Investor Presentaiton slide image

Investor Presentaiton

OFFICE PROPERTIES INCOME TRUST DISCLAIMER This presentation contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever we use words such as "believe", "expect", "anticipate", "intend", "plan", "estimate", "will", "may" and negatives or derivatives of these or similar expressions, we are making forward-looking statements. These forward-looking statements are based upon our present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Forward-looking statements in this presentation relate to various aspects of our business, including our sales and acquisitions of properties, our ability to compete for acquisitions and tenancies effectively, the likelihood that our tenants will pay rent or be negatively affected by cyclical economic conditions or government budget constraints, the likelihood that our tenants will renew or extend their leases and not exercise early termination options pursuant to their leases or that we will obtain replacement tenants, the likelihood that our rents will increase when we renew or extend our leases or enter new leases, our ability to pay distributions to our shareholders and to sustain the amount of such distributions, our policies and plans regarding investments, financings and dispositions, the future availability of borrowings under our revolving credit facility, our expectation that there will be opportunities for us to acquire, and that we will acquire, additional properties primarily leased to single tenants and tenants with high credit quality characteristics such as governmental entities, our expectations regarding demand for leased space, our ability to raise debt or equity capital, our ability to pay interest on and principal of our debt, our ability to appropriately balance our use of debt and equity capital, our credit ratings, our expectation that we benefit from our relationships with The RMR Group Inc. (RMR Inc.), the credit qualities of our tenants; our qualification for taxation as a real estate investment trust (REIT) changes in federal or state tax laws, and other matters. Our actual results may differ materially from those contained in or implied by our forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond our control, such as the impact of conditions in the economy and the capital markets on us and our tenants, the impact of a U.S. government shutdown on our ability to collect rents or pay our operating expenses, debt obligations and distributions to shareholders on a timely basis, competition within the real estate industry, particularly in those markets in which our properties are located, the impact of changes in the real estate needs and financial conditions of our tenants, compliance with, and changes to, federal, state and local laws and regulations, accounting rules, tax laws and similar matters, actual and potential conflicts of interest with our related parties, including our Managing Trustees, The RMR Group LLC, RMR Inc. and others affiliated with them, limitations imposed on our business and our ability to satisfy complex rules in order for us to maintain our qualification for taxation as a REIT for U.S. federal income tax purposes, and acts of terrorism, outbreaks of so-called pandemics or other manmade or natural disasters beyond our control. For example: (a) we may be unable to pay our debt obligations or to maintain our current rate of distributions on our common shares and future distributions may be reduced or eliminated; (b) we may be unable to identify properties that we want to acquire, and we may fail to reach agreement with the sellers and complete the purchases of any properties we want to acquire; accordingly, we may be unable to accretively grow our property portfolio; (c) our Board of Trustees sets and resets our distribution rate from time to time after considering many factors, including cash available for distribution; accordingly, future dividend rates may be increased or decreased and there is no assurance as to the rate at which future dividends will be paid; (d) we cannot be sure that we will sell any of the properties we are currently marketing or plan to market for sale or what the terms of any sales may be; accordingly, we may sell some or all of these properties at prices that are less than we expect and less than our carrying values and we may otherwise incur losses as a result of considering and pursuing these sales; (e) we may not succeed in reducing our leverage to levels we plan or that the market or credit rating agencies believe appropriate and we may not maintain any reduction in our leverage that we may attain; (f) some of our tenants may not renew expiring leases, and we may be unable to obtain new tenants to maintain or increase the historical occupancy rates of, or rents from, our properties; (g) some government tenants may exercise their rights to vacate their space before the stated expiration of their leases, and we may be unable to obtain new tenants to maintain the historical occupancy rates of, or rents from, our properties; (h) rents that we can charge at our properties may decline upon renewals or expirations because of changing market conditions or otherwise; (i) we may be adversely affected by the bankruptcy, insolvency, a downturn of business or a lease termination of a single tenant; (j) some of our tenants that have made significant investments in their leased properties, or lease properties of strategic importance to them, may not renew or extend our leases prior to their expirations; (k) government tenants may continue to reduce their space utilization and continue to consolidate into government owned real estate; (I) contingencies in our acquisition and sale agreements may not be satisfied and any expected acquisitions and sales and any related lease arrangements we expect to enter may not occur, may be delayed or the terms of such transactions or arrangements may change; (m) continued availability of borrowings under our revolving credit facility is subject to our satisfying certain financial covenants and other credit facility conditions that we may be unable to satisfy; (n) the competitive advantages we believe we may have may not in fact exist or provide us with the advantages we expect; (o) actual costs under our revolving credit facility or other floating rate debt will be higher than LIBOR plus a premium because of fees and expenses associated with such debt; (p) Moody's recently updated our credit rating outlook to negative which may imply that our credit ratings may be downgraded, in which case we may not be able to access debt capital or the debt capital we can access may be expensive; (q) our option to extend the maturity date of our revolving credit facility is subject to our payment of a fee and meeting other conditions that may not be met; (r) development projects and unspent leasing related obligations may cost more or less and may take longer to complete than we currently expect, and we may incur increasing amounts for these and similar purposes in the future; (s) we may incur significant costs to prepare a property for a tenant, particularly for single tenant properties; (t) we may spend more for capital expenditures than we currently expect; and (u) any joint venture arrangements that we may enter may not be successful. Our Annual Report on Form 10-K for the year ended December 31, 2018 or in our other filings with the Securities and Exchange Commission (SEC), including under the caption "Risk Factors", identify other important factors that could cause differences from our forward-looking statements. Our filings with the SEC are available on the SEC's website at www.sec.gov. You should not place undue reliance upon our forward-looking statements. Except as required by law, we do not intend to update or change any forward-looking statements as a result of new information, future events or otherwise. Non-GAAP Financial Measures This presentation contains non-GAAP financial measures including Funds From Operations (FFO) available for common shareholders, Normalized FFO available for common shareholders, EBITDA, EBITDAre, Adjusted EBITDAre, Property Net Operating Income (NOI) and Property Cash Basis NOI. Reconciliations for these metrics to the closest U.S. Generally Accepted Accounting Principles (GAAP) metrics are included in an appendix hereto. Note: Unless otherwise noted, data is presented as of September 30, 2019. 2
View entire presentation