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Item 2. Properties

2021-02-11 compared with 2020-02-05 · 143 added, 112 removed, 48 unchanged (84% of the section changed)

3 unchanged sentences

Company's Share

Office Properties

Rentable Square Feet

Financial Statement Presentation

Company's Ownership Interest

End of Period Leased

Weighted Average Occupancy (1)

Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (1) % of Total

Net Operating

Property Level Debt (3)

Annualized Rent (4)

Spring & 8th (5)

Northpark (5)

3344 Peachtree

Buckhead Plaza (5)

3350 Peachtree

1200 Peachtree

3348 Peachtree

Emory University Hospital Midtown

Unconsolidated

Meridian Mark Plaza

The Domain (5)

One Eleven Congress

The Terrace (5)

San Jacinto Center

Colorado Tower

Domain Point (5)

Research Park V

Bank of America Plaza

Fifth Third Center

Dimensional Place

Unconsolidated

Gateway Village (5)

Unconsolidated

Hayden Ferry (5)

Tempe Gateway

Corporate Center (5)

Harborview Plaza

Legacy Union One

5950 Sherry Lane

BriarLake Plaza - Houston (5)

Burnett Plaza - Fort Worth

Woodcrest - Cherry Hill (5)

Carolina Square - Chapel Hill

Unconsolidated

Income (2) Property Level Debt (3) Annualized Rent (4)

Spring & 8th (5) 765,000 Consolidated 100% 100.0% 100.0% 6.2% $ —

Terminus (5) (6) 1,226,000 Consolidated 100% 85.1% 80.9% 5.7% 195,489

Northpark (5) 1,539,000 Consolidated 100% 90.9% 91.0% 5.7% —

Promenade 777,000 Consolidated 100% 89.6% 90.2% 3.5% 92,492

3344 Peachtree 484,000 Consolidated 100% 95.3% 88.3% 3.0% —

Buckhead Plaza (5) 666,000 Consolidated 100% 73.2% 72.6% 2.5% —

1200 Peachtree (6) 370,000 Consolidated 100% 100.0% 100.0% 2.0% —

3350 Peachtree 413,000 Consolidated 100% 95.2% 95.2% 1.9% —

8000 Avalon 229,000 Consolidated 90% 97.8% 98.7% 1.5% —

3348 Peachtree 258,000 Consolidated 100% 91.0% 91.1% 1.1% —

Meridian Mark Plaza 160,000 Consolidated 100% 100.0% 100.0% 1.0% —

Emory University Hospital Midtown 358,000 Unconsolidated 50% 98.6% 97.8% 0.9% 33,098

ATLANTA 7,245,000 90.7% 89.5% 35.0% 321,079

The Domain (5) (6) 1,603,000 Consolidated 100% 100.0% 93.7% 10.0% —

One Eleven Congress 519,000 Consolidated 100% 87.6% 89.6% 3.9% —

The Terrace (5) (6) 619,000 Consolidated 100% 90.6% 86.6% 3.6% —

San Jacinto Center 399,000 Consolidated 100% 93.9% 92.5% 2.8% —

Colorado Tower 373,000 Consolidated 100% 99.1% 93.2% 2.3% 114,114

816 Congress 435,000 Consolidated 100% 83.9% 86.1% 2.2% 77,917

Domain Point (5) (6) 243,000 Consolidated 97% 90.6% 86.6% 1.4% —

Research Park V 173,000 Consolidated 100% 97.1% 97.1% 0.9% —

AUSTIN 4,364,000 94.3% 90.9% 27.1% 192,031

Fifth Third Center 692,000 Consolidated 100% 99.5% 98.8% 3.7% 136,676

One South at the Plaza

(fka Bank of America Plaza) (6) 891,000 Consolidated 100% 58.0% 82.9% 3.8% —

NASCAR Plaza 394,000 Consolidated 100% 99.4% 99.2% 2.1% —

Dimensional Place (6) 281,000 Unconsolidated 50% 95.6% 95.1% 1.6% —

The RailYard (6) 329,000 Consolidated 100% 96.8% 96.8% —% —

CHARLOTTE 2,587,000 83.8% 92.1% 11.2% 136,676

Hayden Ferry (5) 792,000 Consolidated 100% 97.9% 93.9% 5.3% —

Tempe Gateway 264,000 Consolidated 100% 78.1% 91.4% 1.4% —

111 West Rio 225,000 Consolidated 100% 100.0% 100.0% 1.2% —

PHOENIX 1,281,000 94.2% 94.5% 7.9% —

Corporate Center (5) 1,227,000 Consolidated 100% 97.0% 91.7% 6.2% —

The Pointe 253,000 Consolidated 100% 89.6% 92.1% 0.9% —

Harborview Plaza 205,000 Consolidated 100% 76.3% 77.3% 0.7% —

TAMPA 1,685,000 93.4% 90.0% 7.8% —

Legacy Union One (6) 319,000 Consolidated 100% 100.0% 100.0% 2.1% 67,437

5950 Sherry Lane (6) 197,000 Consolidated 100% 85.6% 89.6% 1.0% —

DALLAS 516,000 94.5% 96.0% 3.1% 67,437

BriarLake Plaza - Houston (5) (6) 835,000 Consolidated 100% 84.9% 85.7% 4.0% —

Burnett Plaza - Fort Worth (6) 1,023,000 Consolidated 100% 86.1% 85.1% 2.7% —

Carolina Square - Chapel Hill 158,000 Unconsolidated 50% 94.5% 86.9% 0.4% 13,004

OTHER OFFICE 2,016,000 85.9% 85.5% 7.1% 13,004

TOTAL OFFICE 19,694,000 90.7% 90.3% 99.2% $ 730,227 $ 703,872

Table continued on next page

Table of C ontents

Company's Share

Office Properties

Rentable Square Feet

Financial Statement Presentation

Company's Ownership Interest

End of Period Leased

Weighted Average Occupancy (1)

Office Properties Rentable Square Feet Financial Statement Presentation Company's Ownership Interest End of Period Leased Weighted Average Occupancy (1) % of Total

Net Operating

Property Level Debt (3)

Annualized Rent (4)

Income (2) Property Level Debt (3) Annualized Rent (4)

Other Properties

Carolina Square Apartment - Chapel Hill (246 units)

Unconsolidated

Carolina Square Retail - Chapel Hill

Unconsolidated

Represents the weighted average occupancy of the property over the period for which the property was available for occupancy during the year.

Carolina Square Apartment - Chapel Hill

(246 units) (6) 266,000 Unconsolidated 50% 100.0% 99.5% 0.7% $ 21,892

Carolina Square Retail - Chapel Hill 44,000 Unconsolidated 50% 89.8% 89.8% 0.1% 3,621

TOTAL OTHER 310,000 98.6% 98.1% 0.8% $ 25,513 $ 4,426

TOTAL 20,004,000 90.8% 90.3% 100.0% $ 755,740 $ 708,298

(1) The weighted average economic occupancy of the property over the period for which the property was available for occupancy.

(2) The Company's share of net operating income for the three months ended December 31, 2020.

2 unchanged sentences

If a tenant is not paying rent due to a free rent concession, annualized rent is calculated based on the annualized contractual rent the tenant will pay in the first period it is required to pay rent.

Included in this amount is $20.7 million of annualized base rent for tenants in a free rent period.

Included in this a mount is $15.9 million of annuali zed base rent for tenants in a free rent period.

(5) Contains two or more buildings that are grouped together for reporting purposes.

(6) Not included in Same Property as of December 31, 2020.

Office Lease Expirations

As of December 31, 2020, our leases expire as follows:

Year of Expiration

Annual Contractual Rent ($000) (1) (2)

Year of Expiration Square Feet

Expiring (1) % of Leased

Space (1) Annual Contractual Rent ($000) (1) (2) % of Annual

Rent (1) Annual

2021 1,988,585 11.0 % $ 69,480 8.5 % $ 34.94

2022 1,359,054 7.5 % 57,939 7.1 % 42.63

2023 1,552,657 8.6 % 65,266 8.0 % 42.04

2024 1,163,934 6.4 % 48,649 5.9 % 41.80

2025 2,023,617 11.2 % 90,328 11.0 % 44.64

2026 1,622,577 9.0 % 75,691 9.2 % 46.65

2027 1,506,613 8.3 % 63,785 7.8 % 42.34

2028 1,301,956 7.2 % 59,948 7.3 % 46.04

2029 1,067,126 5.9 % 49,907 6.1 % 46.77

2030 & Thereafter 4,490,339 24.9 % 237,849 29.1 % 52.97

Total 18,076,458 100.0 % $ 818,842 100.0 % $ 45.30

(1) Company's share.

(2) Annual Contractual Rent is the estimated rent in the year of expiration.

It includes the minimum base rent and an estimate of

operating expenses, if applicable, as defined in the respective leases.

It includes the minimum base rent and an estimate of tenant's share of operating expenses, if applicable, as defined in the respective leases.

Table of C ontents

Top 20 Office Tenants

As of December 31, 2020, our top 20 office tenants were as follows:

Number of Properties Occupied

Number of Markets Occupied

Company's Share of Square Footage

Company's Share of Annualized Rent (2)

Percentage of Company's Share of Annualized Rent

Weighted Average Remaining Lease Term (Years)

Bank of America

Tenant (1) Number of Properties Occupied Number of Markets Occupied Company's Share of Square Footage Company's Share of Annualized Rent (2) Percentage of Company's Share of Annualized Rent Weighted Average Remaining Lease Term (Years)

1 NCR Corporation 1 1 762,090 $ 35,754,771 5.1% 13

2 Amazon 4 3 602,945 28,185,712 4.0% 6

3 Expedia, Inc.

1 1 363,751 17,379,131 2.5% 9

4 Facebook,Inc.

1 1 323,328 16,944,648 2.4% 9

5 Bank of America 2 1 513,724 15,943,460 2.3% 3

6 Norfolk Southern Corporation 2 1 394,621 9,716,585 1.4% 1

7 Apache Corporation 1 1 210,012 9,150,550 1.3% 4

Wells Fargo Bank, NA

8 Americredit Financial Services (dba GM Financial) 2 2 333,782 9,136,376 1.3% 9

Parsley Energy, L.P.

Encana Oil & Gas (USA) Inc.

McGuirewoods LLP

9 Pioneer Natural Resources Company

(fka Parsley Energy, L.P.) 2 1 135,612 8,570,098 1.2% 6

10 Wells Fargo Bank, NA 4 3 198,376 8,518,272 1.2% 5

11 Ovintiv USA Inc (fka Encana Oil & Gas (USA) Inc.) (3) 1 1 318,582 7,949,937 1.1% 6

12 Allstate 2 2 214,380 7,561,934 1.1% 7

13 ADP, LLC 1 1 225,000 7,479,972 1.1% 7

14 SVB Financial Group 1 1 188,940 7,397,135 1.0% 5

15 Regus Equity Business Centers, LLC 6 4 158,740 7,067,647 1.0% 5

16 Westrock Shared Services, LLC 1 1 205,185 6,955,383 1.0% 9

17 Dimensional Fund Advisors LP 1 1 132,434 6,871,718 1.0% 13

Morgan Stanley

Regus Equity Business Centers, LLC

18 McGuirewoods LLP 3 3 197,282 6,864,549 1.0% 6

19 RigUp, Inc.

1 1 93,210 6,386,794 0.9% 8

20 Samsung Engineering America 1 1 133,860 6,153,090 0.8% 6

General Services Administration

NASCAR Media Group, LLC

Total 5,705,854 $ 229,987,762 32.7% 7

(1) In some cases, the actual tenant may be an affiliate of the entity shown.

1 unchanged sentence

If the tenant is in a free rent period as of the date of this report, Annualized Rent represents the annualized contractual rent the tenant will pay in the first month it is required to pay rent.

This schedule includes tenants whose leases have commenced and/or who have taken occupancy.

(3) Ovintiv USA Inc.

has multiple subleases for substantially all of its space.

In the event of termination of the Ovintiv lease, such subleases would become direct leases with Cousins.

This schedule includes leases that have commenced.

Leases that have been signed but have not commenced are excluded.

Table of C ontents

Tenant Industry Diversification

As of December 31, 2020, our tenant industry diversification was as follows:

Percentage of Total Revenues (2)

Industry (1) Percentage of Company's Share of Annualized Rent (2)

Technology 21.1 %

Financial 16.9 %

Professional Services 14.5 %

Consumer Goods & Services 6.7 %

Marketing/Media/Creative

Energy & Utilities 5.4 %

Health Care 4.9 %

Insurance 4.7 %

Real Estate 4.0 %

Construction/Design 2.5 %

Marketing/Media/Creative 2.4 %

Transportation 1.6 %

Government 1.1 %

(1) Management uses SIC codes when available, along with judgment, to determine tenant industry classification.

(2) Company's share.

(2) Annualized Rent represents the annualized rent including tenant's share of estimated operating expenses, if applicable, paid by the tenant as of the date of this report.

If the tenant is in a free rent period as of the date of this report, Annualized Rent represents the annualized contractual rent the tenant will pay in the first month it is required to pay full rent.

Development Pipeline (1)

As of December 31, 2020, information on our projects under development was as follows ($ in thousands):

Company's Ownership Interest

Construction Start Date

Number of Square Feet /Apartment Units

Estimated Project Cost (1) (2)

Company's Share of Estimated Project Cost (2)

Project Cost Incurred to Date (2)

Company's Share of Project Cost Incurred to Date (2)

Percent Leased

Initial Occupancy / Estimated Stabilization (3) (4) (5)

120 West Trinity

This schedule shows projects currently under active development through the substantial completion of construction.

Project Type Market Company's Ownership Interest Construction Start Date Number of Square Feet / Apartment Units Estimated Project Cost(1)(2)

($ in thousands) Company's Share of Estimated Project Cost(2)

($ in thousands) Project Cost Incurred to Date(2)

($ in thousands) Company's Share of Project Cost Incurred to Date(2)

($ in thousands) Percent Leased Initial Revenue Recognition(3)

120 West Trinity Mixed Atlanta 20 % 1Q17 $ 89,000 $ 17,800 $ 87,872 $ 17,574

Office (4) 52,000 68 % 2Q20

Apartments 330 66 % 4Q19

10000 Avalon Office Atlanta 90 % 3Q18 251,000 96,000 86,400 94,771 85,294 75 % 1Q20

300 Colorado (5) Office Austin 50 % 4Q18 358,000 193,000 96,500 154,476 77,238 87 % 1Q21

Domain 10 Office Austin 100 % 4Q18 300,000 111,000 111,000 93,987 93,987 98 % 3Q20

100 Mill Office Phoenix 90 % 1Q20 287,000 153,000 137,700 54,848 49,364 44 % 1Q22

Total $ 642,000 $ 449,400 $ 485,954 $ 323,457

(1) This schedule shows projects currently under active development through the substantial completion of construction as well as properties in an initial lease up period prior to stabilization.

Amounts included in the estimated project cost column are the estimated costs of the project through stabilization.

Significant estimation is required to derive these costs, and the final costs may differ from these estimates.

Estimated and incurred project costs include financing costs only on project-specific debt, and exclude certain allocated capitalized costs required by GAAP that are not incurred in a joint venture and fair value adjustments for legacy TIER projects that were recorded as a result of the Merger.

Initial occupancy represents the quarter within which the Company estimates the first tenant will take occupancy.

Estimated stabilization is the quarter within which the Company estimates it will achieve 90% economic occupancy.

Interest, taxes, and operating expenses are capitalized on the unoccupied portion of the building for the period beginning with initial occupancy until the earlier of the achievement of 90% economic occupancy or one year.

Initial occupancy and estimated stabilization are based, in part, on when the space is ready for its intended use, which is dependent upon the commencement and completion of tenant improvements.

Since tenants in these properties generally control the timing of tenant improvements, timing of these estimates is subject to change.

(2) Estimated and incurred project costs include financing costs only on project-specific debt, and exclude certain allocated capitalized costs required by GAAP that are not incurred by the joint venture and fair value adjustments for legacy TIER projects that were recorded as a result of the Merger.

(3) Initial revenue recognition represents the quarter within which the Company estimates it will begin recognizing revenue under GAAP.

(4) The 120 West Trinity office component has 33,000 square feet of office space and 19,000 square feet of retail space.

(5) 300 Colorado estimated project cost will be funded with a combination of $67 million of equity contributed by the joint venture partners, followed by a $126 million construction loan.

Table of C ontents

Land Holdings

As of December 31, 2020, we owned the following land holdings, either directly or indirectly through joint ventures:

Company's Ownership Interest

Total Developable Land (Acres)

Cost Basis of Land ($000)

3354 Peachtree

901 West Peachtree (1) (2)

The Avenue Forsyth-Adjacent Land

Wildwood Office Park - Joint Venture (3)

Domain 14 & 15

Legacy Union 2 & 3

Victory Center

Burnett Plaza-Adjacent Land

Corporate Center 5 & 6 (4)

Corpus Christi

Market Company's Ownership Interest Financial Statement Presentation Total Developable Land (Acres) Cost Basis of Land ($ in thousands)

3354 Peachtree Atlanta 95% Consolidated 3.0

901 West Peachtree (1) Atlanta 100% Consolidated 1.0

The Avenue Forsyth-Adjacent Land Atlanta 100% Consolidated 10.4

Domain Point 3 Austin 90% Consolidated 1.7

Domain 9 Austin 100% Consolidated 2.5

Domain Central (Domain 14 & 15) Austin 100% Consolidated 5.6

South End Station Charlotte 100% Consolidated 3.4

303 Tremont Charlotte 100% Consolidated 2.4

Legacy Union 2 & 3 Dallas 95% Consolidated 4.0

Victory Center Dallas 75% Unconsolidated 3.0

100 Mill-Adjacent Land Phoenix 90% Consolidated 0.7

Corporate Center 5 & 6 (2) Tampa 100% Consolidated 14.1

Total 51.8 $ 172,185

Company's Share 50.5 $ 167,383

Includes two ground leases with future obligations to purchase.

During the fourth quarter of 2019, the Company purchased two adjacent land parcels bringing the assemblage to approximately 1 acre.

During January 2020, the Company sold its remaining interest in the Wildwood Associates joint venture to its venture partner and recognized a gain of $1.4 million.

(1) Includes a long-term ground lease with future obligation to purchase.

(2) Corporate Center 5 is controlled through a long-term ground lease.

Table of C ontents

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties