47 unchanged sentences
• Our property taxes could increase due to property tax rate changes, reassessments or changes in property tax laws, which would adversely impact our cash flows.
+Added: • Transfer taxes like those imposed by Los Angeles Measure ULA could have a negative impact on our property valuations and our ability to acquire or sell properties at favorable prices or on a timely basis.
• Failure to qualify as a REIT would subject us to corporate taxation and potentially reduce cash available for distributions.
92 unchanged sentences
Although we have a diverse tenant base, a large portion of our tenants operate in a concentrated group of industries and downturns in these industries could adversely affect our financial condition, results of operations and cash flows.
−Removed: As of December 31, 2023, as a percentage of our annualized base rental revenue for the stabilized portfolio, 18.2% of our tenants operated in the legal industry, 15.5% in the financial services industry, 14.1% in the entertainment industry and 12.7% in the real estate industry.
+Added: As of December 31, 2024, as a percentage of our annualized base rental revenue for the stabilized portfolio, 19.2% of our tenants operated in the legal industry, 16.1% in the financial services industry, 13.4% in the real estate industry and 10.0% in the entertainment industry.
As we continue our development and potential acquisition activities, our tenant mix could become more concentrated, further exposing us to risks associated with those industries.
13 unchanged sentences
The extent to which an outbreak could impact our business will depend on factors such as the duration and spread, its severity, the actions taken to contain the virus, the emergence and impact of future virus variants, and how quickly and to what extent normal economic and operating conditions resume.
−Removed: We may experience significant impacts to our business as a result of any economic impact of an outbreak, including any resulting economic recession.
−Removed: Some of the potential impacts from an outbreak could include:
−Removed: • Government actions, including but not limited to lease enforcement moratoriums, that reduce or otherwise hinder our ability to collect rent promptly or at all, adversely affect tenant demand, increase our costs or otherwise reduce our collections;
−Removed: • Supply chain, governmental or other disruptions that adversely affect construction or our operations and/or those of our tenants;
−Removed: • Economic pressure on our tenants, which could lead to lower collections or defaults;
−Removed: • Reduced or different tenant demand, leading to lower occupancy and/or rental rates in our buildings;
−Removed: • Reduced attendance in our buildings, resulting in lower parking revenues;
−Removed: • Increases in expenses and/or capital investments or decreases in tenant demand as a result of safety concerns;
−Removed: • Increased risks of IT disruptions and/or cyber attacks as a result of our employees or tenants working remotely;
−Removed: • Disruption of our operations as a result of the illness or social distancing of our employees or tenants;
−Removed: • Impact on the labor market, which could lead to higher employee turnover and increased labor costs;
−Removed: • Changes in the financial markets, the value of our properties and/or our cash flows which adversely affect our stock price and/or our tenants' access to needed debt or equity capital on reasonable or any terms;
−Removed: • Increases in the cost or availability, or changes to the terms, of insurance.
+Added: The economic impact of an outbreak, including any resulting economic recession, could significantly impact our business, for example:
+Added: (i) lower occupancy levels, (ii) reduced attendance in our buildings and lower parking income, (iii) tenants inability to pay rent in full or on a timely basis, (iv) government moratoriums that could affect our ability to collect rents, (v) disruptions to our operations, and (vi) increases in the cost or availability of insurance.
+Added: The impacts to our business could impact our financial condition, results of operations, cash flows, liquidity and our ability to meet our debt service obligations.
Potential losses, including from adverse weather conditions, natural disasters and title claims, may not be covered by insurance.
102 unchanged sentences
To the extent that we do so, we are subject to certain risks, including the following:
−Removed: • We may not complete a development or redevelopment project on schedule or within budgeted amounts (as a result of risks beyond our control, such as weather, labor conditions, permitting issues, material shortages and price increases);
+Added: • We may not complete a development or redevelopment project on schedule or within budgeted amounts (as a result of risks beyond our control, such as weather, labor conditions, permitting issues, material shortages and price increases, including increases in the costs of building materials or construction services resulting from trade tensions, disruptions, tariffs, duties or restrictions);
• We may be unable to lease the developed or redeveloped properties at budgeted rental rates or lease up the property within budgeted time frames;
114 unchanged sentences
If Proposition 13 no longer limited the assessed value of our California properties, the assessed values and property taxes for those properties could increase substantially, which could have a material impact on our results of operations, cash flows and financial condition.
+Added: Transfer taxes like those imposed by Los Angeles Measure ULA could have a negative impact on our property valuations and our ability to acquire or sell properties at favorable prices or on a timely basis.
+Added: During 2022, voters in the City of Los Angeles approved Measure ULA, which imposes an additional transfer tax as much as 5.5% on real estate sales and transfers valued at over $5 million.
+Added: This tax applies in addition to existing documentary transfer taxes levied by the City and County of Los Angeles.
+Added: Transfer taxes like Measure ULA may have adverse effects on our business in the cities in which they are imposed.
+Added: The increased transaction costs associated with the transfer tax may negatively impact our ability to buy or sell properties at favorable prices or in a timely manner.
+Added: The tax could deter investors and developers from engaging in large-scale transactions in Los Angeles, potentially reducing demand for office and multifamily properties.
+Added: If transaction volume declines due to the increased cost of transfers, property values in the affected price ranges may experience downward pressure, which could adversely impact our balance sheet and borrowing capacity.
+Added: Given the evolving regulatory and legal landscape, any future challenges to Measure ULA or modifications to its implementation could also introduce additional uncertainty regarding our Los Angeles-based properties.
+Added: Other cities in which we operate could adopt similar transfer taxes.
Failure to qualify as a REIT would subject us to corporate taxation and potentially reduce cash available for distributions.
12 unchanged sentences
As a result of the above factors, our failure to qualify as a REIT could impair our ability to raise capital and expand our business, substantially reduce distributions to stockholders, result in us incurring substantial indebtedness (to the extent borrowings are feasible) or liquidating substantial investments in order to pay the resulting taxes, and adversely affect the market price of our common stock.
−Removed: Our Fund, and three of our consolidated JVs, also own properties through one or more entities which are intended to qualify as REITs, and we may in the future use other structures that include REITs.
+Added: Three of our consolidated JVs also own properties through one or more entities which are intended to qualify as REITs, and we may in the future use other structures that include REITs.
The failure of any such entities to qualify as a REIT could have similar consequences to the REIT subsidiary and could also cause us to fail to qualify as a REIT.
8 unchanged sentences
In this regard, several provisions of the laws applicable to REITs and their subsidiaries ensure that a TRS will be subject to an appropriate level of federal income taxation.
−Removed: For example, for taxable years prior to 2018, a TRS is limited in its ability to deduct interest payments made to an affiliated REIT and, for taxable years after 2017, a TRS is subject to more general limitations on its ability to deduct interest payments to any lender.
In addition, the REIT has to pay a 100% tax on some payments that it receives or on some deductions taken by its TRS if the economic arrangements between the REIT, the REIT’s tenants, and the TRS are not comparable to similar arrangements between unrelated parties.
83 unchanged sentences
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.