3	%		$	41.82		698,000		4	%		$	24.79
Thereafter		2,117,000		22	%		$	17.34		542,000		7	%		$	36.27		2,659,000		15	%		$	21.20
Total (3)		9,618,000		100	%		$	15.57		7,396,000		100	%		$	31.62		17,014,000		100	%		$	22.55

Assumes all lease options are exercised

 

		Anchor Tenants (1)								Small Shop Tenants								Total
Year		Expiring SF		% of Anchor SF			Minimum Rent PSF (2)			Expiring SF		% of Small Shop SF			Minimum Rent PSF (2)			Expiring SF (4)		% of Total SF			Minimum Rent PSF (2)
2010		53,000		1	%		$	14.19		290,000		4	%		$	26.20		344,000		2	%		$	24.28
2011		278,000		3	%		$	12.43		602,000		8	%		$	28.83		880,000		5	%		$	23.65
2012		185,000		2	%		$	14.24		676,000		9	%		$	31.21		861,000		5	%		$	27.57
2013		156,000		2	%		$	15.34		526,000		7	%		$	33.10		682,000		4	%		$	29.04
2014		205,000		2	%		$	9.64		516,000		7	%		$	35.97		721,000		4	%		$	28.49
2015		134,000		1	%		$	18.90		497,000		7	%		$	29.18		631,000		4	%		$	27.00
2016		208,000		2	%		$	19.35		480,000		6	%		$	29.98		689,000		4	%		$	26.73
2017		152,000		2	%		$	25.03		538,000		7	%		$	31.50		691,000		4	%		$	30.03
2018		305,000		3	%		$	14.53		436,000		6	%		$	36.61		741,000		4	%		$	27.52
2019		353,000		4	%		$	19.06		346,000		5	%		$	34.66		699,000		4	%		$	26.78
Thereafter		7,589,000		78	%		$	15.42		2,489,000		34	%		$	31.35		10,075,000		60	%		$	19.36
Total (3)		9,618,000		100	%		$	15.57		7,396,000		100	%		$	31.62		17,014,000		100	%		$	22.55

 

Notes:

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

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

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

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

 

19

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Federal Realty Investment Trust

Portfolio Leased Statistics

June 30, 2010

 

 

Overall Portfolio Statistics (1)

 

		At June 30, 2010							At June 30, 2009
Type		Size		Leased		Leased %			Size		Leased		Leased %
Retail Properties (2) (sf)		18,165,000		17,113,000		94.2	%		18,168,000		17,084,000		94.0	%
Residential Properties (3) (units)		903		882		97.7	%		903		871		96.5	%

Same Center Statistics (1)

 

		At June 30, 2010							At June 30, 2009
Type		Size		Leased		Leased %			Size		Leased		Leased %
Retail Properties (2) (4) (sf)		17,494,000		16,559,000		94.7	%		17,513,000		16,505,000		94.2	%
Residential Properties (3) (units)		903		882		97.7	%		903		871		96.5	%

 

Notes:

(1)	See Glossary of Terms.

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

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

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

 

20

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Federal Realty Investment Trust

Summary of Top 25 Tenants

June 30, 2010

 

 

 

Rank		Tenant Name		Annualized Base Rent				Percentage of Total Annualized Base Rent (4)			Tenant GLA			Percentage of Total GLA (4)			Number of Stores Leased
1		Bed, Bath & Beyond, Inc.		$	10,236,000			2.67	%		658,000			3.62	%		15
2		Ahold USA, Inc.		$	8,818,000			2.30	%		592,000			3.26	%		11
3		TJX Companies		$	7,677,000			2.00	%		540,000			2.97	%		15
4		Safeway, Inc.		$	6,971,000			1.82	%		481,000			2.65	%		9
5		Gap, Inc.		$	6,737,000			1.76	%		220,000			1.21	%		11
6		CVS Corporation		$	6,255,000			1.63	%		205,000			1.13	%		18
7		Barnes & Noble, Inc.		$	4,731,000			1.23	%		201,000			1.11	%		8
8		L.A. Fitness International LLC		$	4,283,000			1.12	%		222,000			1.22	%		5
9		OPNET Technologies, Inc.		$	3,866,000			1.01	%		83,000			0.46	%		2
10		Best Buy Stores, L.P.		$	3,502,000			0.91	%		99,000			0.55	%		3
11		Staples, Inc.		$	3,429,000			0.89	%		187,000			1.03	%		9
12		DSW, Inc		$	3,294,000			0.86	%		125,000			0.69	%		5
13		Wells Fargo Bank, N.A. (includes Wachovia Corporation)		$	3,289,000			0.86	%		70,000			0.39	%		15
14		Supervalu Inc. (Acme/Sav-A-Lot/Star Mkt/Shoppers Food)		$	3,227,000			0.84	%		338,000			1.86	%		7
15		Bank of America, N.A.		$	3,070,000			0.80	%		68,000			0.37	%		20
16		Ross Stores, Inc.		$	2,895,000			0.75	%		149,000			0.82	%		5
17		Home Depot, Inc.		$	2,832,000			0.74	%		335,000			1.84	%		4
18		Kohl’s Corporation		$	2,793,000			0.73	%		322,000			1.77	%		3
19		Wakefern Food Corporation		$	2,783,000			0.73	%		136,000			0.75	%		2
20		Toys R Us, Inc.		$	2,708,000			0.71	%		198,000			1.09	%		5
21		Bally Total Fitness Corporation		$	2,618,000			0.68	%		156,000			0.86	%		5
22		Great Atlantic & Pacific Tea Co		$	2,517,000			0.66	%		217,000			1.19	%		4
23		Container Store, Inc.		$	2,496,000			0.65	%		52,000			0.29	%		2
24		A.C. Moore, Inc.		$	2,483,000			0.65	%		141,000			0.78	%		6
25		AMC Entertainment Inc.		$	2,378,000			0.62	%		166,000			0.91	%		4
		Totals - Top 25 Tenants		$	105,888,000			27.62	%		5,961,000			32.82	%		193
		Total: (1)		$	383,648,000	(2)					18,165,000	(3)					2,431

 

Notes:

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

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

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

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

 

21

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Federal Realty Investment Trust

Reconciliation of Net Income to FFO Guidance

June 30, 2010

 

 

 

		2010 Guidance
		(Dollars in millions except per share amounts) (1)
Funds from Operations available for common shareholders (FFO)
Net income		$	125			$	128
Net income attributable to noncontrolling interests			(5	)			(5	)
Gain on sale of real estate			(1	)			(1	)
Depreciation and amortization of real estate & joint venture real estate assets			109				109
Amortization of initial direct costs of leases			9				9
Funds from operations			237				240
Dividends on preferred shares			(1	)			(1	)
Income attributable to operating partnership units			1				1
Income attributable to unvested shares			(1	)			(1	)
FFO			236				239
Litigation provision (2)			1				1
FFO excluding litigation provision		$	237			$	240
Weighted average number of common shares, diluted			61.7				61.7
FFO per diluted share		$	3.83			$	3.88
Litigation provision (2)			0.01				0.01
FFO per diluted share excluding litigation provision		$	3.84			$	3.89

Notes:

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

(2)	Amount represents certain costs related to the litigation and appeal process over a parcel of land located adjacent to Santana Row.

 

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Federal Realty Investment Trust

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

June 30, 2010

 

 

CONSOLIDATED INCOME STATEMENTS

 

		Three months ended June 30,								Six months ended June 30,
		2010				2009				2010				2009
		(in thousands)								(in thousands)
Revenues
Rental income		$	4,495			$	4,790			$	9,138			$	9,455
Other property income			28				18				40				41
			4,523				4,808				9,178				9,496
Expenses
Rental			798				806				2,153				1,912
Real estate taxes			582				522				1,189				1,072
Depreciation and amortization			1,244				1,215				2,512				2,486
			2,624				2,543				5,854				5,470
Operating income			1,899				2,265				3,324				4,026
Interest expense			(850	)			(1,132	)			(1,702	)			(2,265	)
Net income		$	1,049			$	1,133			$	1,622			$	1,761
CONSOLIDATED BALANCE SHEETS
										June 30, 2010				December 31, 2009
										(in thousands)
ASSETS
Real estate, at cost										$	203,855			$	203,122
Less accumulated depreciation and amortization											(21,820	)			(19,365	)
Net real estate											182,035				183,757
Cash and cash equivalents											4,015				2,959
Other assets											6,197				6,853
TOTAL ASSETS										$	192,247			$	193,569
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities
Mortgages payable										$	57,683			$	57,780
Other liabilities											5,559				6,101
Total liabilities											63,242				63,881
Partners’ capital											129,005				129,688
TOTAL LIABILITIES AND PARTNERS’ CAPITAL										$	192,247			$	193,569

 

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Federal Realty Investment Trust

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

June 30, 2010

 

 

OUTSTANDING DEBT

 

		Maturity		Stated Interest Rate as of June 30, 2010			Balance
							(in thousands)
Mortgage Loans
Secured Fixed Rate
Plaza del Mercado		07/05/14		5.77	% (a)		$	12,798
Atlantic Plaza		12/01/14		5.12	% (b)			10,500
Barcroft Plaza		07/01/16		5.99	% (b)(c)			20,785
Greenlawn Plaza		07/01/16		5.90	% (b)			13,600
		Total Fixed Rate Debt					$	57,683

Debt Maturities

(in thousands)

 

Year		Scheduled Amortization			Maturities			Total			Percent of Debt Maturing			Cumulative Percent of Debt Maturing
2010		$	99		$	—		$	99		0.1	%		0.1	%
2011			208			—			208		0.4	%		0.5	%
2012			220			—			220		0.4	%		0.9	%
2013			233			—			233		0.4	%		1.3	%
2014			142			22,396			22,538		39.1	%		40.4	%
2015			—			—			—		0.0	%		40.4	%
2016			—			34,385			34,385		59.6	%		100.0	%
Total		$	902		$	56,781		$	57,683		100.0	%

 

Notes:

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

(b)	Interest only until maturity.

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

 

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Federal Realty Investment Trust

Real Estate Status Report - 30% Owned Joint Venture

June 30, 2010

 

 

 

Property Name		MSA Description		Year Acquired		Real Estate at Cost			Mortgage or Capital Lease Obligation			GLA		% Leased			Grocery Anchor GLA (1)		Grocery Anchor (1)		Other Principal Tenants
						(in thousands)			(in thousands)
Washington Metropolitan Area
Barcroft Plaza		Washington, DC-MD-VA		2006-2007			34,130		$	20,785		101,000		88	%		46,000		Harris Teeter		Bank of America
Free State Shopping Center		Washington, DC-MD-VA		2007			65,831					279,000		87	%		73,000		Giant Food		TJ Maxx / Ross / Office Depot
Plaza del Mercado		Washington, DC-MD-VA		2004			21,310			12,798		96,000		93	%		25,000		Giant Food		CVS
		Total Washington Metropolitan Area					121,271					476,000		88	%
New York / New Jersey
Greenlawn Plaza		Nassau-Suffolk, NY		2006			20,020			13,600		106,000		99	%		46,000		Waldbaum’s		Tuesday Morning
		Total New York / New Jersey					20,020					106,000		99	%
New England
Atlantic Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA		2004			17,325			10,500		123,000		91	%						Sears
Campus Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA		2004			22,193					117,000		94	%		46,000		Roche Brothers		Burlington Coat Factory
Pleasant Shops		Boston-Worcester-Lawrence-Lowell-Brockton, MA		2004			23,046					129,000		92	%		38,000		Foodmaster		Marshalls
		Total New England					62,564					369,000		92	%
Grand Totals						$	203,855		$	57,683		951,000		91	%

 

Note:

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

 

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Glossary of Terms

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

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2010				2009				2010				2009
		(in thousands)								(in thousands)
Net income attributable to the Trust		$	31,114			$	28,417			$	60,334			$	38,901
Depreciation and amortization			31,178				29,633				60,110				58,225
Interest expense			25,418				25,830				51,380				49,413
Early extinguishment of debt			—				982				2,801				968
Other interest income			(33	)			(260	)			(215	)			(350	)
EBITDA			87,677				84,602				174,410				147,157
Gain on sale of real estate			(1,410	)			(383	)			(1,410	)			(1,298	)
Adjusted EBITDA		$	86,267			$	84,219			$	173,000			$	145,859

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

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

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

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

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