EX-99.1 2 jbgs-63019exhibit991.htm EXHIBIT 99.1 Exhibit
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August 6, 2019

To Our Fellow Shareholders:

We are pleased to report on our performance for the second quarter of 2019. For details regarding our financial and operating results, please see our second quarter earnings release and supplemental information, which follow this letter.

Over the past three months, we achieved a number of significant milestones across our portfolio and our company. During the quarter, Virginia Tech announced the relocation of its $1 billion Innovation Campus to a site in the Potomac Yard section of National Landing, immediately adjacent to approximately two million square feet of JBG SMITH controlled development density. In addition, Amazon took occupancy of its first short-term space in National Landing, we continued to advance the design and entitlement of Amazon’s new headquarters, the development of our Under Construction assets, and the entitlement of our Future Development Pipeline. During the quarter, we also successfully closed a $472 million equity offering, which we discussed at length in our first quarter investor letter, and we made progress on our ongoing capital recycling efforts. Lastly, we announced the initial $78 million closing of the Washington Housing Initiative Impact Pool, which was launched last year.

Virginia Tech Innovation Campus
In June, Virginia Tech announced that it had moved the planned location of its $1 billion Innovation Campus to a site in Potomac Yard, the southern portion of National Landing, which will be one Metro stop and approximately one mile south of Amazon’s new headquarters. When combined with Amazon’s proximity, the Innovation Campus represents a pivotal moment for the submarket that should substantially benefit all our assets in National Landing. While the campus was originally slated to be on the west side of Richmond Highway, across from our holdings, we believe the new location is a far better outcome for JBG SMITH, as it is immediately adjacent to approximately two million square feet of development density that we own. In addition, JBG SMITH currently serves as the master planner and property manager of the 65-acre development site where the planned Innovation Campus will be located.

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On this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology. The planned campus is similar in concept to Cornell Tech on Roosevelt Island in New York City (https://tech.cornell.edu/campus/). Virginia Tech has engaged the same fundraising team that Cornell used for its Roosevelt Island campus to augment the $500 million that has been committed to the first phases of the campus by the Commonwealth of Virginia and Virginia Tech. The initial phase of the campus, anticipated to commence construction in the third quarter of 2021, is expected to include approximately two million square feet of mixed-use development, of which 600,000 square feet is expected to be devoted to Virginia Tech. The remaining approximately 1.4 million square feet is expected to include retail, residential, and office, a substantial portion of which could be positioned to attract commercial tenants seeking close proximity to the campus. The first graduate students, who will be housed in existing temporary academic space, are expected to begin classes as early as 2020. When the Innovation Campus is fully operational, Virginia Tech plans to graduate approximately 750 master’s students and 150 PhD students in computer science annually.  

Amazon’s New Headquarters at National Landing
In May, Amazon submitted its plans to Arlington County for approval of two new office buildings, totaling 2.1 million square feet, inclusive of 50,000 square feet of street-level retail with new shops and restaurants, on the Metropolitan 6, 7, and 8 land sites. JBG SMITH will serve as the developer, property manager, and retail leasing agent for Amazon. Amazon’s plans also call for 1.1 acres of new public open space designed to accommodate a dog park, recreation areas, farmers markets, and other community uses.

National Landing Leasing Momentum
Not surprisingly, we have seen an increase in inbound leasing traffic in National Landing. Since the Amazon announcement, we have completed approximately 1.0 million square feet of new lease transactions and nearly 400,000 square feet of renewals, increasing our operating commercial leased percentage in National Landing to 89.3%, up 5.0% from the time of the Amazon announcement. One example of new demand is the 10,000 square foot lease we signed with Amify, a company that partners with industry leading brands to drive sales on Amazon.com, reflecting one segment of follow-on demand that we expect Amazon to generate in National Landing.

While our leasing efforts continue to focus on tenants in the DC Metro area, we are also actively marketing National Landing to prospective tenants and brokers in other constrained markets, specifically the San Francisco Bay area. This market is home to scores of tenants that ultimately grew to cluster around Amazon in Seattle, and we believe a similar effect is likely to occur in National Landing. The Bay Area has enjoyed the benefits of rapid growth in the tech sector; however, it suffers from limited office space availability, high housing costs exacerbated by regulatory and geographic constraints on new supply, severe congestion, and limited development opportunities. Many companies outside of the technology sector are being priced out of the real estate and employment markets, and even technology companies have started to turn to other markets to accommodate their growth. We believe that the same advantages Amazon found compelling about the DC Metro region are broadly appealing: availability of tech talent, abundant office space, low housing costs compared to other gateway markets, access to federal policymakers, and a business-friendly climate - particularly in Northern Virginia. While it is still early in these pursuits, we are encouraged by the response we have received, and we believe that Amazon’s selection of National Landing for its second headquarters has increased prospective tenants’ focus and attention on the submarket.

Key Under Construction Assets in National Landing
In addition to the ground-up projects we are developing on behalf of Amazon, we continue to make progress on our Under Construction assets in National Landing, including 1770 Crystal Drive and Central District Retail. Amazon has fully leased the office portion of 1770 Crystal Drive, totaling approximately 272,000 square feet, and we expect to complete construction in the second quarter of 2021, with Amazon’s occupancy occurring shortly thereafter. Central District Retail, totaling 109,000 square feet, will serve as the retail heart of National Landing and includes a 49,000 square foot Alamo Drafthouse Cinema, specialty grocer, restaurants, bars, and other experiential offerings. As is often the case with anchor retail, Central District Retail represents an important investment in our broader submarket repositioning and, even prior to completion, we believe it has already paid dividends by changing the perception of the neighborhood and attracting retail and office tenants to National Landing.

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Key Entitlements in the Future Development Pipeline
We continue to make progress on the entitlement of our 18.7 million square foot (at share) Future Development Pipeline. Of the 18.7 million square feet, 4.1 million square feet is under contract for sale to Amazon, 3.6 million square feet is fully entitled, and the remaining 11.0 million square feet is zoned for our planned use, subject to the final stage of design and/or entitlement. To that end, Arlington County is moving through its approval process for 1900 Crystal Drive, which currently contemplates two residential towers, totaling approximately 750 units, with retail and neighborhood-serving amenities at the base. In addition, we submitted plans to add nearly 1,000 housing units at RiverHouse Apartments, located along the western edge of National Landing, within three blocks of Amazon’s new headquarters. This new development will occupy existing surface parking enabling the continued operation of the three existing multifamily towers.

Washington, DC Market Update
 
Outside of National Landing, the DC market finished the second quarter with little change in underlying fundamentals.

According to JLL, the DC Metro office market saw approximately 2.0 million square feet of net absorption through the first half of the year, with 76% in JBG SMITH submarkets - strong performance, particularly in Northern Virginia, but still low relative to historic averages. To put this into context, the submarkets in which JBG SMITH operates contain 50% of the inventory of the overall DC Metro office market. In DC proper, the new supply environment remains challenging with 1.9 million square feet delivered in the first half of the year and another 3.6 million square feet currently under construction. While we believe that this pipeline of new Trophy product will lease, it will likely be at the expense of the Commodity Class A market downtown, which was already 14% vacant at quarter end. The pressure on the Commodity Class A market segment is compounded by the fact that asking rents in many second-generation buildings located in mature markets are nearly equivalent with rents in new construction buildings in amenity-rich emerging markets, such as the Ballpark and the Wharf. This value gap has allowed these emerging markets to attract tenant and investor demand at the expense of the mature markets. As this trend continues, downward pressure downtown may not be limited to Commodity Class A product and should begin to put pressure on today’s relatively healthy Class B market.

In contrast to the broader DC office market, National Landing remains headed in a positive direction, with vacancy dropping 170 basis points to 15.5% - substantially below the 19.9% in the historically better performing Rosslyn-Ballston corridor. After the 16% growth in National Landing asking rents that JLL reported last quarter, rents held steady in the second quarter, suggesting broker-reported asking rent increases reflect a fundamental market reset. At current levels, JLL’s reported rent in National Landing is only a 3% discount to office rents in the Rosslyn-Ballston corridor - a gap we believe will continue to narrow and potentially invert, as National Landing continues to recover, and absorbs the vacancy that caused it to diverge from other close-in Northern Virginia submarkets. As the vacancy decline and resilient rental rate indicate, tenant interest in the submarket is strong, and we are optimistic that other companies will follow Amazon’s lead in selecting National Landing as their entry point into our region.

The multifamily market was another notable bright spot. During the first half of the year, just under 5,200 units delivered, representing approximately 47% of the expected 2019 pipeline of 10,958 units - down significantly from annual peak deliveries of 15,000 units. The pace of new starts has also slowed, with less than 5,000 units starting construction through the first half of the year. As a result, the total number of expected deliveries in 2020 and 2021 combined stands at only 78% of the historic one-year peak, with limited time remaining for additional new starts to increase that figure. The lease-up pace in the DC urban emerging markets where much of the new supply is concentrated demonstrates the appeal of these submarkets, with 93% average occupancy in buildings that delivered 12 to 18 months ago. Year-over-year, same store rents grew by 4%, reflecting continued momentum in rental housing. Top-of-market rents continued to rise, with reported lease-up rental rates north of $5.00 per square foot for the best new units in premium, mature submarkets, leaving ample room for growth in the emerging markets where JBG SMITH is concentrated. While it is too early to see significant increases in multifamily rents in National Landing, we expect to see a narrowing of the current discount to nearby emerging markets, such as the Ballpark

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and the Wharf, especially as Amazon hiring picks up, office vacancy continues to decline, and overall market momentum builds.

The downtown office investment sales market was conspicuously quiet for the first six months of the year. According to JLL, volume in DC was just over $1 billion as of the end of the second quarter. For reference, JLL reported consistent full year investment sales volumes of approximately $5 billion (net of corporate transactions) in each of 2017 and 2018, suggesting a marked slowdown this year. It is uncertain whether core fund redemptions, the potential for further downtown office distress, the dollar’s strength impacting foreign buyers’ hedging costs, or all of the above are to blame. Despite reduced sales volume, there continues to be a substantial number of listings in the market, suggesting that buyer and seller expectations remain distant. While this has not yet impacted our current asset recycling strategy, it does suggest that cap rates for office could be widening. One notable change in the market is the increasing interest we have seen among institutional investors for assets in Arlington, Virginia. According to JLL, Arlington is starting to draw more attention from institutional investors and foreign capital which, historically, rarely looked outside downtown DC. JLL notes this increased interest is driven partially by Amazon’s selection of National Landing and partially by worsening fundamentals in the District.

From a multifamily perspective, investment sales volume remains concentrated in value-add, largely suburban product, with only $773 million in Class A urban sales year-to-date and $1.4 billion in Class B suburban deals during the same time period, according to CoStar. Cap rates for the best downtown assets remain largely stable at around 4.6% and approximately 5.2% for comparable assets located outside of the District, according to CoStar. The notable exception to this stability has been National Landing, where several recent Class A trades have highlighted substantial value appreciation. Following the recent trade of the Meridian at Pentagon City at a 3.7% cap rate, m.flats Crystal City is now reported to be under contract at a 3.8% cap rate, according to local brokers. The 198-unit building, which is proximate to Amazon’s new headquarters, was built on ground-leased land in 2017 and is expected to trade at a cap rate level almost 75 basis points below the three-year Arlington average. The depth of the buyer pool, combined with recent pricing on these two deals, indicate that investors now view National Landing as a core multifamily market.

Operating Portfolio

Our 11.1 million square foot operating commercial portfolio (at share) generated $240 million of annualized NOI and was 90.3% leased and 86.0% occupied as of the end of the second quarter. During the quarter, we completed 41 office lease transactions, totaling 395,000 square feet (at share), including 388,000 square feet in our operating portfolio and 7,000 square feet in our Under Construction portfolio. Notable among this activity was Amazon taking occupancy of 48,000 square feet of short-term space at 2345 Crystal Drive and moving its first employees into National Landing. For second-generation leases, the rental rate mark-to-market was positive 6.0% on a cash basis. Our performance this quarter reflects increased market demand, specifically in National Landing, which accounted for 78.0% of our leasing volume. Our mark-to-market will vary from quarter-to-quarter depending on the leases that are signed. While our performance this quarter (and year-to-date) is better than our expectations, it is still consistent with our long-term assumptions. As a reminder, in conjunction with our investor days, we updated our mark-to-market assumption through 2024 to negative 3%, from negative 5%, due to the expected demand resulting from Amazon’s selection of National Landing.

Consistent with the expectations we outlined last year, same store NOI decreased 9.2% across our operating portfolio during the second quarter, predominately related to the previously discussed blend-and-extend lease renewals we executed in 2017 and 2018. These early blend-and-extend lease renewals significantly de-risk our DC assets at a time of increasing supply and downturn risk, as well as enhance our ability to sell or recapitalize assets on a more attractive basis. We continue to expect that the concessions associated with these early blend-and-extend lease renewals will result in negative same store NOI growth throughout 2019. As the free rent in these leases burns off, we expect the temporary decline in NOI to reverse, resulting in positive same store NOI growth in 2020.


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Our operating multifamily portfolio, comprising approximately 4,537 units (at share), generated $82 million of annualized NOI and ended the second quarter at 98.0% leased and 95.0% occupied.  We saw particularly strong performance at 1221 Van Street in the Ballpark and The Bartlett in National Landing.

We have seen an increase in property taxes this year, particularly in Arlington County. This increase is expected in a rising market, and while we never like higher expenses, they reflect increased economic activity, the long-awaited arrival of a demand driver like Amazon, and anticipated growth. In addition, while not as impactful as the property tax increases, it is worth noting that we have seen an industry-wide increase in property insurance costs.

Development Portfolio

Our development portfolio consists of eight assets totaling 1.9 million square feet (at share) currently under construction and a Future Development Pipeline totaling 18.7 million square feet. Of the 1.9 million square feet in our Under Construction portfolio, 1.1 million square feet is multifamily and 800,000 square feet is commercial, which is 84.0% pre-leased. We have significant balance sheet capacity to execute on our development opportunities, some of which we expect to develop, while others will likely be sold, recapitalized, or ground leased.

Under Construction
At the end of the second quarter, our eight assets under construction all had guaranteed maximum price construction contracts in place. These assets have weighted average estimated completion and stabilization dates of the second quarter of 2020 and the third quarter of 2021, respectively, with a projected NOI yield based on Estimated Total Project Cost of 6.4%. As a reminder, this yield includes Central District Retail, our anchor investment in National Landing, which we believe will substantially benefit all of our holdings in the submarket.

In the second quarter, we moved 500 L’Enfant Plaza into our recently delivered operating commercial portfolio. The building is 79.3% leased, from the bottom up, to Urban Institute and Noblis.

Near-Term Development
We do not have any assets in the Near-Term Development pipeline as of the end of the second quarter. As a reminder, we only place assets into our Near-Term Development Pipeline when they have substantially completed the entitlement process and when we intend to commence construction within 18 months, subject to market conditions. Once our current plans are approved by Arlington County, we expect 1900 Crystal Drive to be placed into our Near-Term Development pipeline, as we currently plan to commence construction in 2020.

Future Development Pipeline
Our Future Development pipeline comprises 18.7 million square feet, with an Estimated Total Investment per square foot of approximately $38.49. 79% of this pipeline is within a 20-minute rush hour commute of National Landing, in the submarkets that we believe will most directly benefit from Amazon’s growth over time. At the end of the second quarter, approximately 58.9% of this pipeline was in National Landing, 18.6% was in DC, 13.9% was in Reston, and the remaining 8.6% was in other Virginia and Maryland submarkets. Our DC holdings are concentrated in the fast-growing emerging submarkets of Union Market and the Ballpark, and our Reston holdings include one of the best development sites on the Metro, adjacent to Reston Town Center.

Of the 18.7 million square feet in our Future Development Pipeline, 4.1 million square feet is under contract for sale to Amazon, 3.6 million square feet is fully entitled, and the remaining 11.0 million square feet is zoned for our planned use, subject to the final stage of design and/or entitlement. Of this 11.0 million square feet, we are actively advancing the entitlement of 8.8 million square feet, which we expect to be fully entitled within the next two years. The remaining 2.2 million square feet is either encumbered with existing lease term or encompasses land that we do not believe is suitable for new development in the near term.

Of the 11.0 million square feet requiring final entitlements, 6.9 million square feet is in National Landing, excluding the land under contract for sale to Amazon. These development opportunities represent approximately 65% of the unencumbered development opportunities in the submarket. Based on our current plans, we expect the next phase of development to include 2.2 million square feet of office, which could be pre-leased to Amazon or other tenants

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seeking to co-locate near Amazon and/or the Virginia Tech Innovation Campus, and 4.7 million square feet of multifamily, comprising approximately 4,000 to 5,000 units. In addition to adding value on their own, we expect these opportunities to be accretive to all our holdings in National Landing by virtue of their placemaking attributes, as well as their ability to activate long dormant, out-of-service sites and street frontage.
    
The following bar chart summarizes the data described above:
stackedbarchart2q19v2.jpgThird-Party Asset Management and Real Estate Services Business

Our share of revenue from our third-party asset management and real estate services business was $14.6 million in the second quarter, primarily driven by $5.4 million in property management fees and $3.5 million in asset management fees. The portion of total revenues associated with the JBG Legacy Funds was $6.0 million. The Funds continued to focus on disposing of assets in accordance with their underlying business plans. We expect the fees from retaining management and leasing of sold assets, the Amazon-related fees that we expect to receive, and other new third-party fee income streams to more than offset the wind down of the JBG Legacy Fund business over the next several years. In addition, any fee income associated with the Washington Housing Initiative will be reflected in the third-party asset management and real estate services business.

Capital Allocation

Acquisitions/Dispositions
On the acquisition front, we continue to remain cautious, given aggressive pricing across asset classes. If shrinking investment sales volumes are a precursor to a downturn and/or a correction in asset pricing, there may be better acquisition opportunities around the corner. That said, we do expect to be active multifamily buyers in the emerging growth submarkets where we are already concentrated to fulfill 1031 exchange needs. We have identified our first exchange candidate for the proceeds from the sale of Metropolitan 6, 7, and 8 land sites - a stabilized DC

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multifamily asset which we expect to close later this year, subject to the tenants’ purchase rights. We expect the sale of the Pen Place land to close in 2021, and we intend to seek a 1031 exchange for the proceeds from that sale. We expect the acquisitions from these two 1031 exchanges to generate approximately $15 million of annualized NOI.

As we announced earlier this year, we continue to seek capital recycling opportunities where we can source capital at or above our estimated NAV, and we are targeting approximately $400 million of asset sales and recapitalizations in 2019.  As of August, we have entered into firm contracts for $294 million for the sale of land to Amazon, of which we expect $150 million to close by early 2020 with the balance closing in 2021, subject to the final design and entitlement processes. As noted above, we expect to execute on 1031 exchanges with the proceeds from these land sales. In addition, subsequent to quarter-end, we closed on the sale of 1600 K Street for $43 million. We are also currently in the market with an additional $375 million of assets, but it is possible that some of these will not close given the uncertain investment sales climate and our demanding expectations as a seller.  

As a result of the proceeds from our recent equity offering, we believe we are sufficiently capitalized to execute on our near-term growth plans while continuing to preserve ample balance sheet capacity. That said, given current market pricing we intend to continue to be opportunistic asset sellers where we can source capital at or above our estimated NAV. Given the low basis of many of the assets in our portfolio, we are likely to seek 1031 exchanges for some of these asset sales. For higher basis assets that generate liquidity, we may deleverage further and accrue capacity for future acquisition and/or development opportunities. When the next downturn or price correction comes, we will be glad to have this capacity.

Development
We continue to advance the entitlement and design readiness of opportunities in our Future Development Pipeline. We expect multifamily development opportunities to remain attractive, particularly in light of potentially declining supply levels, especially in National Landing and other emerging growth submarkets with strong demand drivers. In National Landing, we intend to be active developers because we have the expected benefit of both attractive project level returns on future starts and a broader submarket repositioning. Opportunities for new investment in other emerging growth submarkets are potentially attractive only if supply levels remain in check, rents for new multifamily product continue to grow, and/or construction cost increases moderate.

Balance Sheet

In April, we successfully completed our first equity offering, issuing 11.5 million shares at $42.00 per share, raising net proceeds of approximately $472 million, including an upsize of 1 million shares (out of a potential 1.8 million shares) and full exercise of the overallotment option (1.5 million shares). It is worth noting that when compared to our office and multifamily peers, our pipeline of development opportunities represents 23% of our total assets, which is approximately three times the peer average. At the same time, our Net Debt/Adjusted EBITDA of 5.2x is nearly a full turn lower than the peer average and is among the lowest in our peer group. As a result of our successful equity offering, we believe our balance sheet is very well positioned both to execute on our development opportunities and to take advantage of acquisitions when the next downturn and/or correction in asset pricing occurs.

As of June 30, 2019, we had $280.3 million of cash ($289.6 million of cash at share), $1.1 billion available under our credit facility, and an unencumbered multifamily borrowing base of $750 million, including our Under Construction multifamily assets. During the quarter, we repaid $475.1 million of mortgage debt. Our Net Debt/Total Enterprise Value was 22.2%, using our share price at June 30, 2019, and our Net Debt/Adjusted EBITDA was 5.2x. These leverage metrics include the debt incurred to date to develop our eight Under Construction assets, but none of the estimated NOI from those assets. As a result, we believe Net Debt/Total Enterprise Value is the most meaningful measure to evaluate our leverage. Our long-term leverage targets remain unchanged at 25% to 35% Net Debt/Total Enterprise Value and between 6x and 7x Net Debt/Adjusted EBITDA, with peak levels in the mid-8x’s during periods of more active development.


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We have a well-laddered debt maturity profile. As of June 30, 2019, our average debt maturity was 4.0 years, with approximately $593 million (at share) coming due in the next two years. Consistent with our strategy to finance our business primarily with non-recourse, asset-level financing, 85% of our consolidated and unconsolidated debt is mortgage debt, of which only approximately $8.3 million is recourse to JBG SMITH. Our debt was 88% fixed rate, and we have caps in place for 67% of our floating rate debt.

Environmental, Social, and Governance

In July we released our annual sustainability report, which highlights accomplishments, key performance metrics, and our ESG management strategy. We believe that strong environmental sustainability, social responsibility, and corporate governance practices are essential to maximizing long-term NAV per share. We are investing in efficiency at our assets, partnering with regional stakeholders to strengthen community resilience, and creating an inclusive culture that will continue to attract innovative thinkers to our organization, all of which are intended to ensure that we are positioned to create value for our shareholders over the long term. We are committed to transparency in our ESG strategy, and we intend to continue to benchmark our performance to ensure we are exceeding industry expectations. To access our annual sustainability report please visit our website at https://www.jbgsmith.com/about/sustainability.

During the second quarter, we announced the initial $78 million closing of the Washington Housing Initiative Impact Pool, including a commitment from JBG SMITH of approximately $7.6 million. The Washington Housing Initiative was launched by JBG SMITH and the Federal City Council in June 2018 to help preserve housing for middle income renters (defined as affordable workforce housing) for whom housing assistance is often unavailable, despite the fact that market rate housing remains unaffordable. The Initiative seeks to preserve or build up to 3,000 housing units in the DC Metro region over the next decade. The Impact Pool is the JBG SMITH managed component of the Washington Housing Initiative and consists primarily of third-party investment capital. JBG SMITH is the financial sponsor of this vehicle with an investment of just under 10%. The founding investors in the Impact Pool are many of our largest banking relationships, including Bank of America, PNC Bank, SunTrust, JPMorgan Chase, BB&T, United Bank, and Wells Fargo. For more information about the Washington Housing Initiative please visit our website at https://www.jbgsmith.com/about/washington-housing-initiative.

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Thank you for taking the time to read our quarterly investor letter. As always, we encourage you to come visit us in DC, to spend time with our team and see our real estate in person. We are energized and focused on the opportunities before us, and we will continue to work hard to create value and maintain your trust and confidence.


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W. Matthew Kelly
Chief Executive Officer


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FOR IMMEDIATE RELEASE            logovwhitebluergba02.jpg
CONTACT
Jaime Marcus
SVP, Investor Relations
(240) 333-3643
jmarcus@jbgsmith.com
JBG SMITH ANNOUNCES SECOND QUARTER 2019 RESULTS

Chevy Chase, MD (August 6, 2019) - JBG SMITH (NYSE: JBGS), a leading owner and developer of high-quality, mixed-use properties in the Washington, DC market, today filed its Form 10-Q for the quarter ended June 30, 2019 and reported its financial results.
Additional information regarding our results of operations, properties and tenants can be found in our Second Quarter 2019 Investor Package, which is posted in the Investor Relations section of our website at www.jbgsmith.com.
Second Quarter 2019 Financial Results
Net loss attributable to common shareholders was $3.0 million, or $0.03 per diluted share.
Funds From Operations (“FFO”) attributable to common shareholders was $39.4 million, or $0.30 per diluted share.
Core Funds From Operations (“Core FFO”) attributable to common shareholders was $54.5 million, or $0.41 per diluted share.

Six Months Ended June 30, 2019 Financial Results
Net income attributable to common shareholders was $21.8 million, or $0.16 per diluted share.
FFO attributable to common shareholders was $74.6 million, or $0.59 per diluted share.
Core FFO attributable to common shareholders was $98.7 million, or $0.78 per diluted share.

Operating Portfolio Highlights
Annualized Net Operating Income (“NOI”) for the three months ended June 30, 2019 was $322.0 million, compared to $321.6 million for the three months ended March 31, 2019, at our share.
The operating commercial portfolio was 90.3% leased and 86.0% occupied as of June 30, 2019, compared to 90.2% and 85.6% as of March 31, 2019, at our share.
The operating multifamily portfolio was 98.0% leased and 95.0% occupied as of June 30, 2019, compared to 97.0% and 94.8% as of March 31, 2019, at our share.
Executed approximately 395,000 square feet of office leases at our share in the second quarter, comprising approximately 120,000 square feet of new leases and approximately 275,000 square feet of second generation leases, which generated a 14.9% rental rate increase on a GAAP basis and a 6.0% rental rate increase on a cash basis.

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Executed approximately 1.2 million square feet of commercial leases at our share during the six months ended June 30, 2019, comprising approximately 676,000 square feet of new leases and approximately 504,000 square feet of second generation leases, which generated a 5.1% rental rate increase on a GAAP basis and a 0.3% rental rate decrease on a cash basis. The new leases include three initial leases entered into with Amazon.com, Inc. ("Amazon") during the first quarter totaling 537,000 square feet at three of our existing office buildings in National Landing in conjunction with the creation of Amazon's additional headquarters. The leases encompass approximately 88,000 square feet at 241 18th Street South, approximately 191,000 square feet at 1800 South Bell Street and approximately 258,000 square feet at 1770 Crystal Drive. We expect Amazon to begin moving into 241 18th Street South and 1800 South Bell in 2019 and 1770 Crystal Drive by the end of 2020. Also, in April 2019, we executed an agreement with Amazon to lease an additional approximately 48,000 square feet of office space at 2345 Crystal Drive in National Landing , which it began moving into in the second quarter.
Same Store Net Operating Income (“SSNOI”) at our share decreased 9.2% to $74.0 million for the three months ended June 30, 2019, compared to $81.5 million for the three months ended June 30, 2018. SSNOI decreased 9.7% to $147.0 million for the six months ended June 30, 2019, compared to $162.9 million for the six months ended June 30, 2018. The decrease in SSNOI for the three months ended June 30, 2019 is largely attributable to increased rental abatements, lower NOI at Crystal City Marriott, as a result of the ongoing room renovations, and an increase in assumed lease liability payments. The reported same store pools as of June 30, 2019 include only the assets that were in service for the entirety of both periods being compared.

Development Portfolio Highlights
Under Construction
During the quarter ended June 30, 2019, there were eight assets under construction (four commercial assets and four multifamily assets), consisting of 821,099 square feet and 1,298 units, both at our share.

Near-Term Development
As of June 30, 2019, there were no assets in near-term development.

Future Development Pipeline
As of June 30, 2019, there were 40 future development assets consisting of 18.7 million square feet of estimated potential density at our share, including the 4.1 million square feet held for sale to Amazon.

Third-Party Asset Management and Real Estate Services Business
For the three months ended June 30, 2019, revenue from third-party real estate services, including reimbursements, was $29.5 million. Excluding reimbursements and service revenue from our interests in consolidated and unconsolidated real estate ventures, revenue from our third-party asset management and real estate services business was $14.6 million, of which $5.4 million came from property management fees, $3.5 million came from asset management fees, $1.1 million came from leasing fees, $2.5 million came from development fees, $0.5 million came from construction management fees and $1.6 million came from other service revenue.


Balance Sheet
We had $1.7 billion of debt ($2.0 billion including our share of debt of unconsolidated real estate ventures) as of June 30, 2019. Of the $2.0 billion of debt at our share, approximately 88% was fixed-rate and rate caps were in place for approximately 67% of our floating rate debt.

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The weighted average interest rate of our debt at share was 4.27% as of June 30, 2019.
At June 30, 2019, our total enterprise value was approximately $7.6 billion, comprising 149.3 million common shares and units valued at $5.9 billion and debt (net of premium / (discount) and deferred financing costs) at our share of $2.0 billion, less cash and cash equivalents at our share of $289.6 million.
As of June 30, 2019, we had $280.3 million of cash and cash equivalents on a GAAP basis ($289.6 million of cash and cash equivalents at our share), $1.1 billion of capacity under our credit facility, and an unencumbered multifamily borrowing base of $750.0 million, including our Under Construction multifamily assets.
Net Debt to Annualized Adjusted EBITDA at our share for the three and six months ended June 30, 2019 was 5.2x and 5.5x and our Net Debt / Total Enterprise Value was 22.2% as of June 30, 2019. Net Debt to Annualized Adjusted EBITDA for the three and six months ended June 30, 2019 includes the $472.8 million of net proceeds from the underwritten public offering completed in April 2019.

Financing and Investing Activities
Closed an underwritten public offering of 11.5 million common shares (including 1.5 million common shares related to the exercise of the underwriters' option to cover overallotments) at $42.00 per share, which generated net proceeds, after deducting the underwriting discounts and commissions and other offering expenses, of $472.8 million. We intend to use the net proceeds to fund development opportunities and for general corporate purposes.
Repaid mortgage debt totaling approximately $475.1 million.
Amended our credit facility to extend the delayed draw period of our Tranche A-1 Term Loan to July 2020 and reduce the interest rate of the Tranche A-2 Term Loan 40 basis points to LIBOR plus 1.15% effective as of July 17, 2019.

Subsequent to June 30, 2019:

Closed on the sale of 1600 K Street, an 83,000 square foot commercial asset located in Washington DC, for $43.0 million.
Dividends
In August 2019, our Board of Trustees declared a quarterly dividend of $0.225 per common share, payable on August 26, 2019 to shareholders of record on August 13, 2019.
About JBG SMITH
JBG SMITH is an S&P 400 company that owns, operates, invests in and develops a dynamic portfolio of high-quality mixed-use properties in and around Washington, DC. Through an intense focus on placemaking, JBG SMITH cultivates vibrant, amenity-rich, walkable neighborhoods throughout the Capital region, including National Landing where it now serves as the exclusive developer for Amazon’s new headquarters. JBG SMITH’s portfolio currently comprises 20.6 million square feet of high-quality office, multifamily and retail assets, 98% at our share of which are Metro-served. It also maintains a robust future pipeline encompassing 18.7 million square feet of mixed-use development opportunities. For more information on JBG SMITH please visit www.jbgsmith.com. 

3



Forward Looking Statements
Certain statements contained herein may constitute “forward-looking statements” as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Consequently, the future results of JBG SMITH Properties (“JBG SMITH”, the “Company”, "we", "us", "our" or similar terms) may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximate”, "hypothetical", "potential", “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”, “would”, “may” or similar expressions in this earnings release. We also note the following forward-looking statements: our anticipated dispositions, our indicated annual dividend per share and dividend yield, annualized net operating income; in the case of our construction and near-term development assets, estimated square feet, estimated number of units and in the case of our future development assets, estimated potential development density. Expected key Amazon transaction terms and timeframes for closing, planned infrastructure improvements related to Amazon's additional headquarters; the economic impacts of Amazon's additional headquarters on the DC region and National Landing; our development plans related to Amazon's additional headquarters; the expected accretion to our net asset value ("NAV") as a result of the Amazon transaction and our future NAV growth rate; in the case of our Amazon lease transaction and our new development opportunities in National Landing, the total square feet to be leased to Amazon and the expected net effective rent, estimated square feet, estimated number of units, the estimated construction start and occupancy dates, estimated incremental investment, projected NOI yield; and in the case of our future development opportunities, estimated potential development density. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. These factors include, among others: adverse economic conditions in the Washington, DC metropolitan area, the timing of and costs associated with development and property improvements, financing commitments, and general competitive factors. For further discussion of factors that could materially affect the outcome of our forward-looking statements and other risks and uncertainties, see “Risk Factors” and the Cautionary Statement Concerning Forward-Looking Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 and other periodic reports the Company files with the Securities and Exchange Commission. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements after the date hereof.
We are reiterating the assumptions in our estimated NOI bridge and the potential estimated NAV impact from Amazon in National Landing, which can be found in our Spring 2019 Investor Day presentation on our website at http://investors.jbgsmith.com/presentations.

Pro Rata Information
We present certain financial information and metrics in this release “at JBG SMITH Share,” which refers to our ownership percentage of consolidated and unconsolidated assets in real estate ventures (collectively, “real estate ventures”) as applied to these financial measures and metrics. Financial information “at JBG SMITH Share” is calculated on an asset-by-asset basis by applying our percentage economic interest to each applicable line item of that asset’s financial information. “At JBG SMITH Share” information, which we also refer to as being “at share,” “our pro rata share” or “our share,” is not, and is not intended to be, a presentation in accordance with GAAP. Given that a substantial portion of our assets are held through real estate ventures, we believe this form of presentation,

4



which presents our economic interests in the partially owned entities, provides investors valuable information regarding a significant component of our portfolio, its composition, performance and capitalization.
We do not control the unconsolidated real estate ventures and do not have a legal claim to our co-venturers’ share of assets, liabilities, revenue and expenses. The operating agreements of the unconsolidated real estate ventures generally allow each co-venturer to receive cash distributions to the extent there is available cash from operations. The amount of cash each investor receives is based upon specific provisions of each operating agreement and varies depending on certain factors including the amount of capital contributed by each investor and whether any investors are entitled to preferential distributions.
With respect to any such third-party arrangement, we would not be in a position to exercise sole decision-making authority regarding the property, real estate venture or other entity, and may, under certain circumstances, be exposed to economic risks not present were a third-party not involved. We and our respective co-venturers may each have the right to trigger a buy-sell or forced sale arrangement, which could cause us to sell our interest, or acquire our co-venturers’ interests, or to sell the underlying asset, either on unfavorable terms or at a time when we otherwise would not have initiated such a transaction. Our real estate ventures may be subject to debt, and the repayment or refinancing of such debt may require equity capital calls. To the extent our co-venturers do not meet their obligations to us or our real estate ventures or they act inconsistent with the interests of the real estate venture, we may be adversely affected. Because of these limitations, the non-GAAP “at JBG SMITH Share” financial information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP.
Non-GAAP Financial Measures
This release includes non-GAAP financial measures. For these measures, we have provided an explanation of how these non-GAAP measures are calculated and why JBG SMITH’s management believes that the presentation of these measures provides useful information to investors regarding JBG SMITH’s financial condition and results of operations. Reconciliations of certain non-GAAP measures to the most directly comparable GAAP financial measure are included in this earnings release. Our presentation of non-GAAP financial measures may not be comparable to similar non-GAAP measures used by other companies. In addition to "at share" financial information, the following non-GAAP measures are included in this release:
Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), EBITDA for Real Estate ("EBITDAre") and Adjusted EBITDA
Management uses EBITDA and EBITDAre, non-GAAP financial measures, as supplemental operating performance measures and believes they help investors and lenders meaningfully evaluate and compare our operating performance from period-to-period by removing from our operating results the impact of our capital structure (primarily interest charges from our outstanding debt and the impact of our interest rate swaps) and certain non-cash expenses (primarily depreciation and amortization on our assets). EBITDAre is computed in accordance with the definition established by the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines EBITDAre as GAAP net income (loss) adjusted to exclude interest expense, income taxes, depreciation and amortization expenses, gains on sales of real estate and impairment losses of real estate, including our share of such adjustments of unconsolidated real estate ventures. These supplemental measures may help investors and lenders understand our ability to incur and service debt and to make capital expenditures. EBITDA and EBITDAre are not substitutes for net income (loss) (computed in accordance with GAAP) and may not be comparable to similarly titled measures used by other companies.
“Adjusted EBITDA,” a non-GAAP financial measure, represents EBITDAre adjusted for items we believe are not representative of ongoing operating results, such as transaction and other costs, gain (loss) on the extinguishment of debt, distributions in excess of our investment in unconsolidated real estate ventures, gain on the bargain purchase of a business, lease liability adjustments and share-based compensation expense related to the

5



Formation Transaction and special equity awards. We believe that adjusting such items not considered part of our comparable operations, provides a meaningful measure to evaluate and compare our performance from period-to-period.
Because EBITDA, EBITDAre and Adjusted EBITDA have limitations as analytical tools, we use EBITDA, EBITDAre and Adjusted EBITDA to supplement GAAP financial measures. Additionally, we believe that users of these measures should consider EBITDA, EBITDAre and Adjusted EBITDA in conjunction with net income (loss) and other GAAP measures in understanding our operating results.
Funds from Operations ("FFO"), Core FFO and Funds Available for Distribution (“FAD")
FFO is a non-GAAP financial measure computed in accordance with the definition established by NAREIT in the NAREIT FFO White Paper - 2018 Restatement issued in 2018. NAREIT defines FFO as “net income (computed in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity."
"Core FFO" represents FFO adjusted to exclude items (net of tax) which we believe are not representative of ongoing operating results, such as transaction and other costs, gains (or losses) on extinguishment of debt, gain on the bargain purchase of a business, distributions in excess of our investment in unconsolidated real estate ventures, share-based compensation expense related to the Formation Transaction and special equity awards, lease liability adjustments, amortization of the management contracts intangible and the mark-to-market of derivative instruments.
"FAD" is a non-GAAP financial measure and represents FFO less recurring tenant improvements, leasing commissions and other capital expenditures, net deferred rent activity, third-party lease liability assumption payments, recurring share-based compensation expense, accretion of acquired below-market leases, net of amortization of acquired above-market leases, amortization of debt issuance costs and other non-cash income and charges. FAD is presented solely as a supplemental disclosure that management believes provides useful information as it relates to our ability to fund dividends.
We believe FFO, Core FFO and FAD are meaningful non‑GAAP financial measures useful in comparing our levered operating performance from period-to-period and as compared to similar real estate companies because these non‑GAAP measures exclude real estate depreciation and amortization expense and other non-comparable income and expenses, which implicitly assumes that the value of real estate diminishes predictably over time rather than fluctuating based on market conditions. FFO, Core FFO and FAD do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income (loss) (computed in accordance with GAAP) as a performance measure or cash flow as a liquidity measure. FFO, Core FFO and FAD may not be comparable to similarly titled measures used by other companies.
Net Operating Income ("NOI") and Annualized NOI
“NOI” is a non-GAAP financial measure management uses to measure the operating performance of our assets and consists of property-related revenue (which includes base rent, tenant reimbursements and other operating revenue, net of free rent and payments associated with assumed lease liabilities) less operating expenses and ground rent, if applicable. NOI also excludes deferred rent, related party management fees, interest expense, and certain other non-cash adjustments, including the accretion of acquired below-market leases and amortization of acquired above-market leases and below-market ground lease intangibles. Annualized NOI, for all assets except Crystal City Marriott, represents NOI for the three months ended June 30, 2019 multiplied by four. Due to seasonality in the hospitality business, annualized NOI for Crystal City Marriott represents the trailing 12-month NOI as of June 30, 2019. Management believes Annualized NOI provides useful information in understanding our financial performance over a 12-month period, however, investors and other users are cautioned against attributing undue certainty to our calculation of Annualized NOI. Actual NOI for any 12-month period will depend on a number

6



of factors beyond our ability to control or predict, including general capital markets and economic conditions, any bankruptcy, insolvency, default or other failure to pay rent by one or more of our tenants and the destruction of one or more of our assets due to terrorist attack, natural disaster or other casualty, among others. We do not undertake any obligation to update our calculation to reflect events or circumstances occurring after the date of this earnings release. There can be no assurance that the annualized NOI shown will reflect our actual results of operations over any 12-month period.
Management uses each of these measures as supplemental performance measures for its assets and believes they provide useful information to investors because they reflect only those revenue and expense items that are incurred at the asset level, excluding non-cash items. In addition, NOI is considered by many in the real estate industry to be a useful starting point for determining the value of a real estate asset or group of assets.
However, because NOI excludes depreciation and amortization and captures neither the changes in the value of our assets that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance of our assets, all of which have real economic effect and could materially impact the financial performance of our assets, the utility of NOI as a measure of the operating performance of our assets is limited. Moreover, our method of calculating NOI may differ from other real estate companies and, accordingly, may not be comparable. NOI should be considered only as a supplement to net operating income (loss) (computed in accordance with GAAP) as a measure of the operating performance of our assets.

Same Store and Non-Same Store
“Same store” refers to the pool of assets that were in service for the entirety of both periods being compared, except for assets for which significant redevelopment, renovation, or repositioning occurred during either of the periods being compared.
“Non-same store” refers to all operating assets excluded from the same store pool.

Definitions
GAAP
"GAAP" refers to accounting principles generally accepted in the United States of America.

Formation Transaction
"Formation Transaction" refers collectively to the spin-off on July 17, 2017 of substantially all of the assets and liabilities of Vornado’s Washington, DC segment, which operated as Vornado / Charles E. Smith, and the acquisition of the management business and certain assets and liabilities of The JBG Companies.



7



CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
in thousands
June 30, 2019
 
December 31, 2018
 
 
 
 
ASSETS
 
Real estate, at cost:
 
 
 
Land and improvements
$
1,227,558

 
$
1,371,874

Buildings and improvements
3,717,356

 
3,722,930

Construction in progress, including land
859,717

 
697,930

 
5,804,631

 
5,792,734

Less accumulated depreciation
(1,093,665
)
 
(1,051,875
)
Real estate, net
4,710,966

 
4,740,859

Cash and cash equivalents
280,349

 
260,553

Restricted cash
16,429

 
138,979

Tenant and other receivables, net
51,787

 
46,568

Deferred rent receivable, net
162,641

 
143,473

Investments in unconsolidated real estate ventures
319,756

 
322,878

Other assets, net
296,916

 
264,994

Assets held for sale
168,431

 
78,981

TOTAL ASSETS
$
6,007,275

 
$
5,997,285

 
 
 
 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
 
 
 
Liabilities:
 
 
 
Mortgages payable, net
$
1,360,467

 
$
1,838,381

Unsecured term loans, net
296,952

 
297,129

Accounts payable and accrued expenses
140,132

 
130,960

Other liabilities, net
192,638

 
181,606

Liabilities related to assets held for sale

 
3,717

Total liabilities
1,990,189

 
2,451,793

Commitments and contingencies

 

Redeemable noncontrolling interests
574,228

 
558,140

Total equity
3,442,858

 
2,987,352

TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
$
6,007,275

 
$
5,997,285

_______________

Note: For complete financial statements, please refer to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.


8



CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
REVENUE
 
 
 
 
 
 
 
Property rentals
$
122,326

 
$
126,591

 
$
241,739

 
$
257,819

Third-party real estate services, including reimbursements
29,487

 
24,160

 
57,178

 
48,490

Other income
8,804

 
8,696

 
16,899

 
16,175

Total revenue
160,617

 
159,447

 
315,816

 
322,484

EXPENSES
 
 
 
 
 
 
 
Depreciation and amortization
45,995

 
48,117

 
94,714

 
97,277

Property operating
32,113

 
34,464

 
64,287

 
69,622

Real estate taxes
18,266

 
17,509

 
35,501

 
37,119

General and administrative:
 
 
 
 
 
 
 
Corporate and other
11,559

 
8,603

 
23,873

 
17,017

Third-party real estate services
28,710

 
21,189

 
56,776

 
43,798

Share-based compensation related to Formation Transaction and
special equity awards
9,523

 
9,097

 
20,654

 
18,525

Transaction and other costs
2,974

 
3,787

 
7,869

 
8,008

Total expenses
149,140

 
142,766

 
303,674

 
291,366

OTHER INCOME (EXPENSE)


 

 

 

Income (loss) from unconsolidated real estate ventures, net
(1,810
)
 
3,836

 
1,791

 
1,934

Interest and other income, net
2,052

 
513

 
3,003

 
1,086

Interest expense
(13,107
)
 
(18,027
)
 
(30,281
)
 
(37,284
)
Gain on sale of real estate

 
33,396

 
39,033

 
33,851

Loss on extinguishment of debt
(1,889
)
 
(4,457
)
 
(1,889
)
 
(4,457
)
Reduction of gain on bargain purchase

 
(7,606
)
 

 
(7,606
)
Total other income (expense)
(14,754
)
 
7,655

 
11,657

 
(12,476
)
INCOME (LOSS) BEFORE INCOME TAX (EXPENSE) BENEFIT
(3,277
)
 
24,336

 
23,799

 
18,642

Income tax (expense) benefit
(51
)
 
(313
)
 
1,121

 
595

NET INCOME (LOSS)
(3,328
)
 
24,023

 
24,920

 
19,237

Net (income) loss attributable to redeemable noncontrolling interests
288

 
(3,574
)
 
(3,099
)
 
(2,980
)
Net loss attributable to noncontrolling interests

 
125

 

 
127

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

EARNINGS (LOSS) PER COMMON SHARE:
 
 
 
 
 
 
 
Basic
$
(0.03
)
 
$
0.17

 
$
0.16

 
$
0.14

Diluted
$
(0.03
)
 
$
0.17

 
$
0.16

 
$
0.14

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING :
 
 
 
 
 
 
 
Basic
131,754

 
117,955

 
127,189

 
117,955

Diluted
131,754

 
117,955

 
127,189

 
117,955

___________________
Note: For complete financial statements, please refer to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.



9



EBITDA, EBITDAre AND ADJUSTED EBITDA (NON-GAAP)
(Unaudited)
dollars in thousands
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
 
EBITDA, EBITDAre and Adjusted EBITDA
 
 
 
 
 
 
 
 
Net income (loss)

$
(3,328
)
 
$
24,023

 
$
24,920

 
$
19,237

Depreciation and amortization expense
 
45,995

 
48,117

 
94,714

 
97,277

Interest expense (1)
 
13,107

 
18,027

 
30,281

 
37,284

Income tax (expense) benefit
 
51

 
313

 
(1,121
)
 
(595
)
Unconsolidated real estate ventures allocated share of above adjustments
 
10,357

 
10,602

 
18,163

 
20,777

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 
(4
)
 
129

 
(5
)
 
129

EBITDA (2)
 
$
66,178

 
$
101,211

 
$
166,952

 
$
174,109

Gain on sale of real estate
 

 
(33,396
)
 
(39,033
)
 
(33,851
)
Gain on sale of unconsolidated real estate assets
 
(335
)
 

 
(335
)
 

EBITDAre (2)
 
$
65,843

 
$
67,815

 
$
127,584

 
$
140,258

Transaction and other costs (3)
 
2,974

 
3,787

 
7,869

 
8,008

Loss on extinguishment of debt
 
1,889

 
4,457

 
1,889

 
4,457

Reduction of gain on bargain purchase
 

 
7,606

 

 
7,606

Share-based compensation related to Formation Transaction and special equity awards
 
9,523

 
9,097

 
20,654

 
18,525

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (4)
 
(232
)
 
(5,412
)
 
(6,673
)
 
(5,412
)
Unconsolidated real estate ventures allocated share of above adjustments
 

 

 

 
30

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 

 
(124
)
 

 
(124
)
Adjusted EBITDA (2)
 
$
79,997

 
$
87,226

 
$
151,323

 
$
173,348

 
 
 
 
 
 
 
 
 
Net Debt to Annualized Adjusted EBITDA (5)
 
5.2x

 
6.3x

 
5.5x

 
6.3x

 
 
 
 
 
 
 
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
 
 
Net Debt (at JBG SMITH Share)
 
 
 
 
 
 
 
 
Consolidated indebtedness (6)
 
$
1,653,538

 
$
2,033,183

 
 
 
 
Unconsolidated indebtedness (6)
 
312,686

 
440,177

 
 
 
 
Total consolidated and unconsolidated indebtedness
1,966,224

 
2,473,360

 
 
 
 
Less: cash and cash equivalents
 
289,554

 
276,629

 
 
 
 
Net Debt (at JBG SMITH Share)
 
$
1,676,670

 
$
2,196,731

 
 
 
 
 
 
$
(0.29
)
 
 
 
 
 
 

____________________
Note: All EBITDA measures as shown above are attributable to operating partnership common units. EBITDAre for the six months ended June 30, 2018 was restated in compliance with the definition established by NAREIT in the NAREIT FFO White Paper - 2018 Restatement issued in 2018.
(1)
Interest expense includes the amortization of deferred financing costs and the ineffective portion of any interest rate swaps or caps, net of capitalized interest.
(2)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $1.5 million and $2.8 million for the three and six months ended June 30, 2018).
(3)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs and severance costs), demolition costs and costs related to other completed, potential and pursued transactions.
(4)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(5)
Net Debt to Annualized Adjusted EBITDA for the three and six months ended June 30, 2019 includes $472.8 million of net proceeds from the underwritten public offering completed in April 2019. Adjusted EBITDA for the three months ended June 30, 2019 and 2018 is annualized by multiplying by four. Adjusted EBITDA for the six months ended June 30, 2019 and 2018 is annualized by multiplying by two.
(6)
Net of premium/discount and deferred financing costs.





10



FFO, CORE FFO AND FAD (NON-GAAP)
(Unaudited)
in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
FFO and Core FFO
 
 
 
 
 
 
 
Net income (loss) attributable to common shareholders
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

Net income (loss) attributable to redeemable noncontrolling interests
(288
)
 
3,574

 
3,099

 
2,980

Net loss attributable to noncontrolling interests

 
(125
)
 

 
(127
)
Net income (loss)
(3,328
)
 
24,023

 
24,920

 
19,237

Gain on sale of real estate

 
(33,396
)
 
(39,033
)
 
(33,851
)
Gain on sale of unconsolidated real estate assets
(335
)
 

 
(335
)
 

Real estate depreciation and amortization
43,308

 
45,587

 
89,343

 
92,226

Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures
4,804

 
6,179

 
9,457

 
12,615

Net (income) loss attributable to noncontrolling interests in consolidated real estate ventures
(4
)
 
129

 
(5
)
 
131

FFO Attributable to Operating Partnership Common Units (1)
$
44,445

 
$
42,522

 
$
84,347

 
$
90,358

FFO attributable to redeemable noncontrolling interests
(5,014
)
 
(6,299
)
 
(9,797
)
 
(13,426
)
FFO attributable to common shareholders (1)
$
39,431

 
$
36,223

 
$
74,550

 
$
76,932

 
 
 
 
 
 
 
 
FFO attributable to the operating partnership common units
$
44,445

 
$
42,522

 
$
84,347

 
$
90,358

Transaction and other costs, net of tax (2)
2,847

 
3,394

 
7,473

 
7,530

(Gain) loss from mark-to-market on derivative instruments
524

 
(432
)
 
48

 
(1,551
)
Share of (gain) loss from mark-to-market on derivative instruments held by unconsolidated real estate ventures
1,153

 
(90
)
 
1,380

 
(432
)
Loss on extinguishment of debt, net of noncontrolling interests
1,889

 
4,333

 
1,889

 
4,333

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (3)
(232
)
 
(5,412
)
 
(6,673
)
 
(5,412
)
Reduction of gain on bargain purchase

 
7,606

 

 
7,606

Share-based compensation related to Formation Transaction and special equity awards
9,523

 
9,097

 
20,654

 
18,525

Amortization of management contracts intangible, net of tax
1,288

 
1,287

 
2,575

 
2,573

Core FFO Attributable to Operating Partnership Common Units (1)
$
61,437

 
$
62,305

 
$
111,693

 
$
123,530

Core FFO attributable to redeemable noncontrolling interests
(6,931
)
 
(9,229
)
 
(12,955
)
 
(18,266
)
Core FFO attributable to common shareholders (1)
$
54,506

 
$
53,076

 
$
98,738

 
$
105,264

FFO per diluted common share
$
0.30

 
$
0.31

 
$
0.59

 
$
0.65

Core FFO per diluted common share
$
0.41

 
$
0.45

 
$
0.78

 
$
0.89

Weighted average diluted shares
131,754

 
117,955

 
127,189

 
117,955





See footnotes on page 12.

11



FFO, CORE FFO AND FAD (NON-GAAP)
(Unaudited)

in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
FAD
 
 
 
 
 
 
 
Core FFO attributable to the operating partnership common units
$
61,437

 
$
62,305

 
$
111,693

 
$
123,530

Recurring capital expenditures and second generation tenant improvements and leasing commissions
(20,076
)
 
(11,057
)
 
(42,373
)
 
(17,154
)
Straight-line and other rent adjustments (4)
(8,739
)
 
(1,216
)
 
(15,547
)
 
(2,291
)
Share of straight-line rent from unconsolidated real estate ventures
(1,473
)
 
189

 
(1,608
)
 
348

Third-party lease liability assumption payments
(1,183
)
 
(619
)
 
(2,319
)
 
(1,091
)
Share of third party lease liability assumption payments for unconsolidated real estate ventures

 

 

 
(50
)
Share-based compensation expense
5,694

 
5,941

 
11,024

 
10,217

Amortization of debt issuance costs
875

 
1,201

 
1,845

 
2,365

Share of amortization of debt issuance costs from unconsolidated real estate ventures
69

 
66

 
117

 
135

Non-real estate depreciation and amortization
916

 
758

 
1,828

 
1,507

FAD available to the Operating Partnership Common Units (A) (5)
$
37,520

 
$
57,568

 
$
64,660

 
$
117,516

Distributions to common shareholders and unitholders (6) (B)
$
34,006

 
$
31,197

 
$
65,290

 
$
62,394

FAD Payout Ratio (B÷A) (7)
90.6
%
 
54.2
%
 
101.0
%
 
53.1
%
Capital Expenditures
 
 
 
 
 
 
 
Maintenance and recurring capital expenditures
$
7,252

 
$
3,989

 
$
12,747

 
$
6,672

Share of maintenance and recurring capital expenditures from unconsolidated real estate ventures
252

 
250

 
340

 
1,399

Second generation tenant improvements and leasing commissions
12,357

 
6,273

 
28,512

 
8,166

Share of second generation tenant improvements and leasing commissions from unconsolidated real estate ventures
215

 
545

 
774

 
917

Recurring capital expenditures and second generation tenant improvements and leasing commissions
20,076

 
11,057

 
42,373

 
17,154

First generation tenant improvements and leasing commissions
18,996

 
6,676

 
25,193

 
10,861

Share of first generation tenant improvements and leasing commissions from unconsolidated real estate ventures
419

 
1,391

 
652

 
2,386

Non-recurring capital expenditures
5,470

 
3,765

 
12,192

 
7,131

Share of non-recurring capital expenditures from unconsolidated joint ventures
30

 
142

 
30

 
762

Non-recurring capital expenditures
24,915

 
11,974

 
38,067

 
21,140

Total JBG SMITH Share of Capital Expenditures
$
44,991

 
$
23,031

 
$
80,440

 
$
38,294

_______________

Note: FFO attributable to operating partnership common units and FFO attributable to common shareholders for the six months ended June 30, 2018 were restated in compliance with the definition established by NAREIT in the NAREIT FFO White Paper - 2018 Restatement issued in 2018.
(1)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $1.5 million and $2.8 million for the three and six months ended June 30, 2018).
(2)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs, and severance costs), demolition costs and costs related to other completed, potential and pursued transactions.
(3)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(4)
Includes straight-line rent, above/below market lease amortization and lease incentive amortization.
(5)
The decline in FAD available to the Operating Partnership Common Units was attributable to a significant increase in second generation tenant improvements and leasing commissions from the early renewal of several leases during the three and six months ended June 30, 2019.
(6)
The distribution for the six months ended June 30, 2019 excludes a special dividend of $0.10 per common share that was paid in January 2019.
(7)
The FAD payout ratio on a quarterly basis is not necessarily indicative of an amount for the full year due to fluctuation in timing of capital expenditures, the commencement of new leases and the seasonality of our operations.

12



NOI RECONCILIATIONS (NON-GAAP)
(Unaudited)

dollars in thousands
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
Net income (loss) attributable to common shareholders
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

Add:
 
 
 
 
 
 
 
Depreciation and amortization expense
45,995

 
48,117

 
94,714

 
97,277

General and administrative expense:
 
 
 
 
 
 
 
Corporate and other
11,559

 
8,603

 
23,873

 
17,017

Third-party real estate services
28,710

 
21,189

 
56,776

 
43,798

Share-based compensation related to Formation Transaction and
special equity awards
9,523

 
9,097

 
20,654

 
18,525

Transaction and other costs
2,974

 
3,787

 
7,869

 
8,008

Interest expense
13,107

 
18,027

 
30,281

 
37,284

Loss on extinguishment of debt
1,889

 
4,457

 
1,889

 
4,457

Reduction of gain on bargain purchase

 
7,606

 

 
7,606

Income tax expense (benefit)
51

 
313

 
(1,121
)
 
(595
)
Net income (loss) attributable to redeemable noncontrolling
interests
(288
)
 
3,574

 
3,099

 
2,980

Less:
 
 
 
 
 
 
 
Third-party real estate services, including reimbursements
29,487

 
24,160

 
57,178

 
48,490

Other income (1)
2,114

 
2,080

 
3,755

 
3,196

Income (loss) from unconsolidated real estate ventures, net
(1,810
)
 
3,836

 
1,791

 
1,934

Interest and other income, net
2,052

 
513

 
3,003

 
1,086

Gain on sale of real estate

 
33,396

 
39,033

 
33,851

Net loss attributable to noncontrolling interests

 
125

 

 
127

Consolidated NOI
78,637

 
81,234

 
155,095

 
164,057

NOI attributable to unconsolidated real estate ventures at our share
5,091

 
9,024

 
10,260

 
18,261

Non-cash rent adjustments (2)
(8,738
)
 
(1,237
)
 
(15,544
)
 
(2,333
)
Other adjustments (3)
3,758

 
3,623

 
7,083

 
7,839

Total adjustments
111

 
11,410

 
1,799

 
23,767

NOI
$
78,748

 
$
92,644

 
$
156,894

 
$
187,824

Less: out-of-service NOI loss (4)
(1,556
)
 
(1,456
)
 
(2,827
)
 
(2,264
)
Operating portfolio NOI
$
80,304

 
$
94,100

 
$
159,721

 
$
190,088

Non-same store NOI (5)
6,311

 
12,611

 
12,721

 
27,219

Same store NOI (6)
$
73,993

 
$
81,489

 
$
147,000

 
$
162,869

 
 
 
 
 
 
 
 
Change in same store NOI
(9.2
)%
 
 
 
(9.7
)%
 
 
Number of properties in same store pool
55

 
 
 
55

 
 

___________________

(1)
Excludes parking income of $6.7 million and $6.6 million for the three months ended June 30, 2019 and 2018, and $13.1 million and $13.0 million for the six months ended June 30, 2019 and 2018.
(2)
Adjustment to exclude straight-line rent, above/below market lease amortization and lease incentive amortization.
(3)
Adjustment to include other income and payments associated with assumed lease liabilities related to operating properties and to exclude commercial lease termination revenue.
(4)
Includes the results for our Under Construction assets and Future Development Pipeline.
(5)
Includes the results for properties that were not owned, operated and in service for the entirety of both periods being compared and properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared. The decrease in non-same store NOI is primarily attributable to lost income from disposed assets.
(6)
Includes the results of the properties that are owned, operated and in service for the entirety of both periods being compared except for properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.




13



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suppcoverq22019.jpg


TABLE OF CONTENTS
JUNE 30, 2019


 
Page
Overview
 
Disclosures
3-4
Company Profile
5-6
Financial Highlights
Financial Highlights - Trends
8-9
Portfolio Overview
Financial Information
 
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Operations
Unconsolidated Real Estate Ventures - Balance Sheet and Operating Information
Other Tangible Assets and Liabilities
EBITDA, EBITDAre and Adjusted EBITDA (Non-GAAP)
FFO, Core FFO and FAD (Non-GAAP)
16-17
Third-Party Asset Management and Real Estate Services Business (Non-GAAP)
Pro Rata Adjusted General and Administrative Expenses (Non-GAAP)
Operating Assets
Summary & Same Store NOI (Non-GAAP)
21-22
Summary NOI (Non-GAAP)
Summary NOI - Commercial (Non-GAAP)
Summary NOI - Multifamily (Non-GAAP)
NOI Reconciliations (Non-GAAP)
Leasing Activity
 
Leasing Activity - Office
Net Effective Rent - Office
Lease Expirations
Signed But Not Yet Commenced Leases
Tenant Concentration
Industry Diversity

Property Data
 
Portfolio Summary
Property Tables:
 
Commercial
34-37
Multifamily
38-40
Under Construction
Future Development
Disposition Activity
Debt
 
Debt Summary
Debt by Instrument
45-46
Real Estate Ventures
 
Consolidated Real Estate Ventures
Unconsolidated Real Estate Ventures
48-49
Definitions
50-53
Appendices - Reconciliations of Non-GAAP Financial Measures
54-57

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Page 2


DISCLOSURES
JUNE 30, 2019




Forward-Looking Statements
Certain statements contained herein may constitute “forward-looking statements” as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Consequently, the future results of JBG SMITH Properties (“JBG SMITH”, the “Company”, "we", "us", "our" or similar terms) may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximate”, “hypothetical”, “potential”, “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”, “would”, “may” or similar expressions in this document. We also note the following forward-looking statements: our potential net operating income ("NOI") growth and the assumptions on which such growth is premised, our estimated future leverage (Debt/EBITDA) profile, the potential effect of Amazon.com, Inc. ("Amazon") on job growth, rent growth and cap rates in the Washington, DC metropolitan area and National Landing, in particular, our anticipated dispositions and 1031 exchanges, our indicated annual dividend per share and dividend yield, annualized NOI; adjusted annualized NOI; in the case of our construction assets, estimated square feet, estimated number of units, the estimated completion date, estimated stabilization date, estimated incremental investment, estimated total investment, projected NOI yield, weighted average projected NOI yield, NOI yield or estimated total project cost, estimated total NOI weighted average completion date, weighted average stabilization date and estimated incremental investment, intended type of asset use and potential tenants, and estimated stabilized NOI; and in the case of our future development assets, estimated potential development density, estimated commercial SF/multifamily units to be replaced, estimated remaining acquisition cost, estimated capitalized cost, estimated total investment, expected key Amazon transaction terms, our anticipated role as developer, property manager and retail leasing agent in connection with Amazon’s new headquarters, planned infrastructure and education improvements related to Amazon’s new headquarters; the economic impacts of Amazon’s new headquarters on the DC region and National Landing, our development planned related to Amazon’s new headquarters, the expected accretion to our net asset value ("NAV") as a result of the Amazon transaction and our future NAV growth rate; in the case of our Amazon lease transactions and our development opportunities in National Landing, the total square feet to be leased to Amazon and the expected net effective rent, estimated square feet, estimated number of units, the estimated construction start and occupancy dates, estimated incremental investment, and projected NOI yield; and in the case of our future development opportunities, estimated potential development density. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. These factors include, among others: adverse economic conditions in the Washington, DC metropolitan area, the timing of and costs associated with development and property improvements, financing commitments, and general competitive factors. For further discussion of factors that could materially affect the outcome of our forward-looking statements and other risks and uncertainties, see “Risk Factors” and the Cautionary Statement Concerning Forward-Looking Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 and other periodic reports the Company files with the Securities and Exchange Commission. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the issuance of this Investor Package.

We are reiterating the assumptions in our estimated NOI bridge and the potential estimated NAV impact from Amazon in National Landing, which can be found in our Spring 2019 Investor Day presentation on our website at http://investors.jbgsmith.com/presentations.

Organization and Basis of Presentation
JBG SMITH Properties ("JBG SMITH") was organized as a Maryland real estate investment trust ("REIT") on October 27, 2016 for the purpose of receiving, via the spin-off on July 17, 2017 (the "Separation"), substantially all of the assets and liabilities of Vornado Realty Trust's ("Vornado") Washington, D.C. segment. On July 18, 2017, JBG SMITH acquired the management business and certain assets and liabilities of The JBG Companies ("JBG") (the "Combination"). The Separation and the Combination are collectively referred to as the "Formation Transaction."

The information contained in this Investor Package does not purport to disclose all items required by the accounting principles generally accepted in the United States of America (“GAAP”) and is unaudited information, unless otherwise indicated.

Pro Rata Information
We present certain financial information and metrics in this Investor Package “at JBG SMITH Share,” which refers to our ownership percentage of consolidated and unconsolidated assets in real estate ventures (collectively, “real estate ventures”) as applied to these financial measures and metrics. Financial information “at JBG SMITH Share” is calculated on an asset-by-asset basis by applying our percentage economic interest to each applicable line item of that asset’s financial information. “At JBG SMITH Share” information,

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Page 3


DISCLOSURES
JUNE 30, 2019




which we also refer to as being “at share,” “our pro rata share” or “our share,” is not, and is not intended to be, a presentation in accordance with GAAP. Given that a substantial portion of our assets are held through real estate ventures, we believe this form of presentation, which presents our economic interests in the partially owned entities, provides investors valuable information regarding a significant component of our portfolio, its composition, performance and capitalization.
We do not control the unconsolidated real estate ventures and do not have a legal claim to our co-venturers’ share of assets, liabilities, revenue and expenses. The operating agreements of the unconsolidated real estate ventures generally allow each co-venturer to receive cash distributions to the extent there is available cash from operations. The amount of cash each investor receives is based upon specific provisions of each operating agreement and varies depending on certain factors including the amount of capital contributed by each investor and whether any investors are entitled to preferential distributions.
With respect to any such third-party arrangement, we would not be in a position to exercise sole decision-making authority regarding the property, real estate venture or other entity, and may, under certain circumstances, be exposed to economic risks not present were a third-party not involved. We and our respective co-venturers may each have the right to trigger a buy-sell or forced sale arrangement, which could cause us to sell our interest, or acquire our co-venturers’ interests, or to sell the underlying asset, either on unfavorable terms or at a time when we otherwise would not have initiated such a transaction. Our real estate ventures may be subject to debt, and the repayment or refinancing of such debt may require equity capital calls. To the extent our co-venturers do not meet their obligations to us or our real estate ventures or they act inconsistent with the interests of the real estate venture, we may be adversely affected. Because of these limitations, the non-GAAP “at JBG SMITH Share” financial information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP.
Definitions
See pages 50-53 for definitions of terms used in this Investor Package.

Information herein with respect to the proposed transaction with Amazon is based on executed leases and purchase and sale agreements between us and Amazon. Closing under these agreements is subject to customary closing conditions.
Non-GAAP Measures
This Investor Package includes non-GAAP measures. For these measures, we have provided an explanation of how these non-GAAP measures are calculated and why our management believes that the presentation of these measures provides useful information to investors regarding our financial condition and results of operations. Reconciliations of certain non-GAAP measures to the most directly comparable GAAP financial measure are included in this Investor Package. Our presentation of non-GAAP financial measures may not be comparable to similar non-GAAP measures used by other companies.

In addition to "at share" financial information, the following non-GAAP measures are included in this Investor Package:
Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA")
EBITDA for Real Estate ("EBITDAre")
Adjusted EBITDA
Funds from Operations ("FFO")
Core FFO
Funds Available for Distribution ("FAD")
Net Operating Income ("NOI")
Annualized NOI
Adjusted Annualized NOI
Estimated Stabilized NOI
Projected NOI Yield
Same Store NOI
Adjusted Consolidated and Unconsolidated Indebtedness
Net Debt
Pro Rata Adjusted General and Administrative Expenses

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Page 4


COMPANY PROFILE
JUNE 30, 2019
(Unaudited)




Company Overview

JBG SMITH is an S&P 400 company that owns, operates, invests in and develops assets concentrated in leading urban infill submarkets in and around Washington, DC. We own and operate a portfolio of high-quality commercial and multifamily assets, many of which are amenitized with ancillary retail. Our portfolio reflects our longstanding strategy of owning and operating assets within the Metro-served submarkets in the Washington, DC metropolitan area that have high barriers to entry and key urban amenities, including being within walking distance of a Metro station. Our revenues are derived primarily from leases with commercial and multifamily tenants, including fixed rents and reimbursements from tenants for certain expenses such as real estate taxes, property operating expenses, and repairs and maintenance. In addition to our portfolio, we have a third-party asset management and real estate services business that provides fee-based real estate services to third parties, our real estate ventures and the legacy funds formerly organized by JBG ("JBG Legacy Funds").

Q2 2019 Financial Results

Net loss attributable to common shareholders was $3.0 million, or $0.03 per diluted share.
FFO attributable to common shareholders was $39.4 million, or $0.30 per diluted share.
Core FFO attributable to common shareholders was $54.5 million, or $0.41 per diluted share.

Q2 2019 to Q1 2019 Comparison

Below are the key highlights regarding quarter over quarter changes in the JBG SMITH portfolio.

Operating Assets
Annualized NOI for the operating portfolio for the three months ended June 30, 2019 was $322.0 million, compared to $321.6 million for the three months ended March 31, 2019, at our share.
The operating commercial portfolio was 90.3% leased and 86.0% occupied as of June 30, 2019, compared to 90.2% and 85.6% as of March 31, 2019, at our share.
The operating multifamily portfolio was 98.0% leased and 95.0% occupied as of June 30, 2019, compared to 97.0% and 94.8% as of March 31, 2019, at our share.
Same store NOI at our share decreased 9.2% to $74.0 million for the three months ended June 30, 2019, compared to $81.5 million for the three months ended June 30, 2018. The decrease in same store NOI for the three months ended June 30, 2019 is largely attributable to increased rental abatements, lower NOI at Crystal City Marriott, as a result of the ongoing room renovations, and an increase in assumed lease liability payments. The reported same store pools as of June 30, 2019 include only the assets that were in service for the entirety of both periods being compared. See page 52 for the definition of same store.

Under Construction
During the quarter ended June 30, 2019, there were eight assets under construction (four commercial assets and four multifamily assets), consisting of 821,099 square feet and 1,298 units, both at our share.

Near-Term Development
As of June 30, 2019, there were no assets in near-term development.

Future Development
As of June 30, 2019, there were 40 future development assets consisting of 18.7 million square feet of estimated potential density at our share, including the 4.1 million square feet held for sale to Amazon.


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Page 5


COMPANY PROFILE
JUNE 30, 2019
(Unaudited)





Company Overview

Equity Offering
In April 2019, we closed an underwritten public offering of 11.5 million common shares (including 1.5 million common shares related to the exercise of the underwriters' option to cover overallotments) at $42.00 per share, which generated net proceeds, after deducting the underwriting discounts and commissions and other offering expenses, of $472.8 million. We intend to use the net proceeds to fund development opportunities and for general corporate purposes.

Disposition Activity
In July 2019, we sold 1600 K Street, an 83,000 square foot commercial asset located in Washington DC, for $43.0 million.

Executive Officers
 
Company Snapshot as of June 30, 2019
 
 
 
 
 
W. Matthew Kelly
Chief Executive Officer and Trustee
 
Exchange/ticker
NYSE: JBGS
David P. Paul
President and Chief Operating Officer
 
Insider ownership (1)
approximately 8%
Stephen W. Theriot
Chief Financial Officer
 
Indicated annual dividend per share
$0.90
Kevin P. Reynolds
Chief Development Officer
 
Dividend yield
2.3%
Steven A. Museles
Chief Legal Officer
 
 
 
M. Moina Banerjee
Executive Vice President, Head of Capital Markets
 
Total Enterprise Value (dollars in billions, except share price)
 
 
 
 
Common share price
$39.34
 
 
 
Common shares and common limited partnership units ("OP Units")
   outstanding (in millions)
149.28
 
 
 
Total market capitalization
$5.87
 
 
 
Total consolidated and unconsolidated indebtedness at JBG SMITH share
1.97
 
 
 
Less: cash and cash equivalents at JBG SMITH share
(0.29)
 
 
 
Net debt
$1.68
 
 
 
Total Enterprise Value
$7.55
 
 
 
 
 
 
 
 
Net Debt / Total Enterprise Value
22.2%
 
 
 
 
 
 
(1)
Represents the percentage of all outstanding common shares of JBG SMITH Properties owned or represented by the Company’s trustees and executive officers as of the date of the annual proxy assuming that all OP Units are redeemed for shares and including the 11.5 million common shares issued in the underwritten public offering completed in April 2019.



 

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Page 6


FINANCIAL HIGHLIGHTS
JUNE 30, 2019
(Unaudited)



dollars in thousands, except per share data
Three Months Ended June 30, 2019
 
Six Months Ended June 30, 2019
 
 
 
 
Summary Financial Results
 
 
 
Total revenue
$
160,617

 
$
315,816

Net income (loss) attributable to common shareholders
$
(3,040
)
 
$
21,821

Per diluted common share
$
(0.03
)
 
$
0.16

Operating portfolio NOI
$
80,304

 
$
159,721

FFO attributable to operating partnership common units (1)
$
44,445

 
$
84,347

Per operating partnership common unit
$
0.30

 
$
0.59

Core FFO attributable to operating partnership common units (1)
$
61,437

 
$
111,693

Per operating partnership common unit
$
0.41

 
$
0.78

FAD attributable to the operating partnership common units (1)
 
$
37,520

 
$
64,660

FAD payout ratio
90.6
%
 
101.0
%
EBITDA attributable to operating partnership common units (1)
$
66,178

 
$
166,952

EBITDAre attributable to operating partnership common units (1)
$
65,843

 
$
127,584

Adjusted EBITDA attributable to operating partnership common units (1)
$
79,997

 
$
151,323

Net debt / total enterprise value (2)
22.2
%
 
22.2
%
Net debt to annualized adjusted EBITDA (2)
5.2x

 
5.5x

 
 
 
 
 
June 30, 2019
 
 
 
 
 
 
Debt Summary and Key Ratios (at JBG SMITH Share)
 
 
 
Total consolidated indebtedness (3)
$
1,653,538

 
 
Total consolidated and unconsolidated indebtedness (3)
$
1,966,224

 
 
Weighted average interest rates:
 
 
 
Variable rate debt
5.10
%
 
 
Fixed rate debt
4.16
%
 
 
Total debt
4.27
%
 
 
Cash and cash equivalents
$
289,554

 
 
____________________
(1)
Operating partnership common units include units owned by JBG SMITH Properties.
(2)
Includes the $472.8 million of net proceeds from the underwritten public offering completed in April 2019.
(3)
Net of premium/discount and deferred financing costs.


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Page 7


FINANCIAL HIGHLIGHTS - TRENDS
JUNE 30, 2019
(Unaudited)


 
 
Three Months Ended
dollars in thousands, except per share data, at JBG SMITH share
 
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
Commercial NOI (1)
 
$
59,735

$
59,304

$
65,462

$
71,314

$
75,311

Multifamily NOI (2)
 
20,569

20,357

20,078

19,615

19,324

Operating portfolio NOI (3)
 
$
80,304

$
79,661

$
85,540

$
90,929

$
94,635

Total Annualized NOI (4)
 
$
322,026

$
321,583

$
341,849

$
364,915

$
378,540

 
 
 
 
 
 
 
Net income (loss) attributable to common shareholders
 
$
(3,040
)
$
24,861

$
710

$
22,830

$
20,574

Per diluted common share
 
$
(0.03
)
$
0.20

$
(0.01
)
$
0.19

$
0.17

FFO attributable to operating partnership common units (3) (5)
 
$
44,445

$
39,902

$
44,834

$
49,246

$
42,522

Per operating partnership common unit
 
$
0.30

$
0.28

$
0.32

$
0.36

$
0.31

Core FFO attributable to operating partnership common units (3) (5)
$
61,437

$
50,256

$
56,948

$
59,256

$
62,305

Per operating partnership common unit
 
$
0.41

$
0.36

$
0.41

$
0.43

$
0.45

FAD attributable to operating partnership common units (5) (6)
 
$
37,520

$
27,140

$
20,736

$
45,019

$
57,568

FAD payout ratio
 
90.6
%
115.3
%
150.9
%
69.3
%
54.2
%
EBITDA attributable to operating partnership common units (3) (5)
 
$
66,178

$
100,774

$
97,503

$
102,109

$
101,211

EBITDAre attributable to operating partnership common units (3) (5)
$
65,843

$
61,741

$
70,555

$
74,683

$
67,815

Adjusted EBITDA attributable to operating partnership common units (3) (5)
 
$
79,997

$
71,326

$
82,608

$
83,842

$
87,226

Net debt / total enterprise value (7)
 
22.2
%
26.3
%
31.0
%
30.8
%
30.5
%
Net debt to annualized adjusted EBITDA (7)
 
5.2x

7.1x

6.5x

6.7x

6.3x

 
 
 
 
 
 
 
 
 
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
 
 
 
 
 
 
 
Number of Operating Assets
 
 
 
 
 
 
Commercial (1)
 
46

45

46

49

51

Multifamily (2)
 
16

16

16

16

16

Total
 
62

61

62

65

67

 
 
 
 
 
 
 
Operating Portfolio % Leased (8)
 
 
 
 
 
 
Commercial (1) (9)
 
90.3
%
90.2
%
89.6
%
87.1
%
87.5
%
Multifamily (2)
 
98.0
%
97.0
%
95.7
%
96.1
%
95.9
%
Weighted Average
 
92.3
%
92.0
%
91.2
%
89.4
%
89.5
%
 
 
 
 
 
 
 
Operating Portfolio % Occupied (10)
 
 
 
 
 
 
Commercial (1) (9)
 
86.0
%
85.6
%
85.5
%
85.4
%
86.0
%
Multifamily (2)
 
95.0
%
94.8
%
93.9
%
94.3
%
92.6
%
Weighted Average
 
88.4
%
88.1
%
87.7
%
87.6
%
87.7
%

See footnotes on page 9.

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Page 8


FINANCIAL HIGHLIGHTS - TRENDS
JUNE 30, 2019
(Unaudited)


Footnotes
Note: See appendices for reconciliations of non-GAAP financial measures to their respective comparable GAAP financial measures.

(1)
Beginning in Q4 2018, we renamed the Office portfolio to the Commercial portfolio and reclassified Vienna Retail, Stonebridge at Potomac Town Center and Crystal City Marriott from the Other portfolio to the Commercial portfolio. All prior periods have been restated to conform to the new presentation.
(2)
Beginning in Q4 2018, we reclassified North End Retail from the Other portfolio to the Multifamily portfolio. All prior periods have been restated to conform to the new presentation.
(3)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $2.2 million, $1.5 million and $1.5 million for Q4 2018, Q3 2018 and Q2 2018).
(4)
Beginning in Q3 2018, JBG SMITH revised the presentation of annualized NOI for Crystal City Marriott to reflect the trailing 12-month NOI due to the seasonality in the hospitality business.
(5)
Operating partnership common units include units owned by JBG SMITH Properties.
(6)
Since Q4 2018, FAD available to the Operating Partnership Common Units has been adversely impacted by increases in second generation tenant improvements and leasing commissions from the early renewal of several leases during the quarters. Additionally, Q4 2018 was further impacted by increases in recurring capital expenditures, which is consistent with historical seasonality trends.
(7)
Q2 2019 includes the $472.8 million of net proceeds from the underwritten public offering completed in April 2019.
(8)
Beginning in Q3 2018, JBG SMITH excludes storage square feet from the percent leased metric.
(9)
Crystal City Marriott and 1700 M Street are excluded from the percent leased and the percent occupied metrics.
(10)
Percent occupied excludes occupied retail square feet.



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Page 9


PORTFOLIO OVERVIEW

JUNE 30, 2019
(Unaudited)




 
 
 
 
100% Share
 
At JBG SMITH Share
 
 
Number of Assets
 
Square Feet/Units
 
Square Feet/Units
 
   %
Leased
 
% Occupied
 
Annualized
Rent
(in thousands)
 
Annualized Rent per Square Foot/Monthly Rent Per Unit (1)
Annualized NOI
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial (2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
In service
 
45

 
12,611,379

 
10,973,761

 
90.4
%
 
86.1
%
 
$
411,463

 
$
44.78

$
241,454

Recently delivered
 
1

 
215,194

 
105,435

 
79.3
%
 
74.3
%
 
4,277

 
54.58

(1,704
)
Total / weighted average
 
46

 
12,826,573

 
11,079,196

 
90.3
%
 
86.0
%
 
$
415,740

 
$
44.87

$
239,750

Multifamily
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
In service
 
16

 
6,321

 
4,537

 
98.0
%
 
95.0
%
 
$
116,090

 
$
2,144

$
82,276

 
 
 
 
 
 
 
 
 
 
88.1
%
 
 
 
 
 
Operating - Total / Weighted Average
 
62

 
12,826,573 SF/ 6,321 Units

 
11,079,196 SF/ 4,537 Units

 
92.3
%
 
88.4
%
 
$
531,830

 
$44.87 per SF/ $2,144 per unit

$
322,026

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Development (3)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Under Construction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial (4)
 
4

 
943,244

 
821,099

 
84.0
%
 
 
 
 
 
 
 
Multifamily
 
4

 
1,476

 
1,298

 
N/A

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Development - Total
 
8

 
943,244 SF/
1,476 Units

 
821,099 SF/
1,298 Units

 
84.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Future Development
 
40

 
21,921,200

 
18,667,300

 
 
 
 
 
 
 
 
 

_______________

(1)
For commercial assets, represents annualized office rent divided by occupied office square feet; annualized retail rent and retail square feet are excluded from this metric. For multifamily assets, represents monthly multifamily rent divided by occupied units; retail rent is excluded from this metric. Crystal City Marriott and 1700 M Street are excluded from annualized rent per square foot metrics. Occupied square footage may differ from leased square footage because leased square footage includes leases that have been signed but have not yet commenced.
(2)
Crystal City Marriott and 1700 M Street are excluded from percent leased, percent occupied, annualized rent, and annualized rent per square foot metrics.
(3)
Refer to pages 41-42 for detail on under construction and future development assets.
(4)
Includes JBG SMITH’s lease for approximately 84,400 square feet at 4747 Bethesda Avenue.


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Page 10


CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 2019
(Unaudited)







in thousands
June 30,
2019
 
December 31,
2018
 
 
 
 
ASSETS
 
Real estate, at cost:
 
 
 
Land and improvements
$
1,227,558

 
$
1,371,874

Buildings and improvements
3,717,356

 
3,722,930

Construction in progress, including land
859,717

 
697,930

 
5,804,631

 
5,792,734

Less accumulated depreciation
(1,093,665
)
 
(1,051,875
)
Real estate, net
4,710,966

 
4,740,859

Cash and cash equivalents
280,349

 
260,553

Restricted cash
16,429

 
138,979

Tenant and other receivables, net
51,787

 
46,568

Deferred rent receivable, net
162,641

 
143,473

Investments in unconsolidated real estate ventures
319,756

 
322,878

Other assets, net
296,916

 
264,994

Assets held for sale
168,431

 
78,981

TOTAL ASSETS
$
6,007,275

 
$
5,997,285

 
 
 
 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
 
 
 
Liabilities:
 
 
 
Mortgages payable, net
$
1,360,467

 
$
1,838,381

Unsecured term loans, net
296,952

 
297,129

Accounts payable and accrued expenses
140,132

 
130,960

Other liabilities, net
192,638

 
181,606

Liabilities related to assets held for sale

 
3,717

Total liabilities
1,990,189

 
2,451,793

Commitments and contingencies
 
 
 
Redeemable noncontrolling interests
574,228

 
558,140

Total equity
3,442,858

 
2,987,352

TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
$
6,007,275

 
$
5,997,285


_______________

Note: For complete financial statements, please refer to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.


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Page 11


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
JUNE 30, 2019
(Unaudited)




(Unaudited)
(In thousands)


in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
REVENUE
 
 
 
 
 
 
 
Property rentals
$
122,326

 
$
126,591

 
$
241,739

 
$
257,819

Third-party real estate services, including reimbursements
29,487

 
24,160

 
57,178

 
48,490

Other income
8,804

 
8,696

 
16,899

 
16,175

Total revenue
160,617

 
159,447

 
315,816

 
322,484

EXPENSES
 
 
 
 
 
 
 
Depreciation and amortization
45,995

 
48,117

 
94,714

 
97,277

Property operating
32,113

 
34,464

 
64,287

 
69,622

Real estate taxes
18,266

 
17,509

 
35,501

 
37,119

General and administrative:
 
 
 
 
 
 
 
Corporate and other
11,559

 
8,603

 
23,873

 
17,017

Third-party real estate services
28,710

 
21,189

 
56,776

 
43,798

Share-based compensation related to Formation Transaction and
special equity awards
9,523

 
9,097

 
20,654

 
18,525

Transaction and other costs
2,974

 
3,787

 
7,869

 
8,008

Total expenses
149,140

 
142,766

 
303,674

 
291,366

OTHER INCOME (EXPENSE)


 

 

 

Income (loss) from unconsolidated real estate ventures, net
(1,810
)
 
3,836

 
1,791

 
1,934

Interest and other income, net
2,052

 
513

 
3,003

 
1,086

Interest expense
(13,107
)
 
(18,027
)
 
(30,281
)
 
(37,284
)
Gain on sale of real estate

 
33,396

 
39,033

 
33,851

Loss on extinguishment of debt
(1,889
)
 
(4,457
)
 
(1,889
)
 
(4,457
)
Reduction of gain on bargain purchase

 
(7,606
)
 

 
(7,606
)
Total other income (expense)
(14,754
)
 
7,655

 
11,657

 
(12,476
)
INCOME (LOSS) BEFORE INCOME TAX (EXPENSE) BENEFIT
(3,277
)
 
24,336

 
23,799

 
18,642

Income tax (expense) benefit
(51
)
 
(313
)
 
1,121

 
595

NET INCOME (LOSS)
(3,328
)
 
24,023

 
24,920

 
19,237

Net (income) loss attributable to redeemable noncontrolling interests
288

 
(3,574
)
 
(3,099
)
 
(2,980
)
Net loss attributable to noncontrolling interests

 
125

 

 
127

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

EARNINGS (LOSS) PER COMMON SHARE:
 
 
 
 
 
 
 
Basic
$
(0.03
)
 
$
0.17

 
$
0.16

 
$
0.14

Diluted
$
(0.03
)
 
$
0.17

 
$
0.16

 
$
0.14

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING :
 
 
 
 
 
 
 
Basic
131,754

 
117,955

 
127,189

 
117,955

Diluted
131,754

 
117,955

 
127,189

 
117,955

___________________
Note: For complete financial statements, please refer to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.

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Page 12


UNCONSOLIDATED REAL ESTATE VENTURES
 
JUNE 30, 2019
(Unaudited)






in thousands, at JBG SMITH share
 
BALANCE SHEET INFORMATION
June 30, 2019
 
 
Total real estate, at cost
$
649,122

Less accumulated depreciation
(33,289
)
Real estate, net
615,833

Cash and cash equivalents
9,224

Other assets, net
43,440

Total assets
$
668,497

Borrowings, net
$
312,686

Other liabilities, net
48,012

Total liabilities
$
360,698


OPERATING INFORMATION
Three Months Ended June 30, 2019
 
Six Months Ended June 30, 2019
Total revenue
$
17,185

 
30,952

Expenses:
 
 
 
Depreciation and amortization
4,828

 
9,505

Property operating
8,240

 
15,937

Real estate taxes
1,598

 
2,905

Total expenses
14,666

 
28,347

Other income (expense):

 

Interest expense
(4,221
)
 
(7,897
)
Gain on the sale of unconsolidated real estate venture
335

 
335

Interest and other income, net
584

 
587

Loss before income tax expense
(783
)
 
(4,370
)
Income tax expense

 
(1
)
Net loss
$
(783
)
 
$
(4,371
)
Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture
232

 
6,673

Other
(1,259
)
 
(511
)
Income (loss) from unconsolidated real estate ventures, net
$
(1,810
)
 
$
1,791



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Page 13


OTHER TANGIBLE ASSETS AND LIABILITIES
JUNE 30, 2019
(Unaudited)



in thousands, at JBG SMITH share
June 30, 2019
 
 
Other Tangible Assets, Net (1) (2)
 
Restricted cash
$
20,235

Tenant and other receivables, net
55,741

Other assets, net
32,674

Total Other Tangible Assets, Net
$
108,650

 
 
Other Tangible Liabilities, Net (2) (3)
 
Accounts payable and accrued liabilities
$
165,239

Other liabilities, net
151,629

Total Other Tangible Liabilities, Net
$
316,868


____________________
(1)
Excludes cash and cash equivalents.
(2)
Excludes assets held for sale and liabilities related to assets held for sale.
(3)
Excludes debt.


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Page 14


EBITDA, EBITDAre AND ADJUSTED EBITDA (NON-GAAP)
JUNE 30, 2019
(Unaudited)





dollars in thousands
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
 
EBITDA, EBITDAre and Adjusted EBITDA
 
 
 
 
 
 
 
 
Net income (loss)

$
(3,328
)
 
$
24,023

 
$
24,920

 
$
19,237

Depreciation and amortization expense
 
45,995

 
48,117

 
94,714

 
97,277

Interest expense (1)
 
13,107

 
18,027

 
30,281

 
37,284

Income tax (expense) benefit
 
51

 
313

 
(1,121
)
 
(595
)
Unconsolidated real estate ventures allocated share of above adjustments
 
10,357

 
10,602

 
18,163

 
20,777

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 
(4
)
 
129

 
(5
)
 
129

EBITDA (2)
 
$
66,178

 
$
101,211

 
$
166,952

 
$
174,109

Gain on sale of real estate
 

 
(33,396
)
 
(39,033
)
 
(33,851
)
Gain on sale of unconsolidated real estate assets
 
(335
)
 

 
(335
)
 

EBITDAre (2)
 
$
65,843

 
$
67,815

 
$
127,584

 
$
140,258

Transaction and other costs (3)
 
2,974

 
3,787

 
7,869

 
8,008

Loss on extinguishment of debt
 
1,889

 
4,457

 
1,889

 
4,457

Reduction of gain on bargain purchase
 

 
7,606

 

 
7,606

Share-based compensation related to Formation Transaction and special equity awards
 
9,523

 
9,097

 
20,654

 
18,525

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (4)
 
(232
)
 
(5,412
)
 
(6,673
)
 
(5,412
)
Unconsolidated real estate ventures allocated share of above adjustments
 

 

 

 
30

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 

 
(124
)
 

 
(124
)
Adjusted EBITDA (2)
 
$
79,997

 
$
87,226

 
$
151,323

 
$
173,348

 
 
 
 
 
 
 
 
 
Net Debt to Annualized Adjusted EBITDA (5)
 
5.2x

 
6.3x

 
5.5x

 
6.3x

 
 
 
 
 
 
 
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
 
 
Net Debt (at JBG SMITH Share)
 
 
 
 
 
 
 
 
Consolidated indebtedness (6)
 
$
1,653,538

 
$
2,033,183

 
 
 
 
Unconsolidated indebtedness (6)
 
312,686

 
440,177

 
 
 
 
Total consolidated and unconsolidated indebtedness
1,966,224

 
2,473,360

 
 
 
 
Less: cash and cash equivalents
 
289,554

 
276,629

 
 
 
 
Net Debt (at JBG SMITH Share)
 
$
1,676,670

 
$
2,196,731

 
 
 
 
 
 
$
(0.29
)
 
 
 
 
 
 
____________________
Note: All EBITDA measures as shown above are attributable to operating partnership common units. EBITDAre for the six months ended June 30, 2018 was restated in compliance with the definition established by National Association of Real Estate Investment Trusts (“NAREIT”) in the NAREIT FFO White Paper - 2018 Restatement issued in 2018.
(1)
Interest expense includes the amortization of deferred financing costs and the ineffective portion of any interest rate swaps or caps, net of capitalized interest.
(2)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $1.5 million and $2.8 million for the three and six months ended June 30, 2018).
(3)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs and severance costs), demolition costs and costs related to other completed, potential and pursued transactions.
(4)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(5)
Net Debt to Annualized Adjusted EBITDA for the three and six months ended June 30, 2019 includes $472.8 million of net proceeds from the underwritten public offering completed in April 2019. Adjusted EBITDA for the three months ended June 30, 2019 and 2018 is annualized by multiplying by four. Adjusted EBITDA for the six months ended June 30, 2019 and 2018 is annualized by multiplying by two.
(6)
Net of premium/discount and deferred financing costs.

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Page 15


FFO, CORE FFO AND FAD (NON-GAAP)
JUNE 30, 2019
(Unaudited)





in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
FFO and Core FFO
 
 
 
 
 
 
 
Net income (loss) attributable to common shareholders
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

Net income (loss) attributable to redeemable noncontrolling interests
(288
)
 
3,574

 
3,099

 
2,980

Net loss attributable to noncontrolling interests

 
(125
)
 

 
(127
)
Net income (loss)
(3,328
)
 
24,023

 
24,920

 
19,237

Gain on sale of real estate

 
(33,396
)
 
(39,033
)
 
(33,851
)
Gain on sale of unconsolidated real estate assets
(335
)
 

 
(335
)
 

Real estate depreciation and amortization
43,308

 
45,587

 
89,343

 
92,226

Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures
4,804

 
6,179

 
9,457

 
12,615

Net (income) loss attributable to noncontrolling interests in consolidated real estate ventures
(4
)
 
129

 
(5
)
 
131

FFO Attributable to Operating Partnership Common Units (1)
$
44,445

 
$
42,522

 
$
84,347

 
$
90,358

FFO attributable to redeemable noncontrolling interests
(5,014
)
 
(6,299
)
 
(9,797
)
 
(13,426
)
FFO attributable to common shareholders (1)
$
39,431

 
$
36,223

 
$
74,550

 
$
76,932

 
 
 
 
 
 
 
 
FFO attributable to the operating partnership common units
$
44,445

 
$
42,522

 
$
84,347

 
$
90,358

Transaction and other costs, net of tax (2)
2,847

 
3,394

 
7,473

 
7,530

(Gain) loss from mark-to-market on derivative instruments
524

 
(432
)
 
48

 
(1,551
)
Share of (gain) loss from mark-to-market on derivative instruments held by unconsolidated real estate ventures
1,153

 
(90
)
 
1,380

 
(432
)
Loss on extinguishment of debt, net of noncontrolling interests
1,889

 
4,333

 
1,889

 
4,333

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (3)
(232
)
 
(5,412
)
 
(6,673
)
 
(5,412
)
Reduction of gain on bargain purchase

 
7,606

 

 
7,606

Share-based compensation related to Formation Transaction and special equity awards
9,523

 
9,097

 
20,654

 
18,525

Amortization of management contracts intangible, net of tax
1,288

 
1,287

 
2,575

 
2,573

Core FFO Attributable to Operating Partnership Common Units (1)
$
61,437

 
$
62,305

 
$
111,693

 
$
123,530

Core FFO attributable to redeemable noncontrolling interests
(6,931
)
 
(9,229
)
 
(12,955
)
 
(18,266
)
Core FFO attributable to common shareholders (1)
$
54,506

 
$
53,076

 
$
98,738

 
$
105,264

FFO per diluted common share
$
0.30

 
$
0.31

 
$
0.59

 
$
0.65

Core FFO per diluted common share
$
0.41

 
$
0.45

 
$
0.78

 
$
0.89

Weighted average diluted shares
131,754

 
117,955

 
127,189

 
117,955

FAD
 
 
 
 
 
 
 
Core FFO attributable to the operating partnership common units
$
61,437

 
$
62,305

 
$
111,693

 
$
123,530

Recurring capital expenditures and second generation tenant improvements and leasing commissions
(20,076
)
 
(11,057
)
 
(42,373
)
 
(17,154
)
Straight-line and other rent adjustments (4)
(8,739
)
 
(1,216
)
 
(15,547
)
 
(2,291
)
Share of straight-line rent from unconsolidated real estate ventures
(1,473
)
 
189

 
(1,608
)
 
348

Third-party lease liability assumption payments
(1,183
)
 
(619
)
 
(2,319
)
 
(1,091
)
Share of third party lease liability assumption payments for unconsolidated real estate ventures

 

 

 
(50
)
Share-based compensation expense
5,694

 
5,941

 
11,024

 
10,217

Amortization of debt issuance costs
875

 
1,201

 
1,845

 
2,365

Share of amortization of debt issuance costs from unconsolidated real estate ventures
69

 
66

 
117

 
135

Non-real estate depreciation and amortization
916

 
758

 
1,828

 
1,507

FAD available to the Operating Partnership Common Units (A) (5)
$
37,520

 
$
57,568

 
$
64,660

 
$
117,516

Distributions to common shareholders and unitholders (6) (B)
$
34,006

 
$
31,197

 
$
65,290

 
$
62,394

FAD Payout Ratio (B÷A) (7)
90.6
%
 
54.2
%
 
101.0
%
 
53.1
%
See footnotes on page 17.

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Page 16


FFO, CORE FFO AND FAD (NON-GAAP)
JUNE 30, 2019
(Unaudited)





in thousands, except per share data
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
Capital Expenditures
 
 
 
 
 
 
 
Maintenance and recurring capital expenditures
$
7,252

 
$
3,989

 
$
12,747

 
$
6,672

Share of maintenance and recurring capital expenditures from unconsolidated real estate ventures
252

 
250

 
340

 
1,399

Second generation tenant improvements and leasing commissions
12,357

 
6,273

 
28,512

 
8,166

Share of second generation tenant improvements and leasing commissions from unconsolidated real estate ventures
215

 
545

 
774

 
917

Recurring capital expenditures and second generation tenant improvements and leasing commissions
20,076

 
11,057

 
42,373

 
17,154

First generation tenant improvements and leasing commissions
18,996

 
6,676

 
25,193

 
10,861

Share of first generation tenant improvements and leasing commissions from unconsolidated real estate ventures
419

 
1,391

 
652

 
2,386

Non-recurring capital expenditures
5,470

 
3,765

 
12,192

 
7,131

Share of non-recurring capital expenditures from unconsolidated joint ventures
30

 
142

 
30

 
762

Non-recurring capital expenditures
24,915

 
11,974

 
38,067

 
21,140

Total JBG SMITH Share of Capital Expenditures
$
44,991

 
$
23,031

 
$
80,440

 
$
38,294

_______________
Note: FFO attributable to operating partnership common units and FFO attributable to common shareholders for the six months ended June 30, 2018 were restated in compliance with the definition established by NAREIT in the NAREIT FFO White Paper - 2018 Restatement issued in 2018.
(1)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $1.5 million and $2.8 million for the three and six months ended June 30, 2018).
(2)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs, and severance costs), demolition costs and costs related to other completed, potential and pursued transactions.
(3)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(4)
Includes straight-line rent, above/below market lease amortization and lease incentive amortization.
(5)
The decline in FAD available to the Operating Partnership Common Units was attributable to a significant increase in second generation tenant improvements and leasing commissions from the early renewal of several leases during the three and six months ended June 30, 2019.
(6)
The distribution for the six months ended June 30, 2019 excludes a special dividend of $0.10 per common share that was paid in January 2019.
(7)
The FAD payout ratio on a quarterly basis is not necessarily indicative of an amount for the full year due to fluctuation in timing of capital expenditures, the commencement of new leases and the seasonality of our operations.

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Page 17


THIRD-PARTY ASSET MANAGEMENT AND REAL ESTATE
   SERVICES BUSINESS (NON-GAAP)
JUNE 30, 2019
(Unaudited)




dollars in thousands, at JBG SMITH share

Three Months Ended June 30, 2019
 
Source of Revenue
 
 
Third-Party Management

JBG SMITH
JV Partner (1)
JBG Legacy
Funds
Total
 
 
 
 
 
Service Revenue
 
 
 
 
Property management fees
$
2,717

$
1,134

$
1,509

$
5,360

Asset management fees

548

2,925

3,473

Leasing fees
827

204

61

1,092

Development fees
892

419

1,233

2,544

Construction management fees
108

230

137

475

Other service revenue
469

989

161

1,619

Total Revenue (2)
$
5,013

$
3,524

$
6,026

$
14,563

Pro Rata adjusted general and administrative expense: third-party real estate services (3)
 
 
 
(12,128
)
Total Services Revenue Less Allocated General and Administrative Expenses (4) 
 




$
2,435


____________________
(1)
Service revenues from joint ventures are calculated on an asset-by-asset basis by applying our real estate venture partners’ respective economic interests to the fees we earned from each consolidated and unconsolidated real estate venture.
(2)
Included in “Third-party real estate services, including reimbursements” in our consolidated statement of operations are $14.2 million of reimbursement revenue and $0.7 million of service revenue from our economic interest in consolidated and unconsolidated real estate ventures that are excluded from this table.
(3)
Our personnel perform services for wholly owned properties and properties we manage on behalf of third parties, real estate ventures and JBG Legacy Funds.
We allocate personnel and other costs to wholly owned properties (included in "Property operating expenses" and "General and administrative expense: corporate and other" in our consolidated statement of operations) and to properties owned by the third parties, real estate ventures and JBG Legacy Funds (included in "General and administrative expense: third-party real estate services" in our consolidated statement of operations) using estimates of the time spent performing services related to properties in the respective portfolios and other allocation methodologies.
Allocated general and administrative expenses related to real estate ventures are calculated on an asset-by-asset basis by applying our real estate venture partners’ respective economic interests to the total general and administrative expenses allocated to each asset. See "pro rata adjusted general and administrative expenses" on the next page for a reconciliation of "G&A: third-party real estate services" to "Pro Rata adjusted general and administrative expense: third-party real estate services."
(4)
Services revenue, excluding reimbursement revenue and service revenue from our economic interest in consolidated and unconsolidated real estate ventures, less allocated general and administrative expenses. Management uses this measure as a supplemental performance measure for its third-party asset management and real estate services business and believes it provides useful information to investors because it reflects only those revenue and expense items incurred by the Company and can be used to assess the profitability of the third-party asset management and real estate services business.




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Page 18


PRO RATA ADJUSTED GENERAL AND ADMINISTRATIVE EXPENSES
   (NON-GAAP)
JUNE 30, 2019
(Unaudited)




dollars in thousands
Three Months Ended June 30, 2019
 
Per Statement of Operations
Adjustments (1)
Pro Rata Adjusted
 
A
B
C
 
 
 
 
 
 
General and Administrative Expenses
 
 
 
 
 
Corporate and other
$
11,559

$

$

$
2,401

$
13,960

Third-party real estate services
28,710


(14,230
)
(2,401
)
12,079

Share-based compensation related to Formation Transaction
and special equity awards
9,523

(9,523
)



Total
$
49,792

$
(9,523
)
$
(14,230
)
$

$
26,039


_______________

(1)
Adjustments:
A - Removes share-based compensation related to the Formation Transaction and special equity awards.
B - Removes $14.2 million of G&A expenses reimbursed by third-party owners of real estate we manage related to revenue which has been excluded from Service Revenue on page 18. Revenue from reimbursements is included in "Third-party real estate services, including reimbursements" in our consolidated statement of operations.
C - Reflects an adjustment to allocate our share of G&A expenses of unconsolidated real estate ventures from "Third-party real estate services" to "Corporate and other" and our consolidated real estate venture partners' share of G&A expenses from "Corporate and other" to "Third-party real estate services."


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Page 19


OPERATING ASSETS

JUNE 30, 2019
(Unaudited)





dollars in thousands, at JBG SMITH share
 
 
 
 
Plus: Signed But Not Yet Commenced Leases
Adjusted
Annualized NOI
 
 
 
Q2 2019
NOI
Annualized NOI
 
% Occupied
 
 
 
 
 
 
 
 
Commercial (1)
 
 
 
 
 
 
DC
91.6
%
 
$
12,991

$
51,964

$
1,281

$
53,245

VA
84.7
%
 
43,881

176,334

22,254

198,588

MD
85.8
%
 
2,863

11,452

989

12,441

Total / weighted average
86.0
%
 
$
59,735

$
239,750

$
24,524

$
264,274

 
 
 
 
 
 
 
Multifamily
 
 
 
 
 
 
DC
93.1
%
 
$
6,588

$
26,352

$
95

$
26,447

VA
95.6
%
 
12,342

49,368


49,368

MD
96.0
%
 
1,639

6,556


6,556

Total / weighted average
95.0
%
 
$
20,569

$
82,276

$
95

$
82,371

 
 
 
 
 
 
 
Total / Weighted Average
88.4
%
 
$
80,304

$
322,026

$
24,619

$
346,645


____________________
(1)
Crystal City Marriott and 1700 M Street are excluded from the percent occupied metric.











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Page 20


SUMMARY & SAME STORE NOI (NON-GAAP)
JUNE 30, 2019
(Unaudited)






dollars in thousands
 
100% Share
 
At JBG SMITH Share
 
 
 
 
 
 
 
 
 
 
 
 
NOI for the Three Months Ended June 30,
 
 
Number of Assets
 
Square Feet/Units
 
Square Feet/Units
 
%
Leased (1)
 
%
Occupied
(1)
 
2019
 
2018
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same Store (2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
14

 
 2,573,585 SF/
1,541 Units

 
 1,863,544 SF/
857 Units

 
95.0
%
 
93.2
%
 
$
18,180

 
$
19,305

 
(5.8
)%
VA
 
32

 
 8,559,681 SF/
3,202 Units

 
 7,683,477 SF/
2,891 Units

 
91.4
%
 
86.6
%
 
51,311

 
58,590

 
(12.4
)%
MD
 
9

 
 551,815 SF/
1,287 Units

 
 500,442 SF/
498 Units

 
93.1
%
 
90.4
%
 
4,502

 
3,594

 
25.3
 %
Total / weighted average
55

 
 11,685,081 SF/
6,030 Units

 
 10,047,463 SF/
4,246 Units

 
92.2
%
 
88.1
%
 
$
73,993

 
$
81,489

 
(9.2
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-Same Store (3)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
3

 
 249,194 SF/
291 Units

 
 139,435 SF/
291 Units

 
89.1
%
 
84.4
%
 
$
1,399

 
$
5,509

 
(74.6
)%
VA
 
4

 
 892,298 SF

 
 892,298 SF

 
95.3
%
 
95.2
%
 
4,912

 
7,102

 
(30.8
)%
MD
 

 

 

 

 

 

 

 

Total / weighted average
7

 
 1,141,492 SF/
291 Units

 
 1,031,733 SF/
291 Units

 
93.6
%
 
92.2
%
 
$
6,311

 
$
12,611

 
(50.0
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Operating Portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
17

 
 2,822,779 SF/
1,832 Units

 
 2,002,979 SF/
1,148 Units

 
94.4
%
 
92.1
%
 
$
19,579

 
$
24,814

 
(21.1
)%
VA
 
36

 
 9,451,979 SF/
3,202 Units

 
 8,575,775 SF/
2,891 Units

 
91.7
%
 
87.2
%
 
56,223

 
65,692

 
(14.4
)%
MD
 
9

 
 551,815 SF/
1,287 Units

 
 500,442 SF/
498 Units

 
93.1
%
 
90.4
%
 
4,502

 
3,594

 
25.3
 %
Operating Portfolio -
   Total / Weighted Average
62

 
 12,826,573 SF/
6,321 Units

 
 11,079,196 SF/
4,537 Units

 
92.3
%
 
88.4
%
 
$
80,304

 
$
94,100

 
(14.7
)%
_______________

(1)
Crystal City Marriott and 1700 M Street are excluded from the percent leased and percent occupied metrics.
(2)
Same store refers to the pool of assets that were in service for the entirety of both periods being compared, except for assets for which significant redevelopment, renovation, or repositioning occurred during either of the periods being compared.
(3)
The decrease in non-same store NOI is primarily attributable to lost income from disposed assets.

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Page 21


SUMMARY & SAME STORE NOI (NON-GAAP)
JUNE 30, 2019
(Unaudited)






dollars in thousands
 
100% Share
 
At JBG SMITH Share
 
 
 
 
 
 
 
 
 
 
 
 
NOI for the Six Months Ended June 30,
 
 
Number of Assets
 
Square Feet/Units
 
Square Feet/Units
 
%
Leased (1)
 
%
Occupied (1)
 
2019
 
2018
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same Store (2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
14

 
 2,573,585 SF/
1,541 Units

 
 1,863,544 SF/
857 Units

 
95.0
%
 
93.2
%
 
$
35,486

 
$
39,498

 
(10.2
)%
VA
 
32

 
 8,559,681 SF/
3,202 Units

 
 7,683,477 SF/
2,891 Units

 
91.4
%
 
86.6
%
 
103,177

 
115,630

 
(10.8
)%
MD
 
9

 
 551,815 SF/
1,287 Units

 
 500,442 SF/
498 Units

 
93.1
%
 
90.4
%
 
8,337

 
7,741

 
7.7
 %
Total / weighted average
55

 
 11,685,081 SF/
6,030 Units

 
 10,047,463 SF/
4,246 Units

 
92.2
%
 
88.1
%
 
$
147,000

 
$
162,869

 
(9.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-Same Store (3)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
3

 
 249,194 SF/
291 Units

 
 139,435 SF/
291 Units

 
89.1
%
 
84.4
%
 
$
2,783

 
$
12,121

 
(77.0
)%
VA
 
4

 
 892,298 SF

 
 892,298 SF

 
95.3
%
 
95.2
%
 
9,938

 
15,098

 
(34.2
)%
MD
 

 

 

 

 

 

 

 

Total / weighted average
7

 
 1,141,492 SF/
291 Units

 
 1,031,733 SF/
291 Units

 
93.6
%
 
92.2
%
 
$
12,721

 
$
27,219

 
(53.3
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Operating Portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
17

 
 2,822,779 SF/
1,832 Units

 
 2,002,979 SF/
1,148 Units

 
94.4
%
 
92.1
%
 
$
38,269

 
$
51,619

 
(25.9
)%
VA
 
36

 
 9,451,979 SF/
3,202 Units

 
 8,575,775 SF/
2,891 Units

 
91.7
%
 
87.2
%
 
113,115

 
130,728

 
(13.5
)%
MD
 
9

 
 551,815 SF/
1,287 Units

 
 500,442 SF/
498 Units

 
93.1
%
 
90.4
%
 
8,337

 
7,741

 
7.7
 %
Operating Portfolio -
   Total / Weighted Average
62

 
 12,826,573 SF/
6,321 Units

 
 11,079,196 SF/
4,537 Units

 
92.3
%
 
88.4
%
 
$
159,721

 
$
190,088

 
(16.0
)%

See footnotes on page 21.


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Page 22


SUMMARY NOI (NON-GAAP)
JUNE 30, 2019
(Unaudited)





dollars in thousands
NOI for the Three Months Ended June 30, 2019 at JBG SMITH Share
 
Consolidated (6)
Unconsolidated
 
Commercial (6)
Multifamily
Total
Number of operating assets
45

17

 
46

16

62

Property rentals (1)
$
103,542

$
7,881

 
$
82,982

$
28,441

$
111,423

Tenant expense reimbursement
9,135

726

 
7,804

2,057

9,861

Other revenue
9,899

979

 
8,942

1,936

10,878

Total revenue
122,576

9,586

 
99,728

32,434

132,162

 
 
 
 
 
 
 
Operating expenses
(46,701
)
(4,490
)
 
(39,331
)
(11,860
)
(51,191
)
Ground rent expense
(662
)
(5
)
 
(662
)
(5
)
(667
)
Total expenses
(47,363
)
(4,495
)
 
(39,993
)
(11,865
)
(51,858
)
 
 
 
 
 
 
 
NOI (1)
$
75,213

$
5,091

 
$
59,735

$
20,569

$
80,304

 
 
 
 
 
 
 
Annualized NOI
$
301,662

$
20,364

 
$
239,750

$
82,276

$
322,026

Additional Information
 
 
 
 
 
 
Free rent (at 100% share)
$
8,408

$
3,363

 
$
11,364

$
407

$
11,771

Free rent (at JBG SMITH share)
$
8,408

$
1,214

 
$
9,383

$
239

$
9,622

Annualized free rent (at JBG SMITH share) (2)
$
33,632

$
4,856

 
$
37,532

$
956

$
38,488

Payments associated with assumed lease liabilities (at 100% share)
$
1,184

$

 
$
1,184

$

$
1,184

Payments associated with assumed lease liabilities (at JBG SMITH share)
$
1,184

$

 
$
1,184

$

$
1,184

Annualized payments associated with assumed lease liabilities (at JBG SMITH share)(3)
$
4,736

$

 
$
4,736

$

$
4,736

% occupied (at JBG SMITH share) (4)
88.4
%
88.2
%
 
86.0
%
95.0
%
88.4
%
Annualized base rent of signed leases, not commenced (at 100% share) (5)
$
23,304

$
2,816

 
$
26,025

$
95

$
26,120

Annualized base rent of signed leases, not commenced (at JBG SMITH share) (5)
$
23,304

$
1,315

 
$
24,524

$
95

$
24,619

___________________

(1)
Property rentals excludes straight-line rent adjustments, and other GAAP adjustments, and include payments associated with assumed lease liabilities. NOI excludes approximately $4.2 million of related party management fees at JBG SMITH's share. See definition of NOI on page 51.
(2)
Represents JBG SMITH's share of free rent for the three months ended June 30, 2019 multiplied by four.
(3)
Represents JBG SMITH's share of payments associated with assumed lease liabilities for the three months ended June 30, 2019 multiplied by four.
(4)
Crystal City Marriott and 1700 M Street are excluded from the percent occupied metric.
(5)
Represents monthly base rent before free rent and straight-line rent adjustments, plus estimated tenant reimbursements for the month in which the lease commences, multiplied by 12. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent. Includes only leases for office and retail spaces that were vacant as of June 30, 2019.
(6)
Includes $2.2 million of annualized NOI from 1600 K Street, which was sold in July 2019.



                                

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Page 23


SUMMARY NOI - COMMERCIAL (NON-GAAP)

JUNE 30, 2019
(Unaudited)




dollars in thousands
NOI for the Three Months Ended June 30, 2019 at JBG SMITH Share
 
Consolidated (6)
Unconsolidated
 
DC (6)
VA
MD
Total
Number of operating assets
35

11

 
11

31

4

46

Property rentals (1)
$
77,344

$
5,638

 
$
18,520

$
60,618

$
3,844

$
82,982

Tenant expense reimbursement
7,202

602

 
2,672

4,791

341

7,804

Other revenue
8,119

823

 
1,774

6,533

635

8,942

Total revenue
92,665

7,063

 
22,966

71,942

4,820

99,728

 
 
 
 
 
 
 
 
Operating expenses
(35,604
)
(3,727
)
 
(9,842
)
(27,752
)
(1,737
)
(39,331
)
Ground rent expense
(662
)

 
(133
)
(309
)
(220
)
(662
)
Total expenses
(36,266
)
(3,727
)
 
(9,975
)
(28,061
)
(1,957
)
(39,993
)
 
 
 
 
 
 
 
 
NOI (1)
$
56,399

$
3,336

 
$
12,991

$
43,881

$
2,863

$
59,735

 
 
 
 
 
 
 
 
Annualized NOI
$
226,406

$
13,344

 
$
51,964

$
176,334

$
11,452

$
239,750

Additional Information
 
 
 
 
 
 
 
Free rent (at 100% share)
$
8,190

$
3,174

 
$
4,040

$
6,884

$
440

$
11,364

Free rent (at JBG SMITH share)
$
8,190

$
1,193

 
$
2,384

$
6,763

$
236

$
9,383

Annualized free rent (at JBG SMITH share) (2)
$
32,760

$
4,772

 
$
9,536

$
27,052

$
944

$
37,532

Payments associated with assumed lease liabilities (at 100% share)
$
1,184

$

 
$

$
1,184

$

$
1,184

Payments associated with assumed lease liabilities (at JBG SMITH share)
$
1,184

$

 
$

$
1,184

$

$
1,184

Annualized payments associated with assumed lease liabilities (at JBG SMITH share) (3)
$
4,736

$

 
$

$
4,736

$

$
4,736

% occupied (at JBG SMITH share) (4)
86.0
%
85.8
%
 
91.6
%
84.7
%
85.8
%
86.0
%
Annualized base rent of signed leases, not commenced (at 100% share) (5)
$
23,209

$
2,816

 
$
2,627

$
22,409

$
989

$
26,025

Annualized base rent of signed leases, not commenced (at JBG SMITH share) (5)
$
23,209

$
1,315

 
$
1,281

$
22,254

$
989

$
24,524

___________________

(1)
Property rentals excludes straight-line rent adjustments, and other GAAP adjustments, and include payments associated with assumed lease liabilities. NOI excludes approximately $3.1 million of related party management fees at JBG SMITH's share. See definition of NOI on page 51.
(2)
Represents JBG SMITH's share of free rent for the three months ended June 30, 2019 multiplied by four.
(3)
Represents JBG SMITH's share of payments associated with assumed lease liabilities for the three months ended June 30, 2019 multiplied by four.
(4)
Crystal City Marriott and 1700 M Street are excluded from the percent occupied metric.
(5)
Represents monthly base rent before free rent and straight-line rent adjustments, plus estimated tenant reimbursements for the month in which the lease commences, multiplied by 12. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent. Includes only leases for office and retail spaces that were vacant as of June 30, 2019.
(6)
Includes $2.2 million of annualized NOI from 1600 K Street, which was sold in July 2019.




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Page 24


SUMMARY NOI - MULTIFAMILY (NON-GAAP)
JUNE 30, 2019
(Unaudited)





dollars in thousands
NOI for the Three Months Ended June 30, 2019 at JBG SMITH Share
 
Consolidated
Unconsolidated
 
DC
VA
MD
Total
Number of operating assets
10

6

 
6

5

5

16

Property rentals (1)
$
26,198

$
2,243

 
$
8,928

$
17,086

$
2,427

$
28,441

Tenant expense reimbursement
1,933

124

 
688

1,297

72

2,057

Other revenue
1,780

156

 
429

1,368

139

1,936

Total revenue
29,911

2,523

 
10,045

19,751

2,638

32,434

 
 
 
 
 
 
 
 
Operating expenses
(11,097
)
(763
)
 
(3,457
)
(7,409
)
(994
)
(11,860
)
Ground rent expense

(5
)
 


(5
)
(5
)
Total expenses
(11,097
)
(768
)
 
(3,457
)
(7,409
)
(999
)
(11,865
)
 
 
 
 
 
 
 
 
NOI (1)
$
18,814

$
1,755

 
$
6,588

$
12,342

$
1,639

$
20,569

 
 
 
 
 
 
 
 
Annualized NOI
$
75,256

$
7,020

 
$
26,352

$
49,368

$
6,556

$
82,276

Additional Information
 
 
 
 
 
 
 
Free rent (at 100% share)
$
218

$
189

 
$
208

$
129

$
70

$
407

Free rent (at JBG SMITH share)
$
218

$
21

 
$
129

$
101

$
9

$
239

Annualized free rent (at JBG SMITH share) (2)
$
872

$
84

 
$
516

$
404

$
36

$
956

Payments associated with assumed lease liabilities (at 100% share)
$

$

 
$

$

$

$

Payments associated with assumed lease liabilities (at JBG SMITH share)
$

$

 
$

$

$

$

Annualized payments associated with assumed lease liabilities (at JBG SMITH share) (3)
$

$

 
$

$

$

$

% occupied (at JBG SMITH share) 
95.1
%
94.3
%
 
93.1
%
95.6
%
96.0
%
95.0
%
Annualized base rent of signed leases, not commenced (at 100% share) (4)
$
95


 
$
95



$
95

Annualized base rent of signed leases, not commenced (at JBG SMITH share) (4)
$
95


 
$
95



$
95

___________________

(1)
Property rentals excludes straight-line rent adjustments, and other GAAP adjustments, and include payments associated with assumed lease liabilities. NOI excludes approximately $1.1 million of related party management fees at JBG SMITH's share. See definition of NOI on page 51.
(2)
Represents JBG SMITH's share of free rent for the three months ended June 30, 2019 multiplied by four.
(3)
Represents JBG SMITH's share of payments associated with assumed lease liabilities for the three months ended June 30, 2019 multiplied by four.
(4)
Represents monthly base rent before free rent and straight-line rent adjustments, plus estimated tenant reimbursements for the month in which the lease commences, multiplied by 12. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent. Includes only leases for office and retail spaces that were vacant as of June 30, 2019.



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Page 25


NOI RECONCILIATIONS (NON-GAAP)
JUNE 30, 2019
(Unaudited)






dollars in thousands
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
 
 
Net income (loss) attributable to common shareholders
$
(3,040
)
 
$
20,574

 
$
21,821

 
$
16,384

Add:
 
 
 
 
 
 
 
Depreciation and amortization expense
45,995

 
48,117

 
94,714

 
97,277

General and administrative expense:
 
 
 
 
 
 
 
Corporate and other
11,559

 
8,603

 
23,873

 
17,017

Third-party real estate services
28,710

 
21,189

 
56,776

 
43,798

Share-based compensation related to Formation Transaction and
special equity awards
9,523

 
9,097

 
20,654

 
18,525

Transaction and other costs
2,974

 
3,787

 
7,869

 
8,008

Interest expense
13,107

 
18,027

 
30,281

 
37,284

Loss on extinguishment of debt
1,889

 
4,457

 
1,889

 
4,457

Reduction of gain on bargain purchase

 
7,606

 

 
7,606

Income tax expense (benefit)
51

 
313

 
(1,121
)
 
(595
)
Net income (loss) attributable to redeemable noncontrolling
interests
(288
)
 
3,574

 
3,099

 
2,980

Less:
 
 
 
 
 
 
 
Third-party real estate services, including reimbursements
29,487

 
24,160

 
57,178

 
48,490

Other income (1)
2,114

 
2,080

 
3,755

 
3,196

Income (loss) from unconsolidated real estate ventures, net
(1,810
)
 
3,836

 
1,791

 
1,934

Interest and other income, net
2,052

 
513

 
3,003

 
1,086

Gain on sale of real estate

 
33,396

 
39,033

 
33,851

Net loss attributable to noncontrolling interests

 
125

 

 
127

Consolidated NOI
78,637

 
81,234

 
155,095

 
164,057

NOI attributable to unconsolidated real estate ventures at our share
5,091

 
9,024

 
10,260

 
18,261

Non-cash rent adjustments (2)
(8,738
)
 
(1,237
)
 
(15,544
)
 
(2,333
)
Other adjustments (3)
3,758

 
3,623

 
7,083

 
7,839

Total adjustments
111

 
11,410

 
1,799

 
23,767

NOI
$
78,748

 
$
92,644

 
$
156,894

 
$
187,824

Less: out-of-service NOI loss (4)
(1,556
)
 
(1,456
)
 
(2,827
)
 
(2,264
)
Operating portfolio NOI
$
80,304

 
$
94,100

 
$
159,721

 
$
190,088

Non-same store NOI (5)
6,311

 
12,611

 
12,721

 
27,219

Same store NOI (6)
$
73,993

 
$
81,489

 
$
147,000

 
$
162,869

 
 
 
 
 
 
 
 
Change in same store NOI
(9.2
)%
 
 
 
(9.7
)%
 
 
Number of properties in same store pool
55

 
 
 
55

 
 
___________________

(1)
Excludes parking income of $6.7 million and $6.6 million for the three months ended June 30, 2019 and 2018, and $13.1 million and $13.0 million for the six months ended June 30, 2019 and 2018.
(2)
Adjustment to exclude straight-line rent, above/below market lease amortization and lease incentive amortization.
(3)
Adjustment to include other income and payments associated with assumed lease liabilities related to operating properties and to exclude commercial lease termination revenue.
(4)
Includes the results for our Under Construction assets and Future Development Pipeline.
(5)
Includes the results for properties that were not owned, operated and in service for the entirety of both periods being compared and properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared. The decrease in non-same store NOI is primarily attributable to lost income from disposed assets.
(6)
Includes the results of the properties that are owned, operated and in service for the entirety of both periods being compared except for properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.

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Page 26


LEASING ACTIVITY - OFFICE
JUNE 30, 2019
(Unaudited)




square feet in thousands
Three Months Ended June 30, 2019
 
Six Months Ended June 30, 2019
Square feet leased:
 
 

At 100% share
422

 
1,229

At JBG SMITH share
395

 
1,180

Initial rent (1)
$
44.82

 
$
44.92

Straight-line rent (2)
$
45.35

 
$
45.73

Weighted average lease term (years)
5.2

 
5.3

Weighted average free rent period (months)
3.3

 
2.9

Second generation space:
120

 
676

Square feet
275

 
504

Cash basis:
 
 
 
Initial rent (1)
$
44.04

 
$
44.50

Prior escalated rent
$
41.53

 
$
44.62

% change
6.0
%
 
(0.3
)%
GAAP basis:
 
 
 
Straight-line rent (2)
$
42.85

 
$
44.37

Prior straight-line rent
$
37.30

 
$
42.20

% change
14.9
%
 
5.1
 %
Tenant improvements:
 
 
 
Per square foot
$
24.80

 
$
34.45

Per square foot per annum
$
4.80

 
$
6.50

% of initial rent
10.7
%
 
14.5
 %
Leasing commissions:
 
 
 
Per square foot
$
6.32

 
$
4.94

Per square foot per annum
$
1.22

 
$
0.93

% of initial rent
2.7
%
 
2.1
 %
___________________
Note: At JBG SMITH share, unless otherwise indicated. The leasing activity and related statistics are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation space represents square footage that was vacant for less than nine months.
(1)
Represents the cash basis weighted average starting rent per square foot, which is generally indicative of market rents. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent. Most leases include free rent and periodic step-ups in rent which are not included in the initial cash basis rent per square foot but are included in the GAAP basis deferred rent per square foot.
(2)
Represents the GAAP basis weighted average rent per square foot that is recognized over the term of the respective leases, and includes the effect of free rent and fixed step-ups in rent.

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Page 27


NET EFFECTIVE RENT - OFFICE
JUNE 30, 2019
(Unaudited)




square feet in thousands, dollars per square feet, at JBG SMITH share
Trailing Five Quarter Average
 
Three Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
December 31, 2018
 
September 30, 2018
 
June 30, 2018
Square feet
523

 
395

 
785

 
741

 
378

 
319

Weighted average lease term (years)
7.3

 
5.2

 
5.4

 
10.2

 
7.0

 
8.6

Initial rent (1)
$
46.36

 
$
44.82

 
$
44.97

 
$
45.08

 
$
42.89

 
$
54.01

Base rent per annum (2)
$
53.97

 
$
50.73

 
$
49.34

 
$
57.48

 
$
44.43

 
$
67.89

Tenant improvements per annum
(5.98
)
 
(4.80
)
 
(7.32
)
 
(6.54
)
 
(3.77
)
 
(7.46
)
Leasing commissions per annum
(1.32
)
 
(1.22
)
 
(0.79
)
 
(1.93
)
 
(0.61
)
 
(2.03
)
Free rent per annum
(3.12
)
 
(2.42
)
 
(1.89
)
 
(3.69
)
 
(3.55
)
 
(4.05
)
Net Effective Rent
$
43.56

 
$
42.29

 
$
39.34

 
$
45.32

 
$
36.50

 
$
54.35

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
Square feet
78

 
21

 
33

 
72

 
88

 
175

Initial rent (1)
$
62.19

 
$
65.10

 
$
53.40

 
$
76.45

 
$
49.73

 
$
66.29

Net effective rent
$
56.68

 
$
66.17

 
$
39.41

 
$
70.85

 
$
42.34

 
$
64.65

 
 
 
 
 
 
 
 
 
 
 
 
VA
 
 
 
 
 
 
 
 
 
 
 
Square feet
422

 
338

 
717

 
658

 
282

 
115

Initial rent (1)
$
41.71

 
$
43.38

 
$
44.03

 
$
41.83

 
$
41.08

 
$
38.20

Net effective rent
$
36.69

 
$
38.96

 
$
38.18

 
$
41.85

 
$
33.86

 
$
30.61

 
 
 
 
 
 
 
 
 
 
 
 
MD
 
 
 
 
 
 
 
 
 
 
 
Square feet
24

 
36

 
35

 
10

 
8

 
28

Initial rent (1)
$
41.94

 
$
46.62

 
$
56.36

 
$
32.24

 
$
31.75

 
$
42.70

Net effective rent
$
36.73

 
$
40.22

 
$
58.53

 
$
27.21

 
$
20.30

 
$
37.38

____________________
Note: Leasing activity and related statistics are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation space represents square footage that was vacant for less than nine months.
(1)
Represents the cash basis weighted average starting rent per square foot, which is generally indicative of market rents. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent. Most leases include free rent and periodic step-ups in rent which are not included in the initial cash basis rent per square foot.
(2)
Represents the weighted average base rent before free rent, plus estimated tenant reimbursements that is recognized over the term of the respective leases, including the effect of fixed step-ups in rent, divided by square feet, and divided by years of lease term. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to base rent. Tenant reimbursements are estimated by escalating tenant reimbursements as of the respective reporting period, or management’s estimate thereof, by 2.75% annually through the lease expiration year.

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Page 28


LEASE EXPIRATIONS
JUNE 30, 2019
(Unaudited)




 
 
 
 
At JBG SMITH Share
Year of Lease Expiration
 
Number
of Leases
 

Square Feet
 
% of
Total
Square Feet
 
Annualized
Rent
(in thousands)
 
% of
Total
Annualized
Rent
 
Annualized
Rent Per
Square Foot
 
Estimated
Annualized
Rent Per
Square Foot at
Expiration
(1)
Month-to-Month
 
52

 
168,317

 
1.8
%
 
$
5,322

 
1.3
%
 
$
31.62

 
$
31.62

2019
 
66

 
377,399

 
3.9
%
 
14,437

 
3.4
%
 
38.25

 
38.72

2020
 
146

 
1,064,207

 
11.1
%
 
44,383

 
10.5
%
 
41.71

 
42.40

2021
 
118

 
911,841

 
9.5
%
 
42,656

 
10.1
%
 
46.78

 
47.83

2022
 
105

 
1,488,100

 
15.5
%
 
65,815

 
15.6
%
 
44.23

 
46.25

2023
 
91

 
534,185

 
5.6
%
 
23,078

 
5.5
%
 
43.20

 
47.41

2024
 
96

 
1,006,116

 
10.5
%
 
46,523

 
11.0
%
 
46.24

 
50.32

2025
 
55

 
419,407

 
4.4
%
 
16,731

 
4.0
%
 
39.89

 
45.06

2026
 
56

 
287,893

 
3.0
%
 
12,592

 
3.0
%
 
43.74

 
51.68

2027
 
47

 
436,644

 
4.6
%
 
18,875

 
4.5
%
 
43.23

 
51.87

Thereafter
 
119

 
2,878,082

 
30.1
%
 
132,552

 
31.1
%
 
46.06

 
59.69

 Total / Weighted Average
 
951

 
9,572,191

 
100.0
%
 
$
422,964

 
100.0
%
 
$
44.19

 
$
50.32

____________________
Note: Includes all in-place leases as of June 30, 2019 for office and retail space within JBG SMITH's operating portfolio and assuming no exercise of renewal options or early termination rights. The weighted average remaining lease term for the entire portfolio is 6.2 years.
(1)
Represents monthly base rent before free rent, plus tenant reimbursements, as of lease expiration multiplied by 12 and divided by square feet. Triple net leases are converted to a gross basis by adding tenant reimbursements to monthly base rent. Tenant reimbursements at lease expiration are estimated by escalating tenant reimbursements as of June 30, 2019, or management’s estimate thereof, by 2.75% annually through the lease expiration year.

 





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Page 29


SIGNED BUT NOT YET COMMENCED LEASES
JUNE 30, 2019
(Unaudited)





dollars in thousands, at JBG SMITH share
 
 
 
 
 
 
 
 
 
 
Total Annualized Estimated Rent (3)
 
Estimated Rent (1) for the Quarter Ending
Assets
 

C/U
(2)
 
 
September 30, 2019
 
December 31, 2019
 
March 31, 2020
 
June 30, 2020
 
September 30, 2020
 
December 31, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating
 
C
 
$
23,209

 
$
685

 
$
2,292

 
$
4,767

 
$
5,112

 
$
5,802

 
$
5,802

Operating
 
U
 
1,315

 
101

 
225

 
329

 
329

 
329

 
329

Under construction (4) 
 
C
 
30,403

 
314

 
3,056

 
4,211

 
4,211

 
4,211

 
6,326

Under construction
 
U
 
10,785

 

 
319

 
1,175

 
1,610

 
1,610

 
2,219

Total
 
 
 
$
65,712

 
$
1,100

 
$
5,892

 
$
10,482

 
$
11,262

 
$
11,952

 
$
14,676

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating
 
C
 
$
95

 
$

 
$
24

 
$
24

 
$
24

 
$
24

 
$
24

Under construction
 
C
 
3,625

 
31

 
292

 
663

 
861

 
906

 
906

Under construction
 
U
 
499

 

 

 

 
24

 
36

 
125

Total
 
 
 
$
4,219

 
$
31

 
$
316

 
$
687

 
$
909

 
$
966

 
$
1,055

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
$
69,931

 
$
1,131

 
$
6,208

 
$
11,169

 
$
12,171

 
$
12,918

 
$
15,731


____________________
Note: Includes only leases for office and retail spaces that were vacant as of June 30, 2019.
(1)
Represents contractual monthly base rent before free rent, plus estimated tenant reimbursements for the month in which the lease is estimated to commence, multiplied by the applicable number of months for each quarter based on the lease’s estimated commencement date. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent.
(2)
“C” denotes a consolidated interest. “U” denotes an unconsolidated interest.
(3)
Represents contractual monthly base rent before free rent, plus estimated tenant reimbursements for the month in which the lease is expected to commence, multiplied by 12. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to monthly base rent.
(4)
Commercial under construction consolidated includes annualized estimated rent of $4.8 million from JBG SMITH's lease at 4747 Bethesda Avenue, estimated to commence in Q4 2019.

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Page 30


TENANT CONCENTRATION
JUNE 30, 2019
(Unaudited)




dollars in thousands
 
 
 
At JBG SMITH Share
 
Tenant
 
Number of Leases
 

Square Feet
 
% of Total Square Feet
 
Annualized Rent
 
% of Total Annualized Rent
1

U.S. Government (GSA)
 
65

 
2,416,292

 
25.2
%
 
$
95,995

 
22.7
%
2

Gartner, Inc
 
1

 
348,847

 
3.6
%
 
22,720

 
5.4
%
3

Family Health International
 
3

 
295,977

 
3.1
%
 
15,287

 
3.6
%
4

Lockheed Martin Corporation
 
2

 
232,598

 
2.4
%
 
11,262

 
2.7
%
5

WeWork (1)
 
2

 
205,565

 
2.1
%
 
11,053

 
2.6
%
6

Amazon Services Inc
 
2

 
238,861

 
2.5
%
 
10,826

 
2.6
%
7

Arlington County
 
3

 
237,001

 
2.5
%
 
9,908

 
2.3
%
8

Accenture LLP
 
2

 
130,716

 
1.4
%
 
7,618

 
1.8
%
9

Greenberg Traurig LLP
 
1

 
101,602

 
1.1
%
 
7,138

 
1.7
%
10

Public Broadcasting Service
 
1

 
140,885

 
1.5
%
 
5,971

 
1.4
%
11

Chemonics International
 
2

 
111,520

 
1.2
%
 
4,489

 
1.1
%
12

Evolent Health LLC
 
1

 
90,905

 
0.9
%
 
4,328

 
1.0
%
13

U.S. Green Building Council
 
1

 
54,675

 
0.6
%
 
3,996

 
0.9
%
14

Conservation International Foundation
 
1

 
86,981

 
0.9
%
 
3,983

 
0.9
%
15

The International Justice Mission
 
1

 
74,481

 
0.8
%
 
3,886

 
0.9
%
16

Booz Allen Hamilton Inc
 
2

 
94,794

 
1.0
%
 
3,884

 
0.9
%
17

Cushman & Wakefield U.S. Inc
 
1

 
58,641

 
0.6
%
 
3,875

 
0.9
%
18

DRS Tech Inc dba Finmeccanica
 
2

 
82,852

 
0.9
%
 
3,767

 
0.9
%
19

The Urban Institute
 
1

 
68,620

 
0.7
%
 
3,702

 
0.9
%
20

American Diabetes Association
 
1

 
80,998

 
0.8
%
 
3,355

 
0.8
%
 
Other
 
856

 
4,419,380

 
46.2
%
 
185,921

 
44.0
%
 
Total
 
951

 
9,572,191

 
100.0
%
 
$
422,964

 
100.0
%
_______________
Note: Includes all in-place leases as of June 30, 2019 for office and retail space within JBG SMITH's operating portfolio. As signed but not yet commenced leases commence and tenants take occupancy, our tenant concentration will change.
(1) Excludes the WeLive lease at 2221 S. Clark Street.








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Page 31


INDUSTRY DIVERSITY
JUNE 30, 2019
(Unaudited)




dollars in thousands
 
 
 
At JBG SMITH Share
 
Industry
 
Number of Leases
 

Square Feet
 
% of Total
Square Feet
 
Annualized Rent
 
% of Total
Annualized Rent
1

Government
 
79

 
2,716,114

 
28.4
%
 
$
108,768

 
25.7
%
2

Business Services
 
142

 
1,536,346

 
16.1
%
 
76,473

 
18.1
%
3

Government Contractors
 
95

 
1,572,883

 
16.4
%
 
70,968

 
16.8
%
4

Member Organizations
 
79

 
926,495

 
9.7
%
 
44,052

 
10.4
%
5

Real Estate
 
48

 
479,369

 
5.0
%
 
22,778

 
5.4
%
6

Legal Services
 
34

 
259,050

 
2.7
%
 
14,555

 
3.4
%
7

Health Services
 
47

 
352,271

 
3.7
%
 
14,163

 
3.3
%
8

Food and Beverage
 
116

 
251,734

 
2.6
%
 
13,840

 
3.3
%
9

Communications
 
12

 
196,175

 
2.0
%
 
8,217

 
1.9
%
10

Educational Services
 
16

 
99,090

 
1.0
%
 
4,328

 
1.0
%
 
Other
 
283

 
1,182,664

 
12.4
%
 
44,822

 
10.7
%
 
Total
 
951

 
9,572,191

 
100.0
%
 
$
422,964

 
100.0
%
_______________
Note: Includes all in-place leases as of June 30, 2019 for office and retail space within JBG SMITH's operating portfolio.





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Page 32


PORTFOLIO SUMMARY
JUNE 30, 2019
(Unaudited)




 
 
Number
of Assets
 
Rentable
Square Feet
 
Number of
Units
(1)
 
Estimated
Potential Development
Density
(2)
 
 
 
 
 
 
 
 
 
Wholly Owned
 
 
 
 
 
 
 
 
Operating
 
45

 
13,935,188

 
4,213

 

Under construction
 
5

 
1,285,516

 
721

 

Future development
 
24

 

 

 
17,913,500

Total
 
74

 
15,220,704

 
4,934

 
17,913,500

 
 
 
 
 
 
 
 
 
Real Estate Ventures
 
 
 
 
 
 
 
 
Operating
 
17

 
4,456,929

 
2,108

 

Under construction
 
3

 
966,550

 
755

 

Future development
 
16

 

 

 
4,007,700

Total
 
36

 
5,423,479

 
2,863

 
4,007,700

 
 
 
 
 
 
 
 
 
Total Portfolio
 
110

 
20,644,183

 
7,797

 
21,921,200

 
 
 
 
 
 
 
 
 
Total Portfolio (at JBG SMITH Share)
 
110

 
16,922,022

 
5,835

 
18,667,300


____________________
Note: At 100% share, unless otherwise indicated.
(1)
For assets under construction, represents estimated number of units based on current design plans.
(2)
Includes estimated potential office, multifamily and retail development density.










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Page 33


PROPERTY TABLE - COMMERCIAL
JUNE 30, 2019
(Unaudited)




Commercial Assets
Submarket
%
Ownership

C/U
(1)
Same Store (2):
Q2 2018-2019 / YTD 2018-2019
Year Built /
Renovated
Total
Square Feet
Office
Square Feet
Retail
Square Feet
%
Leased
Office % Occupied
Retail % Occupied
Annualized
Rent
(in thousands)
Office
Annualized
Rent Per
Square
Foot (3)
Retail
Annualized
Rent Per
Square Foot (4)















DC














Universal Buildings
Uptown
100.0
%
C
Y / Y
1956 / 1990
659,896

568,821

91,075

98.4
%
98.2
%
99.6
%
$
32,947

$
50.07

$
55.01

2101 L Street
CBD
100.0
%
C
Y / Y
1975 / 2007
378,869

347,549

31,320

94.6
%
94.8
%
92.6
%
21,950

61.72

55.99

1730 M Street (5)
CBD
100.0
%
C
Y / Y
1964 / 1998
204,748

196,730

8,018

88.5
%
87.3
%
100.0
%
8,602

47.78

49.50

1600 K Street (6)
CBD
100.0
%
C
Y / Y
1950 / 2000
82,653

70,262

12,391

92.0
%
90.6
%
100.0
%
4,206

52.93

67.39

1700 M Street
CBD
100.0
%
C
N / N
N/A
34,000









L’Enfant Plaza Office-East (5)
Southwest
49.0
%
U
Y / Y
1972 / 2012
397,296

397,296


89.5
%
89.5
%

17,587

49.48


L’Enfant Plaza Office-North
Southwest
49.0
%
U
Y / Y
1969 / 2014
298,445

278,971

19,474

96.1
%
90.6
%
85.9
%
11,980

46.33

16.38

L’Enfant Plaza Retail (5)
Southwest
49.0
%
U
Y / Y
1968 / 2014
119,361

16,596

102,765

74.7
%
100.0
%
70.6
%
4,541

36.50

54.25

The Foundry
Georgetown
9.9
%
U
Y / Y
1973 / 2017
221,124

214,270

6,854

85.9
%
83.5
%
100.0
%
8,827

47.73

41.24

1101 17th Street
CBD
55.0
%
U
Y / Y
1964 / 1999
211,193

201,435

9,758

87.4
%
78.8
%
82.7
%
8,680

51.13

70.08
















VA














Courthouse Plaza 1 and 2 (5)
Clarendon/Courthouse
100.0
%
C
Y / Y
1989 / 2013
633,256

576,063

57,193

83.2
%
81.5
%
99.6
%
$
22,683

$
44.04

$
35.00

Central Place Tower (5)
Rosslyn
100.0
%
C
N / N
2018 / N/A
552,540

524,537

28,003

93.0
%
92.6
%
100.0
%
32,202

64.14

37.17

2121 Crystal Drive
National Landing
100.0
%
C
Y / Y
1985 / 2006
505,349

505,349


84.3
%
84.3
%

20,203

47.43


2345 Crystal Drive
National Landing
100.0
%
C
Y / Y
1988 / N/A
502,719

498,513

4,206

78.8
%
78.6
%
95.6
%
18,152

45.97

31.65

2231 Crystal Drive
National Landing
100.0
%
C
Y / Y
1987 / 2009
467,043

416,083

50,960

88.0
%
86.5
%
100.0
%
17,131

42.40

36.63

1550 Crystal Drive (7)
National Landing
100.0
%
C
Y / Y
1980 / 2001
451,673

451,673


96.0
%
87.7
%

15,700

39.62


RTC-West (7)
Reston
100.0
%
C
Y / Y
1988 / 2014
431,021

431,021


93.1
%
90.3
%

15,072

38.74


RTC-West Retail
Reston
100.0
%
C
N / N
2017 / N/A
40,025


40,025

91.9
%

91.9
%
2,404


65.33

2011 Crystal Drive
National Landing
100.0
%
C
Y / Y
1984 / 2006
439,466

432,704

6,762

88.6
%
87.5
%
49.7
%
16,270

42.48

56.74

2451 Crystal Drive
National Landing
100.0
%
C
Y / Y
1990 / N/A
398,329

386,639

11,690

71.7
%
71.0
%
95.5
%
12,001

42.23

36.60

1235 S. Clark Street
National Landing
100.0
%
C
Y / Y
1981 / 2007
383,910

335,564

48,346

91.9
%
86.1
%
100.0
%
12,915

41.32

20.05

241 18th Street S.
National Landing
100.0
%
C
Y / Y
1977 / 2013
359,596

333,106

26,490

92.9
%
66.6
%
91.5
%
9,139

38.38

25.58

251 18th Street S.
National Landing
100.0
%
C
Y / Y
1975 / 2013
342,295

293,124

49,171

99.3
%
100.0
%
95.0
%
13,951

42.24

33.56

1215 S. Clark Street
National Landing
100.0
%
C
Y / Y
1983 / 2002
336,159

333,546

2,613

100.0
%
100.0
%
100.0
%
10,864

32.31

33.51

201 12th Street S.
National Landing
100.0
%
C
Y / Y
1987 / N/A
329,813

318,688

11,125

91.4
%
91.1
%
100.0
%
10,772

35.53

40.79

800 North Glebe Road
Ballston
100.0
%
C
Y / Y
2012 / N/A
303,644

277,397

26,247

100.0
%
100.0
%
100.0
%
15,598

51.64

48.51

2200 Crystal Drive
National Landing
100.0
%
C
Y / Y
1968 / 2006
282,920

282,920


71.5
%
45.6
%

5,790

44.84


1901 South Bell Street
National Landing
100.0
%
C
Y / Y
1968 / 2008
276,987

275,063

1,924

96.2
%
96.1
%
100.0
%
10,573

39.92

8.95

1225 S. Clark Street
National Landing
100.0
%
C
Y / Y
1982 / 2013
276,966

264,116

12,850

94.8
%
49.5
%
100.0
%
5,193

37.79

19.28


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Page 34


PROPERTY TABLE - COMMERCIAL
JUNE 30, 2019
(Unaudited)




Commercial Assets
Submarket
%
Ownership

C/U
(1)
Same Store (2):
Q2 2018-2019 / YTD 2018-2019
Year Built /
Renovated
Total
Square Feet
Office
Square Feet
Retail
Square Feet
%
Leased
Office % Occupied
Retail % Occupied
Annualized
Rent
(in thousands)
Office
Annualized
Rent Per
Square
Foot (3)
Retail
Annualized
Rent Per
Square Foot (4)
Crystal City Marriott (345 Rooms)
National Landing
100.0
%
C
Y / Y
1968 / 2013
266,000






$

$

$

2100 Crystal Drive
National Landing
100.0
%
C
Y / Y
1968 / 2006
249,281

249,281


97.4
%
97.4
%

10,184

41.94


1800 South Bell Street
National Landing
100.0
%
C
N / N
1969 / 2007
215,828

191,349

24,479

100.0
%
100.0
%
100.0
%
8,732

44.41

9.58

200 12th Street S.
National Landing
100.0
%
C
Y / Y
1985 / 2013
202,736

202,736


86.7
%
81.7
%

7,372

44.53


2001 Richmond Highway (7) (8)
National Landing
100.0
%
C
N / N
1967 / N/A
83,905

83,905


100.0
%
100.0
%

2,937

35.00


Crystal City Shops at 2100
National Landing
100.0
%
C
Y / Y
1968 / 2006
59,574


59,574

89.6
%

89.6
%
784


14.69

Crystal Drive Retail
National Landing
100.0
%
C
Y / Y
2003 / N/A
56,965


56,965

85.1
%

85.1
%
2,753


56.76

Vienna Retail*
Vienna
100.0
%
C
Y / Y
1981 / N/A
8,584


8,584

100.0
%

100.0
%
468


54.58

Stonebridge at Potomac Town Center*
Prince William County
10.0
%
U
Y / Y
2012 / N/A
503,613


503,613

93.9
%

93.9
%
15,675


33.14

Pickett Industrial Park
Eisenhower Avenue
10.0
%
U
Y / Y
1973 / N/A
246,145

246,145


100.0
%
100.0
%

3,960

16.09


Rosslyn Gateway-North
Rosslyn
18.0
%
U
Y / Y
1996 / 2014
143,506

130,752

12,754

88.9
%
84.7
%
96.0
%
4,979

41.69

29.68

Rosslyn Gateway-South
Rosslyn
18.0
%
U
Y / Y
1961 / N/A
102,131

94,547

7,584

88.4
%
92.3
%
40.4
%
2,381

25.70

45.10


























MD














7200 Wisconsin Avenue
Bethesda CBD
100.0
%
C
Y / Y
1986 / 2015
268,272

251,320

16,952

83.1
%
76.0
%
100.0
%
$
10,232

$
48.42

$
57.84

One Democracy Plaza* (5)
Bethesda‑Rock Spring
100.0
%
C
Y / Y
1987 / 2013
212,894

210,756

2,138

96.9
%
96.9
%
100.0
%
6,639

32.19

29.60

4749 Bethesda Avenue Retail
Bethesda CBD
100.0
%
C
Y / Y
2016 / N/A
7,999


7,999

47.9
%

47.9
%
1,011


264.00

11333 Woodglen Drive
Rockville Pike Corridor
18.0
%
U
Y / Y
2004 / N/A
62,650

54,077

8,573

97.6
%
97.2
%
100.0
%
2,159

33.93

43.82


























Total / Weighted Average




12,611,379

10,942,904

1,368,475

90.6
%
86.5
%
92.4
%
$
466,199

$
44.09

$
38.77
















Recently Delivered














DC
























500 L'Enfant Plaza
Southwest
49.0
%
U
N / N
2019 / N/A
215,194

215,194


79.3
%
74.3
%

8,730

54.58






















Operating - Total / Weighted Average




12,826,573

11,158,098

1,368,475

90.4
%
86.2
%
92.4
%
$
474,929

$
44.26

$
38.77
















Under Construction














DC



















1900 N Street (5) (9)
CBD
55.0
%
U


271,433

258,931

12,502

69.9
%





VA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1770 Crystal Drive
National Landing
100.0
%
C
 
 
271,572

258,299

13,273

97.8
%
 
 
 
 
 
Central District Retail
National Landing
100.0
%
C
 
 
108,825


108,825

70.7
%
 
 
 
 
 

logoverticaltransbluea06.jpg
 
Page 35


PROPERTY TABLE - COMMERCIAL
JUNE 30, 2019
(Unaudited)




Commercial Assets
Submarket
%
Ownership

C/U
(1)
Same Store (2):
Q2 2018-2019 / YTD 2018-2019
Year Built /
Renovated
Total
Square Feet
Office
Square Feet
Retail
Square Feet
%
Leased
Office % Occupied
Retail % Occupied
Annualized
Rent
(in thousands)
Office
Annualized
Rent Per
Square
Foot (3)
Retail
Annualized
Rent Per
Square Foot (4)
MD



















4747 Bethesda Avenue (10)
Bethesda CBD
100.0
%
C


291,414

285,251

6,163

83.3
%





Under Construction - Total / Weighted Average




943,244

802,481

140,763

82.2
%




























Total / Weighted Average




13,769,817

11,960,579

1,509,238

89.8
%
























Totals at JBG SMITH Share














In service assets





10,973,761

9,855,160

818,601

90.4
%
86.1
%
93.3
%
$
411,463

$
44.78

$
41.29

Recently delivered assets





105,435

105,435


79.3
%
74.3
%

$
4,277

$
54.58

$

Operating assets





11,079,196

9,960,595

818,601

90.3
%
86.0
%
93.3
%
$
415,740

$
44.87

$
41.29

Under construction assets





821,099

685,962

135,137

84.0
%




















1,074,682.0




Number of Assets and Total Square Feet Reconciliation
 
 
 
 
Number of Assets
 
At 100% Share
 
At JBG SMITH Share
Operating Assets
 
 
Square Feet
 
Square Feet
Q1 2019
 
45

 
12,542,688

 
10,904,102

Placed into service (11)
 
1

 
361,401

 
251,642

Dispositions
 

 

 

Out-of-service adjustment (12)
 

 
(75,933
)
 
(75,933
)
Building re-measurements
 

 
(1,583
)
 
(615
)
Q2 2019
 
46

 
12,826,573

 
11,079,196




See footnotes on page 37.

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Page 36


PROPERTY TABLE - COMMERCIAL
JUNE 30, 2019
(Unaudited)




Footnotes
Note: At 100% share, unless otherwise noted. Excludes our 10% subordinated interest in three commercial buildings held through a real estate venture in which we have no economic interest.
* Not Metro-Served.

(1)
“C” denotes a consolidated interest. “U” denotes an unconsolidated interest.
(2)
“Y” denotes an asset as same store and “N” denotes an asset as non-same store.
(3)
Represents annualized office rent divided by occupied office square feet; annualized retail rent and retail square feet are excluded from this metric. Occupied office square footage may differ from leased office square footage because leased office square footage includes leases that have been signed but have not yet commenced.
(4)
Represents annualized retail rent divided by occupied retail square feet. Occupied retail square footage may differ from leased retail square footage because leased retail square footage includes leases that have been signed but have not yet commenced.
(5)
The following assets are subject to ground leases:
    
Commercial Asset
 
Ground Lease Expiration Date
1730 M Street
 
4/30/2061
L'Enfant Plaza Office - East
 
11/23/2064
L'Enfant Plaza Retail
 
11/23/2064
Courthouse Plaza 1 and 2
 
1/19/2062
Central Place Tower*
 
6/2/2102
One Democracy Plaza
 
11/17/2084
1900 N Street**
 
5/31/2106
* We have an option to purchase the ground lease at a fixed price. The ground lease has been recorded as a financing lease for accounting purposes; therefore, any expense is recorded as interest expense and excluded from NOI.
** Only a portion of the asset is subject to a ground lease.
(6)
In July 2019, we sold 1600 K Street for $43.0 million.
(7)
The following assets contain space that is held for development or not otherwise available for lease. This out-of-service square footage is excluded from area, leased, and occupancy metrics.
    
Commercial Asset
 
In-Service
Not Available
for Lease
1550 Crystal Drive
 
451,673

43,655

RTC - West
 
431,021

17,988

2001 Richmond Highway
 
83,905

75,933


(8)
In Q2 2019, 2001 Jefferson Davis Highway was renamed 2001 Richmond Highway.
(9)
Ownership percentage reflects expected dilution of JBG SMITH as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 59.9%.
(10)
Includes JBG SMITH’s lease for approximately 84,400 square feet.
(11)
In Q1 2019, we completed the construction of 500 L'Enfant Plaza. In Q2 2019, we placed 146,207 SF in service at 1800 South Bell Street due to the commenced Amazon lease.
(12)
In Q2 2019, we took 75,933 SF out of service at 2001 Richmond Highway.



logoverticaltransbluea06.jpg
 
Page 37


PROPERTY TABLE - MULTIFAMILY
JUNE 30, 2019
(Unaudited)




Multifamily Assets
Submarket
%
Ownership

C/U
(1)
Same Store (2):
Q2 2018-2019 / YTD 2018-2019
Year Built /
Renovated
Number
of
Units
Total
Square
Feet
Multifamily
Square
Feet
Retail
Square
Feet
% Leased
Multifamily
%
Occupied
Retail
%
Occupied
Annualized
Rent
(in thousands)

Monthly
Rent Per
Unit (3) (4)

Monthly
Rent Per
Square
Foot (4) (5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fort Totten Square
Brookland/Fort Totten
100.0
%
C
Y / Y
2015 / N/A
345

384,956

254,292

130,664

97.8
%
95.4
%
100.0
%
$
9,154

$
1,762

$
2.39

WestEnd25
West End
100.0
%
C
Y / Y
2009 / N/A
283

273,264

273,264


98.3
%
93.3
%

11,099

3,503

3.63

1221 Van Street
Ballpark/Southeast
100.0
%
C
N / N
2018 / N/A
291

225,530

202,715

22,815

93.7
%
89.7
%
93.1
%
8,583

2,396

3.44

North End Retail
U Street/Shaw
100.0
%
C
Y / Y
2015 / N/A

27,355


27,355

100.0
%
N/A

100.0
%
1,518

N/A

N/A

The Gale Eckington
H Street/NoMa
5.0
%
U
Y / Y
2013 / 2017
603

466,716

465,516

1,200

95.4
%
92.5
%
100.0
%
13,827

2,059

2.67

Atlantic Plumbing
U Street/Shaw
64.0
%
U
Y / Y
2015 / N/A
310

245,527

221,788

23,739

98.5
%
94.2
%
100.0
%
10,028

2,540

3.55

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
VA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RiverHouse Apartments
National Landing
100.0
%
C
Y / Y
1960 / 2013
1,676

1,327,551

1,324,889

2,662

97.9
%
95.1
%
100.0
%
$
34,180

$
1,783

$
2.26

The Bartlett
National Landing
100.0
%
C
Y / Y
2016 / N/A
699

619,372

577,295

42,077

98.4
%
95.7
%
100.0
%
22,835

2,668

3.23

220 20th Street
National Landing
100.0
%
C
Y / Y
2009 / N/A
265

271,476

269,913

1,563

98.5
%
94.7
%
100.0
%
7,948

2,621

2.57

2221 S. Clark Street
National Landing
100.0
%
C
Y / Y
1964 / 2016
216

164,743

164,743


100.0
%
100.0
%

3,516

N/A

N/A

Fairway Apartments*
Reston
10.0
%
U
Y / Y
1969 / 2005
346

370,850

370,850


97.9
%
95.1
%

6,665

1,688

1.58

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
MD
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Falkland Chase-South & West
Downtown Silver Spring
100.0
%
C
Y / Y
1938 / 2011
268

222,797

222,797


99.5
%
97.0
%

$
5,258

$
1,685

$
2.03

Falkland Chase-North
Downtown Silver Spring
100.0
%
C
Y / Y
1938 / 1986
170

112,229

112,229


97.2
%
94.7
%

2,849

1,475

2.23

Galvan
Rockville Pike Corridor
1.8
%
U
Y / Y
2015 / N/A
356

390,641

295,033

95,608

97.8
%
96.6
%
96.8
%
10,968

1,785

2.15

The Alaire (6)
Rockville Pike Corridor
18.0
%
U
Y / Y
2010 / N/A
279

266,673

251,691

14,982

98.4
%
95.0
%
100.0
%
6,085

1,742

1.93

The Terano (6) (7)
Rockville Pike Corridor
1.8
%
U
Y / Y
2015 / N/A
214

195,864

183,496

12,368

96.9
%
93.9
%
76.2
%
4,485

1,744

2.03

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating - Total / Weighted Average
 
 
 
 
6,321

5,565,544

5,190,511

375,033

97.8
%
94.8
%
98.0
%
$
158,998

$
2,070

$
2.52

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
Under Construction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
West Half
Ballpark/Southeast
100.0
%
C
 
 
465

388,174

346,415

41,759

 
 
 
 
 
 
965 Florida Avenue (8)
U Street/Shaw
96.1
%
C
 
 
433

336,092

290,296

45,796

 
 
 
 
 
 
Atlantic Plumbing C
U Street/Shaw
100.0
%
C
 
 
256

225,531

206,057

19,474

 
 
 
 
 
 

logoverticaltransbluea06.jpg
 
Page 38


PROPERTY TABLE - MULTIFAMILY
JUNE 30, 2019
(Unaudited)




Multifamily Assets
Submarket
%
Ownership

C/U
(1)
Same Store (2):
Q2 2018-2019 / YTD 2018-2019
Year Built /
Renovated
Number
of
Units
Total
Square
Feet
Multifamily
Square
Feet
Retail
Square
Feet
% Leased
Multifamily
%
Occupied
Retail
%
Occupied
Annualized
Rent
(in thousands)

Monthly
Rent Per
Unit (3) (4)

Monthly
Rent Per
Square
Foot (4) (5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
MD
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7900 Wisconsin Avenue
Bethesda CBD
50.0
%
U
 
 
322

359,025

338,990

20,035

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Under Construction - Total
 
 
 
 
1,476

1,308,822

1,181,758

127,064

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
7,797

6,874,366

6,372,269

502,097

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Totals at JBG SMITH Share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating assets
 
 
 
 
 
4,537

3,905,390

3,658,360

247,029

98.0
%
95.0
%
99.3
%
116,090

2,144

2.65

Under construction assets
 
 
 
 
 
1,298

1,116,337

1,001,058

115,279

 
 
 
 
 
 
Number of Assets and Total Square Feet/Units Reconciliation
 
 
 
 
Number of Assets
 
At 100% Share
 
At JBG SMITH Share
Operating Assets
 
 
Square Feet/Units
 
Square Feet/Units
Q1 2019
 
16

 
 5,559,959 SF/ 6,315 Units

 
 3,899,805 SF/
4,531 Units

Placed into service
 

 
 5,585 SF SF/ 6 Units

 
 5,585 SF SF/ 6 Units

Out-of-service adjustment
 

 

 

Building re-measurements
 

 

 

Q2 2019
 
16

 
 5,565,544 SF/ 6,321 Units

 
 3,905,390 SF/
 4,537 Units

Leasing Activity - Multifamily
 
Number of Assets
Number of Units
Monthly Rent Per Unit (3)
 
 Multifamily % Occupied
 
 Annualized Rent (in thousands)
 
Q2 2019
Q2 2018
% Change
 
Q2 2019
Q2 2018
% Change
 
Q2 2019
Q2 2018
% Change
DC
4

857

$
2,521

$
2,552

(1.2
)%
 
94.3
%
94.5
%
(0.2
)%
 
$
24,442

$
24,798

(1.4
)%
VA
4

2,675

2,097

2,077

1.0
 %
 
95.2
%
94.7
%
0.5
 %
 
64,091

63,017

1.7
 %
MD
5

498

1,622

1,656

(2.1
)%
 
96.0
%
95.2
%
0.8
 %
 
9,313

9,277

0.4
 %
Total / Weighted Average
13

4,030

$
2,127

$
2,127


 
95.1
%
94.4
%
0.7
 %
 
$
97,846

$
97,092

0.8
 %
Note: At JBG SMITH share. Includes assets placed in service prior to April 1, 2018. Excludes North End Retail and 2221 S. Clark Street (WeLive).

See footnotes on page 40.

logoverticaltransbluea06.jpg
 
Page 39


PROPERTY TABLE - MULTIFAMILY
JUNE 30, 2019
(Unaudited)




Footnotes

Note: At 100% share.
* Not Metro-Served.

(1)
“C” denotes a consolidated interest. “U” denotes an unconsolidated interest.
(2)
“Y” denotes an asset as same store and “N” denotes an asset as non-same store.
(3)
Represents multifamily rent divided by occupied multifamily units; retail rent is excluded from this metric. Occupied units may differ from leased units because leased units include leases that have been signed but have not yet commenced.
(4)
Excludes North End Retail and 2221 S. Clark Street (WeLive).
(5)
Represents multifamily rent divided by occupied multifamily square feet; retail rent and retail square feet are excluded from this metric. Occupied multifamily square footage may differ from leased multifamily square footage because leased multifamily square footage includes leases that have been signed but have not yet commenced.
(6)
The following assets are subject to ground leases:
    
Multifamily Asset
 
Ground Lease Expiration Date
The Alaire
 
3/27/2107
The Terano
 
8/5/2112
(7)
The following asset contains space that is held for development or not otherwise available for lease. This out-of-service square footage is excluded from area, leased, and occupancy metrics.
Multifamily Asset
 
In-Service
Not Available
for Lease
The Terano
 
195,864

3,904


(8)
Ownership percentage reflects expected dilution of JBG SMITH's real estate venture partner as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 93.1%.






logoverticaltransbluea06.jpg
 
Page 40


PROPERTY TABLE - UNDER CONSTRUCTION
JUNE 30, 2019
(Unaudited)




dollars in thousands, except per square foot data
%
Ownership
Estimated Square
Feet
% Pre-Leased

Pre-Lease Rent Per Square
Foot (1)
Estimated Number of Units
 
Schedule (2)
 
 
At JBG SMITH Share
 
 
Construction Start Date
Estimated Completion Date
Estimated Stabilization Date
 
Historical
Cost (3)
Estimated
Incremental
Investment
Estimated Total
Investment
Asset
Submarket
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
1900 N Street (4)
CBD
55.0%
271,433

69.9
%
$
86.53

Q2 2017
Q2 2020
Q4 2022
 
$
103,920

$
19,969

$
123,889

VA
 
 
 
 
 
 
 
 
 
 
 
 
 
1770 Crystal Drive (5)
National Landing
100.0%
271,572

97.8
%
46.05

Q4 2018
Q2 2021
Q2 2021
 
53,369

66,573

119,942

Central District Retail (5)
National Landing
100.0%
108,825

70.7
%
47.35

Q4 2018
Q2 2021
Q4 2021
 
26,385

90,741

117,126

MD
 
 
 
 
 
 
 
 
 
 
 
 
 
4747 Bethesda Avenue (6)
Bethesda CBD
100.0%
291,414

83.3
%
61.78

Q2 2017
Q4 2019
Q2 2021
 
121,309

39,311

160,620

Total/weighted average
 
 
943,244

82.2
%
$
61.02

Q1 2018
Q3 2020
Q3 2021
 
$
304,983

$
216,594

$
521,577

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
West Half
Ballpark/Southeast
100.0%
388,174



465
Q1 2017
Q1 2020
Q1 2021
 
$
201,869

$
26,500

$
228,369

965 Florida Avenue (7)
U Street/Shaw
96.1%
336,092



433
Q4 2017
Q4 2020
Q1 2022
 
88,072

64,547

152,619

Atlantic Plumbing C
U Street/Shaw
100.0%
225,531



256
Q1 2017
Q4 2019
Q3 2020
 
139,089

19,564

158,653

MD
 
 
 
 
 
 
 
 
 
 
 
 
 
7900 Wisconsin Avenue
Bethesda CBD
50.0%
359,025



322
Q2 2017
Q3 2020
Q4 2021
 
58,795

35,620

94,415

Total/weighted average
 
1,308,822



1,476
Q2 2017
Q2 2020
Q2 2021
 
$
487,825

$
146,231

$
634,056

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Under Construction - Total / Weighted Average (8)
2,252,066

82.2
%
$
61.02

1,476
Q3 2017
Q2 2020
Q3 2021
 
$
792,808

$
362,825

$
1,155,633

Under Construction - Total / Weighted Average at JBG SMITH Share (8)
1,937,435

84.0
%
$
57.86

1,298
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial
Multifamily
Total
 
 
 
 
 
 
 
Weighted average projected NOI yield at JBG SMITH share:
 
 
 
 
 
 
 
 
 
 
 
Estimated total project cost (9)
6.5
%
6.4
%
6.4
%
 
 
 
 
Consol
307,236

 
Estimated total investment
6.3
%
6.0
%
6.1
%
 
 
 
 
Unconsol
55,589

 
Estimated incremental investment
15.0
%
25.9
%
19.4
%
 
 
 
 
 
 
 
Estimated Stabilized NOI at JBG SMITH Share (dollars in millions)
$
32.9

$
37.9

$
70.8


 
 
 
 
 
 
____________________
Note: At 100% share, unless otherwise noted.
(1)
Based on leases signed as of June 30, 2019 and calculated as contractual monthly base rent before free rent, plus estimated tenant reimbursements for the month in which the lease commences, multiplied by 12. Triple net leases are converted to a gross basis by adding estimated tenant reimbursements to contractual monthly base rent.
(2)
Average dates are weighted by JBG SMITH share of estimated square feet.
(3)
Historical cost excludes certain GAAP adjustments, such as capitalized payroll, interest and ground lease costs. See definition of historical cost on page 51.
(4)
Ownership percentage reflects expected dilution of JBG SMITH as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 59.9%.
(5)
Historical cost of 1770 Crystal Drive and Central District Retail includes $4.4 million and $4.3 million of prior design costs not related to the current planned development.
(6)
Includes JBG SMITH’s lease for approximately 84,400 square feet.
(7)
Ownership percentage reflects expected dilution of JBG SMITH's real estate venture partner as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 93.1%.
(8)
Multifamily assets are excluded from the weighted average percent pre-leased and pre-lease rent per square foot metrics.
(9)
Estimated total project cost is estimated total investment excluding purchase price allocation adjustments recognized as a result of the Formation Transaction.

logoverticaltransbluea06.jpg
 
Page 41


PROPERTY TABLE - FUTURE DEVELOPMENT
JUNE 30, 2019
(Unaudited)

(Unaudited)



dollars in thousands, except per square foot data, at JBG SMITH share
 
Estimated Commercial SF / Multifamily Units to be Replaced (1)
 
 
 
 
 
Estimated Capitalized Cost of SF / Units to Be Replaced (4)
 
Estimated Capitalized Cost of Ground Rent Payments (5)
 
 
 
Estimated Total Investment per SF
 
 
Number of Assets
 
 
 
 
 
 
 
 
 
 
 
 
Estimated
Remaining Acquisition Cost
(3)
 
 
 
Estimated Total Investment
 
 
 
 
Estimated Potential Development Density (SF)
 
 
Historical Cost (2)
 
 
 
 
 
Region
 
 
Total
 
Office
 
Multifamily
 
Retail
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Owned
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
8

 
1,678,400

 
312,100

 
1,357,300

 
9,000

 

 
$
106,404

 
N/A
 
$

 
$

 
$
106,404

 
$
63.40

VA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
National Landing
 
11

 
6,910,400

 
2,135,000

 
4,655,700

 
119,700

 
 299,733 SF

 
156,091

 
 N/A
 
34,733

 

 
190,824

 
27.61

Reston
 
4

 
2,589,200

 
924,800

 
1,462,400

 
202,000

 
 15 units

 
73,022

 
 N/A
 
3,353

 

 
76,375

 
29.50

Other VA
 
4

 
199,600

 
88,200

 
102,100

 
9,300

 
 21,556 SF

 
1,442

 
 N/A
 
4,884

 
2,480

 
8,806

 
44.12

 
 
19

 
9,699,200

 
3,148,000

 
6,220,200

 
331,000

 
 321,289 SF / 15 units

 
230,555

 
N/A
 
42,970

 
2,480

 
276,005

 
28.46

MD
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Silver Spring
 
1

 
1,276,300

 

 
1,156,300

 
120,000

 
 170 units

 
15,060

 
 N/A
 
33,933

 

 
48,993

 
38.39

Greater Rockville
 
4

 
126,500

 
19,200

 
88,600

 
18,700

 

 
3,270

 
 N/A
 

 
664

 
3,934

 
31.10

 
 
5

 
1,402,800

 
19,200

 
1,244,900

 
138,700

 
 170 units

 
18,330

 
 N/A
 
33,933

 
664

 
52,927

 
37.73

Total / weighted average
 
32

 
12,780,400

 
3,479,300

 
8,822,400

 
478,700

 
321,289 SF / 185 units

 
$
355,289

 
 N/A
 
$
76,903

 
$
3,144

 
$
435,336

 
$
34.06

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Optioned (6)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DC
 
3

 
1,793,600

 
78,800

 
1,498,900

 
215,900

 

 
$
18,872

 
$
25,051

 
$

 
$
71,113

 
$
115,036

 
$
64.14

VA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other VA
 
1

 
11,300

 

 
10,400

 
900

 

 
100

 
995

 

 

 
1,095

 
96.90

Total / weighted average
 
4

 
1,804,900

 
78,800

 
1,509,300

 
216,800

 

 
$
18,972

 
$
26,046

 
$

 
$
71,113

 
$
116,131

 
$
64.34

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Held for Sale
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
VA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
National Landing (7)
 
4

 
4,082,000

 
4,082,000

 

 

 

 
$
167,019

 
 N/A
 
$

 
$

 
$
167,019

 
$
40.92

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total / Weighted Average
 
40

 
18,667,300

 
7,640,100

 
10,331,700

 
695,500

 
321,289 SF / 185 units

 
$
541,280

 
$
26,046

 
$
76,903

 
$
74,257

 
$
718,486

 
$
38.49

____________________
(1)
Represents management's estimate of the total office and/or retail rentable square feet and multifamily units that would need to be redeveloped to access some of the estimated potential development density.
(2)
Historical cost includes certain intangible assets, such as option and transferable density rights values; and excludes certain GAAP adjustments, such as capitalized payroll, interest and ground lease costs. See definition of historical cost on page 51.
(3)
Represents management's estimate of remaining deposits, option payments, and option strike prices as of June 30, 2019.
(4)
Capitalized value of estimated commercial square feet / multifamily units to be replaced, which generated approximately $1.2 million of NOI for the three months ended June 30, 2019 (included in the NOI of the applicable operating segment), at a 6.0% capitalization rate. The annualized NOI for 1800 South Bell Street is excluded from this calculation.
(5)
Capitalized value of stabilized annual ground rent payments associated with leasehold assets at a 5.0% capitalization rate. Two owned parcels and one optioned parcel are leasehold interests with estimated annual stabilized ground rent payments totaling $3.7 million.
(6)
June 30, 2019, the weighted average remaining term for the optioned future development assets is 5.0 years.
(7)
Includes 4.1 million square feet of estimated potential development density that JBG SMITH has sold to Amazon pursuant to executed purchase and sale agreements. Subject to customary closing conditions, Amazon is expected to pay $293.9 million for the assets.


logoverticaltransbluea06.jpg
 
Page 42


DISPOSITION ACTIVITY
JUNE 30, 2019
(Unaudited)





dollars in thousands, at JBG SMITH share
 
 
 
 
Total Square Feet/
Estimated Potential Development Density
Gross Sales Price
Net Cash Proceeds
Book Gain
Assets
Ownership Percentage
Asset Type
 
Location
Date Disposed
 
 
 
 
 
 
 
 
 
 
 
Q1 2019
 
 
 
 
 
 
 
 
 
Commerce Executive / Commerce Metro Land (1)
100.0%
Commercial / Future Development
 
Reston, VA
February 4, 2019
 388,562 / 894,000
$
114,950

$
117,676

$
39,033

 
 
 
 
 
 
 
 
 
 
Q2 2019
 
 
 
 
 
 
 
 
 
None
 
 
 
 
 
 
 
 
 

_______________
Note: The disposed assets generated $7,000 of NOI for the three months ended June 30, 2019 and $0.5 million of NOI for the six months ended June 30, 2019. As of June 30, 2019, Pen Place and Metropolitan 6, 7 and 8 were classified as held for sale in our condensed consolidated balance sheet. In March 2019, we entered into agreements for the sale of Pen Place and Metropolitan 6, 7 and 8, Future Development assets having an aggregate estimated potential development density of up to approximately 4.1 million square feet, with Amazon for its additional headquarters. In July 2019, we sold 1600 K Street for $43.0 million, which generated $0.6 million of NOI for the three months ended June 30, 2019 and $1.1 million of NOI for the six months ended June 30, 2019.
(1)
Cash proceeds include the reimbursement of $4.0 million of tenant improvement costs and leasing commissions paid by us prior to the closing.



logoverticaltransbluea06.jpg
 
Page 43


DEBT SUMMARY
JUNE 30, 2019
(Unaudited)




dollars in thousands, at JBG SMITH share
 
2019
 
2020
 
2021
 
2022
 
2023
 
Thereafter
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated and Unconsolidated Principal Balance
 
 
 
 
 
 
 
 
 
 
 
Unsecured Debt:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revolving credit facility ($1 billion commitment)
 
$

 
$

 
$

 
$

 
$

 
$

 
$

 
Term loans ($400 million commitment)
 

 

 

 

 
100,000

 
200,000

 
300,000

Total unsecured debt
 

 

 

 

 
100,000

 
200,000

 
300,000

 
Secured Debt:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated principal balance
 

 
97,141

 
331,058

 
107,500

 
175,870

 
652,408

 
1,363,977

 
Unconsolidated principal balance
 
14,644

 
150,217

 

 
74,235

 
20,769

 
53,634

 
313,499

Total secured debt
 
14,644

 
247,358

 
331,058

 
181,735

 
196,639

 
706,042

 
1,677,476

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Consolidated and Unconsolidated Principal
   Balance
 
$
14,644

 
$
247,358

 
$
331,058

 
$
181,735

 
$
296,639

 
$
906,042

 
$
1,977,476

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
% of total debt maturing
 
0.7
%
 
12.5
%
 
16.7
%
 
9.2
%
 
15.0
%
 
45.9
%
 
100.0
%
 
% floating rate (1)
 
100.0
%
 
55.6
%
 
4.2
%
 
35.2
%
 

 
1.0
%
 
12.1
%
 
% fixed rate (2)
 

 
44.4
%
 
95.8
%
 
64.8
%
 
100.0
%
 
99.0
%
 
87.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Interest Rates
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Variable rate
 
3.49
%
 
5.99
%
 
4.05
%
 
3.90
%
 

 
4.22
%
 
5.10
%
 
Fixed rate
 

 
3.32
%
 
4.09
%
 
3.60
%
 
4.48
%
 
4.26
%
 
4.16
%
Total Weighted Average Interest Rates
 
3.49
%
 
4.81
%
 
4.09
%
 
3.70
%
 
4.48
%
 
4.26
%
 
4.27
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Facility
 
 
 
 
 
 
 
 
 
Revolving Credit
Facility
 
Tranche A-1 Term Loan
 
Tranche A-2 Term Loan
 
Total/Weighted Average
 
 
 
 
 
1,663,977

Credit limit
 
$
1,000,000

 
$
200,000

 
$
200,000

 
$
1,400,000

 
 
 
 
 
2.12
%
Outstanding principal balance
 
$

 
$
100,000

 
$
200,000

 
$
300,000

 
 
 
 
 
 
Letters of credit
 
$
5,794

 
$

 
$

 
$
5,794

 
 
 
 
 
 
Undrawn capacity
 
$
994,206

 
$
100,000

 
$

 
$
1,094,206

 
 
 
 
 
 
Interest rate spread (3)
 
1.10
%
 
1.20
%
 
1.55
%
 
1.43
%
 
 
 
 
 
 
All-In interest rate (4)
 
3.50
%
 
3.32
%
 
4.34
%
 
4.00
%
 
 
 
 
 
 
Initial maturity date
 
Jul-21

 
Jan-23

 
Jul-24

 

 
 
 
 
 
 
Delayed draw availability period

 
Jul-20

 

 

 
 
 
 
 
 
____________________
(1)
Floating rate debt includes floating rate loans with interest rate caps.
(2)
Fixed rate debt includes floating rate loans with interest rate swaps.
(3)
The interest rate for the revolving credit facility excludes a 0.15% facility fee. The interest rate spread on the Tranche A-2 Term Loan was reduced to 1.15% as of July 17, 2019.
(4)
The all-in interest rate is inclusive of interest rate swaps. As of July 17, 2019, the interest rate for Tranche A-2 Term Loan was reduced by 40 basis points. As of June 30, 2019, the notional amount of the Tranche A-1 Term Loan and the Tranche A-2 Term Loan interest rate swap was $100.0 million and $137.6 million.


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Page 44


DEBT BY INSTRUMENT
JUNE 30, 2019
(Unaudited)




dollars in thousands


Asset

% Ownership

Principal
Balance
Stated
Interest
Rate
Interest
Rate
Hedge
Current
Annual
Interest Rate (1)
Initial
Maturity
Date
Extended
Maturity
Date (2)
 
 
 
 
 
 
 
 
Consolidated
 
 
 
 
 
 
 
RTC - West
100.0
%
$
97,141

L + 1.50%
Swap
3.33
%
04/12/20
04/12/21
Courthouse Plaza 1 and 2
100.0
%

L + 1.60%
4.00
%
05/10/20
05/10/21
WestEnd25
100.0
%
97,058

4.88%
Fixed
4.88
%
06/01/21
06/01/21
Credit Facility - Revolving Credit Facility
100.0
%

L + 1.10%
3.50
%
07/16/21
07/16/22
Credit Facility -Tranche A-1 Term Loan
100.0
%
100,000

L + 1.20%
Swap
3.32
%
01/18/23
01/18/23
2121 Crystal Drive
100.0
%
135,363

5.51%
Fixed
5.51
%
03/01/23
03/01/23
Falkland Chase - South & West
100.0
%
40,507

3.78%
Fixed
3.78
%
06/01/23
06/01/23
Central Place Tower (3)
100.0
%
234,000

L + 1.65%
Swap
3.76
%
11/07/21
11/07/23
800 North Glebe Road
100.0
%
107,500

L + 1.60%
Swap
3.60
%
06/30/22
06/30/24
Credit Facility - Tranche A-2 Term Loan (4)
100.0
%
200,000

L + 1.55%
Swap
4.34
%
07/18/24
07/18/24
2101 L Street
100.0
%
135,879

3.97%
Fixed
3.97
%
08/15/24
08/15/24
201 12th Street S., 200 12th Street S., and 251 18th Street S.
100.0
%
83,319

7.94%
Fixed
7.94
%
01/01/25
01/01/25
RiverHouse Apartments
100.0
%
307,710

L + 1.28%
Swap
3.47
%
04/01/25
04/01/25
1730 M Street
100.0
%
47,500

L + 1.25%
Swap
3.92
%
12/21/25
12/21/25
1235 S. Clark Street
100.0
%
78,000

3.94%
Fixed
3.94
%
11/01/27
11/01/27
Total Consolidated Principal Balance
 
1,663,977

 
 
 
 
 
Premium / (discount) recognized as a result of the Formation Transaction
1,161

 



 
Deferred financing costs - mortgage loans
 
(4,671
)
 
#REF!
 
 
 
Deferred financing costs - credit facility (5)
 
(6,929
)
 
#REF!
 
 
 
Total Consolidated Indebtedness
 
$
1,653,538

 
#REF!
 
 
 
 
 
 
 
 
 
 
 
Total Consolidated Indebtedness (net of premium / (discount) and deferred financing costs)
 
 
 
 
 
Mortgages payable
 
$
1,360,467

 
 
 
 
 
Revolving credit facility
 


3,881

 
 
 
Deferred financing costs, net - credit facility (included in other assets)
(3,881
)
 
 
 
 
 
Unsecured term loan
 
296,952

 
 
 
 
 
Total Consolidated Indebtedness
 
$
1,653,538


 
 
 
 
 
 
 
 
 
 
 
 

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Page 45


DEBT BY INSTRUMENT
JUNE 30, 2019
(Unaudited)




dollars in thousands


Asset

% Ownership

Principal
Balance
Stated
Interest
Rate
Interest
Rate
Hedge
Current
Annual
Interest Rate (1)
Initial
Maturity
Date
Extended
Maturity
Date (2)
 
 
 
 
 
 
 
 
Unconsolidated
 
 
 
 
 
 
 
11333 Woodglen Drive
18.0
%
$
12,588

L + 1.90%
Swap
3.52
%
01/01/20
01/01/20
Galvan
1.8
%
89,500

L + 1.75%
Cap
4.15
%
03/06/20
03/06/21
Rosslyn Gateway - North, Rosslyn Gateway - South
18.0
%
49,500

L + 2.00%
Cap
3.00
%
11/17/19
11/17/21
The Foundry
9.9
%
58,000

L + 1.85%
Cap
4.25
%
12/12/19
12/12/21
L'Enfant Plaza Office - North, L'Enfant Plaza Office - East, L'Enfant
   Plaza Retail (6)
49.0
%
212,090

L + 3.65%
Cap
5.97
%
05/08/20
05/08/22
500 L'Enfant Plaza
49.0
%
65,242

L + 3.75%
Cap
6.15
%
05/08/20
05/08/22
Atlantic Plumbing
64.0
%
100,000

L + 1.50%
3.90
%
11/08/22
11/08/22
Stonebridge at Potomac Town Center
10.0
%
104,611

L + 1.70%
Swap
3.25
%
12/10/20
12/10/22
The Alaire
18.0
%
48,000

L + 1.82%
Cap
4.22
%
03/01/25
03/01/25
1101 17th Street
55.0
%
60,000

L + 1.25%
Swap
4.13
%
06/13/25
06/13/25
Fairway Apartments
10.0
%
46,936

L + 1.50%
Swap
3.60
%
07/01/22
07/01/25
7900 Wisconsin Avenue
50.0
%
18,044

4.82%
Fixed
4.82
%
07/15/25
07/15/25
The Gale Eckington
5.0
%
110,813

L + 1.60%
Swap
3.56
%
07/31/22
07/31/25
Pickett Industrial Park
10.0
%
23,600

L + 1.45%
Swap
3.56
%
09/04/25
09/04/25
The Terano
1.8
%
34,000

L + 1.35%
Swap
4.45
%
11/09/25
11/09/25
Wardman Park
16.7
%
124,617

4.77%
Fixed
4.77
%
02/01/23
02/01/28
Total Unconsolidated Principal Balance
 
1,157,541

 
 
 
 
 
Deferred financing costs
 
(1,945
)
 
 
 
 
 
Total Unconsolidated Indebtedness
 
$
1,155,596

 
 
 
 
 
 
 
 
 
 
 
 
 
Principal Balance at JBG SMITH Share
 
 
 
 
 
 
 
Consolidated principal balance at JBG SMITH share
 
$
1,663,977

87.9
%
 
 
 
 
Unconsolidated principal balance at JBG SMITH share
 
313,499

67
%
 
 
 
 
Total Consolidated and Unconsolidated Principal Balance at JBG SMITH Share
$
1,977,476

 
 
 
 
 
 
 
 
 
 
 
 
 
Indebtedness at JBG SMITH Share (net of premium / (discount) and deferred financing costs)
 
 
 
 
 
Consolidated indebtedness at JBG SMITH Share
 
$
1,653,538


1,653,538

 
 
 
Unconsolidated indebtedness at JBG SMITH Share
 
312,686

 
 
 
 
 
Total Consolidated and Unconsolidated Indebtedness at JBG SMITH Share
$
1,966,224

1.97

 
 
 
 
____________________
(1)
June 30, 2019 one-month LIBOR of 2.40% applied to loans which are denoted as floating (no swap) or floating with a cap, except as otherwise noted.
(2)
Represents the maturity date based on execution of all extension options. Many of these extensions are subject to lender covenant tests.
(3)
The notional amount of the Central Place Tower interest rate swap as of June 30, 2019 was $220.0 million.
(4)
As of July 17, 2019, the interest rate for Tranche A-2 Term Loan was reduced by 40 basis points to L+1.15%. As of June 30, 2019, the notional amount of the Tranche A-2 Term Loan interest rate swap was $137.6 million.
(5)
As of June 30, 2019, net deferred financing costs related to our revolving credit facility totaling $3.9 million were included in "Other assets, net" in our condensed consolidated balance sheet.
(6)
The base rate for this loan is three-month LIBOR, which was 2.32% as of June 30, 2019.

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Page 46


CONSOLIDATED REAL ESTATE VENTURES
JUNE 30, 2019
(Unaudited)




 
 Asset Type
City
 Submarket
% Ownership

Total Square Feet
MRP Realty
 
 
 
 
 
965 Florida Avenue (1)
Multifamily
Washington, DC
U Street/Shaw
96.1
%
336,092

 
 
 
 
 
 
Total Consolidated Real Estate Ventures
 
 
 
 
336,092


____________________

Note: Total square feet at 100% share.

(1)
Ownership percentage reflects expected dilution of JBG SMITH's real estate venture partner as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 93.1%.




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Page 47


UNCONSOLIDATED REAL ESTATE VENTURES
 
JUNE 30, 2019
(Unaudited)





 
 Asset Type
City
 Submarket
% Ownership

Total Square Feet
Landmark
 
 
 
 
 
L'Enfant Plaza Office - East
Commercial
Washington, DC
Southwest
49.0
%
397,296

L'Enfant Plaza Office - North
Commercial
Washington, DC
Southwest
49.0
%
298,445

500 L'Enfant Plaza
Commercial
Washington, DC
Southwest
49.0
%
215,194

L'Enfant Plaza Retail
Commercial
Washington, DC
Southwest
49.0
%
119,361

Rosslyn Gateway - North
Commercial
Arlington, VA
Rosslyn
18.0
%
143,506

Rosslyn Gateway - South
Commercial
Arlington, VA
Rosslyn
18.0
%
102,131

11333 Woodglen Drive
Commercial
Rockville, MD
Rockville Pike Corridor
18.0
%
62,650

Galvan
Multifamily
Rockville, MD
Rockville Pike Corridor
1.8
%
390,641

The Alaire
Multifamily
Rockville, MD
Rockville Pike Corridor
18.0
%
266,673

The Terano
Multifamily
Rockville, MD
Rockville Pike Corridor
1.8
%
195,864

NoBe II Land
Future Development
Rockville, MD
Rockville Pike Corridor
18.0
%
589,000

Rosslyn Gateway - South Land
Future Development
Arlington, VA
Rosslyn
18.0
%
498,500

Rosslyn Gateway - North Land
Future Development
Arlington, VA
Rosslyn
18.0
%
311,000

L'Enfant Plaza Office - Center
Future Development
Washington, DC
Southwest
49.0
%
350,000

Courthouse Metro Land
Future Development
Arlington, VA
Clarendon/Courthouse
18.0
%
286,500

Courthouse Metro Land - Option
Future Development
Arlington, VA
Clarendon/Courthouse
18.0
%
62,500

5615 Fishers Drive
Future Development
Rockville, MD
Rockville Pike Corridor
18.0
%
106,500

12511 Parklawn Drive
Future Development
Rockville, MD
Rockville Pike Corridor
18.0
%
6,500

Woodglen
Future Development
Rockville, MD
Rockville Pike Corridor
18.0
%

 
 
 
 
 
4,402,261

 
 
 
 
 
 
CBREI Venture
 
 
 
 
 
Stonebridge at Potomac Town Center
Commercial
Woodbridge, VA
Prince William County
10.0
%
503,613

Pickett Industrial Park
Commercial
Alexandria, VA
Eisenhower Avenue
10.0
%
246,145

The Foundry
Commercial
Washington, DC
Georgetown
9.9
%
221,124

The Gale Eckington
Multifamily
Washington, DC
H Street/NoMa
5.0
%
466,716

Fairway Apartments
Multifamily
Reston, VA
Reston
10.0
%
370,850

Atlantic Plumbing
Multifamily
Washington, DC
U Street/Shaw
64.0
%
245,527

Fairway Land
Future Development
Reston, VA
Reston
10.0
%
526,200

Stonebridge at Potomac Town Center - Land
Future Development
Woodbridge, VA
Prince William County
10.0
%
22,900

 
 
 
 
 
2,603,075

 
 
 
 
 
 

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Page 48


UNCONSOLIDATED REAL ESTATE VENTURES
 
JUNE 30, 2019
(Unaudited)





 
 Asset Type
City
 Submarket
% Ownership

Total Square Feet
Canadian Pension Plan Investment Board
 
 
 
 
 
1900 N Street (1)
Commercial
Washington, DC
CBD
55.0
%
271,433

1101 17th Street
Commercial
Washington, DC
CBD
55.0
%
211,193

 
 
 
 
 
482,626

 
 
 
 
 
 
Forest City
 
 
 
 
 
Waterfront Station
Future Development
Washington, DC
Southwest
2.5
%
662,600

 
 
 
 
 
 
Brandywine
 
 
 
 
 
1250 1st Street
Future Development
Washington, DC
NoMa
30.0
%
265,800

51 N Street
Future Development
Washington, DC
NoMa
30.0
%
177,500

50 Patterson Street
Future Development
Washington, DC
NoMa
30.0
%
142,200

 
 
 
 
 
585,500

 
 
 
 
 
 
Berkshire Group
 
 
 
 
 
7900 Wisconsin Avenue
Multifamily
Bethesda, MD
Bethesda CBD
50.0
%
359,025

 
 
 
 
 
 
CIM Group / Pacific Life Insurance Company
 
 
 
 
 
Wardman Park
Future Development
Washington, DC
Woodley Park
16.7
%

 
 
 
 
 
 
Total Unconsolidated Real Estate Ventures
 
 
 
 
9,095,087

 
 
 
 
 
 
____________________

Note: Total square feet at 100% share.

(1)
Ownership percentage reflects expected dilution of JBG SMITH as contributions are funded during the construction of the asset. As of June 30, 2019, JBG SMITH's ownership interest was 59.9%.




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Page 49


DEFINITIONS
JUNE 30, 2019



Annualized Rent
“Annualized rent” is defined as (i) for commercial assets, or the retail component of a mixed-use asset, the in-place monthly base rent before free rent, plus tenant reimbursements as of June 30, 2019, multiplied by 12, with triple net leases converted to a gross basis by adding estimated tenant reimbursements to monthly base rent, and (ii) for multifamily assets, or the multifamily component of a mixed-use asset, the in-place monthly base rent before free rent as of June 30, 2019, multiplied by 12. Annualized rent excludes rent from signed but not yet commenced leases.
Annualized Rent Per Square Foot
“Annualized rent per square foot” is defined as (i) for commercial assets, annualized office rent divided by occupied office square feet and annualized retail rent divided by occupied retail square feet; and (ii) for multifamily assets, monthly multifamily rent divided by occupied multifamily square feet; annualized retail rent and retail square feet are excluded from this metric. Occupied square footage may differ from leased square footage because leased square footage includes leases that have been signed but have not yet commenced.
Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), EBITDA for Real Estate ("EBITDAre") and Adjusted EBITDA
Management uses EBITDA and EBITDAre, non-GAAP financial measures, as supplemental operating performance measures and believes they help investors and lenders meaningfully evaluate and compare our operating performance from period-to-period by removing from our operating results the impact of our capital structure (primarily interest charges from our outstanding debt and the impact of our interest rate swaps) and certain non-cash expenses (primarily depreciation and amortization on our assets). EBITDAre is computed in accordance with the definition established by NAREIT. NAREIT defines EBITDAre as GAAP net income (loss) adjusted to exclude interest expense, income taxes, depreciation and amortization expenses, gains on sales of real estate and impairment losses of real estate, including our share of such adjustments of unconsolidated real estate ventures. These supplemental measures may help investors and lenders understand our ability to incur and service debt and to make capital expenditures. EBITDA and EBITDAre are not substitutes for net income (loss) (computed in accordance with GAAP) and may not be comparable to similarly titled measures used by other companies.
“Adjusted EBITDA,” a non-GAAP financial measure, represents EBITDAre adjusted for items we believe are not representative of ongoing operating results, such as transaction and other costs, gain (loss) on the extinguishment of debt, distributions in excess of our investment in unconsolidated real estate ventures, gain on the bargain purchase of a business, lease liability adjustments and share-based compensation expense related to the Formation Transaction and special equity awards. We believe that adjusting such items not considered part of our comparable operations, provides a meaningful measure to evaluate and compare our performance from period-to-period.
Because EBITDA, EBITDAre and Adjusted EBITDA have limitations as analytical tools, we use EBITDA, EBITDAre and Adjusted EBITDA to supplement GAAP financial measures. Additionally, we believe that users of these measures should consider EBITDA, EBITDAre and Adjusted EBITDA in conjunction with net income (loss) and other GAAP measures in understanding our operating results. A reconciliation of net income (loss) to EBITDA, EBITDAre and Adjusted EBITDA is presented on page 15.
Estimated Potential Development Density
‘‘Estimated potential development density’’ reflects management’s estimate of developable gross square feet based on our current business plans with respect to real estate owned or controlled as of June 30, 2019. Our current business plans may contemplate development of less than the maximum potential development density for individual assets. As market conditions change, our business plans, and therefore, the Estimated Potential Development Density, could change accordingly. Given timing, zoning requirements and other factors, we make no assurance that estimated potential development density amounts will become actual density to the extent we complete development of assets for which we have made such estimates.
Free Rent
‘‘Free rent’’ means the amount of base rent and tenant reimbursements that are abated according to the applicable lease agreement(s).
Funds from Operations ("FFO"), Core FFO and Funds Available for Distribution ("FAD")
FFO is a non-GAAP financial measure computed in accordance with the definition established by NAREIT in the NAREIT FFO White Paper - 2018 Restatement issued in 2018. NAREIT defines FFO as “net income (computed in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity."
"Core FFO" represents FFO adjusted to exclude items (net of tax) which we believe are not representative of ongoing operating results, such as transaction and other costs, gains (or losses) on extinguishment of debt, gain on the bargain purchase of a business, distributions in excess of our investment in unconsolidated real estate ventures, share-based compensation expense related to the Formation Transaction and special equity awards, lease liability adjustments, amortization of the management contracts intangible and the mark-to-market of derivative instruments.
"FAD" is a non-GAAP financial measure and represents FFO less recurring tenant improvements, leasing commissions and other capital expenditures, net deferred rent activity, third-party lease liability assumption payments, recurring share-based compensation expense, accretion of acquired below-market leases, net of amortization of acquired above-market leases, amortization of debt issuance costs and other non-cash income and charges. FAD is presented solely as a supplemental disclosure that management believes provides useful information as it relates to our ability to fund dividends.
We believe FFO, Core FFO and FAD are meaningful non‑GAAP financial measures useful in comparing our levered operating performance from period-to-period and as compared to similar real estate companies because these non‑GAAP measures exclude real estate depreciation and amortization expense and other non-comparable income and expenses, which implicitly assumes that the value of real estate diminishes predictably over time rather than fluctuating based on market conditions. FFO, Core FFO and FAD do not represent cash generated from operating activities and

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Page 50


DEFINITIONS
JUNE 30, 2019



are not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income (loss) (computed in accordance with GAAP) as a performance measure or cash flow as a liquidity measure. FFO, Core FFO and FAD may not be comparable to similarly titled measures used by other companies. A reconciliation of net income to FFO, Core FFO and FAD is presented on pages 16-17.
Future Development
“Future development” refers to assets that are development opportunities on which we do not intend to commence construction within 18 months of June 30, 2019 where we (i) own land or control the land through a ground lease or (ii) are under a long-term conditional contract to purchase, or enter into a leasehold interest with respect to land.
Historical Cost, Estimated Incremental Investment, Estimated Total Investment and Estimated Total Project Cost
“Historical cost” is a non-GAAP measure which includes the total historical cost incurred by JBG SMITH with respect to the development of an asset, including any acquisition costs, hard costs, soft costs, tenant improvements (excluding free rent converted to tenant improvement allowances), leasing costs and other similar costs, but excluding any financing costs, ground rent expenses and capitalized payroll costs incurred as of June 30, 2019.
“Estimated incremental investment” means management’s estimate of the remaining cost to be incurred in connection with the development of an asset as of June 30, 2019, including all remaining acquisition costs, hard costs, soft costs, tenant improvements (excluding free rent converted to tenant improvement allowances), leasing costs and other similar costs to develop and stabilize the asset but excluding any financing costs, ground rent expenses and capitalized payroll costs.
“Estimated total investment” means, with respect to the development of an asset, the sum of the historical cost in such asset and the estimated incremental investment for such asset.
"Estimated total project cost" is estimated total investment excluding purchase price allocation adjustments recognized as a result of the Formation Transaction.
Actual incremental investment, actual total investment and actual total project cost may differ substantially from our estimates due to numerous factors, including unanticipated expenses, delays in the estimated start and/or completion date, changes in design and other contingencies.
In Service
‘‘In service’’ refers to commercial or multifamily assets that are at or above 90% leased or have been operating and collecting rent for more than 12 months as of June 30, 2019.
Metro-Served
“Metro-served” means locations, submarkets or assets that are generally nearby and within walking distance of a Metro station, defined as being within 0.5 miles of an existing or planned Metro station.
Monthly Rent Per Unit
For multifamily assets, represents multifamily rent for the month ended June 30, 2019 divided by occupied units; retail rent is excluded from this metric.
Near-Term Development
‘‘Near-term development’’ refers to assets that have substantially completed the entitlement process and on which we intend to commence construction within 18 months following June 30, 2019, subject to market conditions.
Net Operating Income ("NOI"), Adjusted Annualized NOI, Estimated Stabilized NOI and Projected NOI Yield
“NOI” is a non-GAAP financial measure management uses to measure the operating performance of our assets and consists of property-related revenue (which includes base rent, tenant reimbursements and other operating revenue, net of free rent and payments associated with assumed lease liabilities) less operating expenses and ground rent, if applicable. NOI also excludes deferred rent, related party management fees, interest expense, and certain other non-cash adjustments, including the accretion of acquired below-market leases and amortization of acquired above-market leases and below-market ground lease intangibles. Annualized NOI, for all assets except Crystal City Marriott, represents NOI for the three months ended June 30, 2019 multiplied by four. Due to seasonality in the hospitality business, annualized NOI for Crystal City Marriott represents the trailing 12-month NOI as of June 30, 2019. Management believes Annualized NOI provides useful information in understanding our financial performance over a 12-month period, however, investors and other users are cautioned against attributing undue certainty to our calculation of Annualized NOI. Actual NOI for any 12-month period will depend on a number of factors beyond our ability to control or predict, including general capital markets and economic conditions, any bankruptcy, insolvency, default or other failure to pay rent by one or more of our tenants and the destruction of one or more of our assets due to terrorist attack, natural disaster or other casualty, among others. We do not undertake any obligation to update our calculation to reflect events or circumstances occurring after the date of this Investor Package. There can be no assurance that the annualized NOI shown will reflect our actual results of operations over any 12-month period. We also report adjusted annualized NOI which includes signed but not yet commenced leases and incremental revenue from recently delivered assets assuming stabilization. While we believe adjusted annualized NOI provides useful information regarding potential future NOI from our assets, it does not account for any decrease in NOI for lease terminations, defaults or other negative events that could affect NOI and therefore, should not be relied upon as indicative of future NOI.
This Investor Package also contains management’s estimate of stabilized NOI and projections of NOI yield for under construction and near-term development assets, which are based on management’s estimates of property-related revenue and operating expenses for each asset. These estimates are inherently uncertain and represent management’s plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. The property-related revenues and operating expenses for our assets may differ materially from the estimates included in this Investor Package.

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Page 51


DEFINITIONS
JUNE 30, 2019



Management’s projections of NOI yield are not projections of our overall financial performance or cash flow, and there can be no assurance that the projected NOI yield set forth in this Investor Package will be achieved.
“Projected NOI yield” means our estimated stabilized NOI reported as a percentage of (i) estimated total project costs, (ii) estimated total investment and (iii) estimated incremental investment. Actual initial full year stabilized NOI yield may vary from the projected NOI yield based on the actual incremental investment to complete the asset and its actual initial full year stabilized NOI, and there can be no assurance that we will achieve the projected NOI yields described in this Investor Package.

The Company does not provide reconciliations for non-GAAP estimates on a future basis, including adjusted annualized NOI and estimated stabilized NOI because it is unable to provide a meaningful or accurate calculation or estimate of reconciling items and the information is not available without unreasonable effort. This inability is due to the inherent difficulty of forecasting the timing and/or amounts of various items that would impact net income. Additionally, no reconciliation of projected NOI yield to the most directly comparable GAAP measure is included in this Investor Package because we are unable to quantify certain amounts that would be required to be included in the comparable GAAP financial measures without unreasonable efforts because such data is not currently available or cannot be currently estimated with confidence. Accordingly, we believe such reconciliations would imply a degree of precision that would be confusing or misleading to investors.

Management uses each of these measures as supplemental performance measures for its assets and believes they provide useful information to investors because they reflect only those revenue and expense items that are incurred at the asset level, excluding non-cash items. In addition, NOI is considered by many in the real estate industry to be a useful starting point for determining the value of a real estate asset or group of assets.

However, because NOI excludes depreciation and amortization and captures neither the changes in the value of our assets that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance of our assets, all of which have real economic effect and could materially impact the financial performance of our assets, the utility of NOI as a measure of the operating performance of our assets is limited. Moreover, our method of calculating NOI may differ from other real estate companies and, accordingly, may not be comparable. NOI should be considered only as a supplement to net operating income (loss) (computed in accordance with GAAP) as a measure of the operating performance of our assets.
Percent Leased
‘‘Percent leased’’ is based on leases signed as of June 30, 2019, and is calculated as total rentable square feet less rentable square feet available for lease divided by total rentable square feet expressed as a percentage. Out-of-service square feet are excluded from this calculation.
Percent Pre-Leased
‘‘Percent pre-leased’’ is based on leases signed as of June 30, 2019, and is calculated as the estimated rentable square feet leased divided by estimated total rentable square feet expressed as a percentage.
Percent Occupied
‘‘Percent occupied’’ is based on occupied rentable square feet/units as of June 30, 2019, and is calculated as (i) for office and retail space, total rentable square feet less unoccupied square feet divided by total rentable square feet, (ii) for multifamily space, total units less unoccupied units divided by total units, expressed as a percentage. Out-of-service square feet are excluded from this calculation.
Pro Rata Adjusted General and Administrative (“G&A”) Expenses
"Pro Rata Adjusted G&A expenses", a non-GAAP financial measure, represents G&A expenses adjusted for share-based compensation expense related to the Formation Transaction and special equity awards and the G&A expenses of our third-party asset management and real estate services business that are directly reimbursed. We believe that adjusting such items not considered part of our comparable operations provides a meaningful measure to assess our G&A expenses as compared to similar real estate companies and in general.
Recently Delivered
“Recently delivered” refers to commercial and multifamily assets that are below 90% leased and have been delivered within the 12 months ended June 30, 2019.
Same Store and Non-Same Store
“Same store” refers to the pool of assets that were in service for the entirety of both periods being compared, except for assets for which significant redevelopment, renovation, or repositioning occurred during either of the periods being compared.

“Non-same store” refers to all operating assets excluded from the same store pool.
Second Generation Lease
“Second generation lease” is a lease on space that had been vacant for less than nine months.

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Page 52


DEFINITIONS
JUNE 30, 2019



Signed But Not Yet Commenced Leases
“Signed but not yet commenced leases” means leases for assets in JBG SMITH’s portfolio that, as of June 30, 2019, have been executed but for which the contractual lease term had not yet begun, and no rental payments had yet been charged to the tenant.
Square Feet
‘‘Square feet’’ or ‘‘SF’’ refers to the area that can be rented to tenants, defined as (i) for commercial assets, rentable square footage defined in the current lease and for vacant space the rentable square footage defined in the previous lease for that space, (ii) for multifamily assets, management’s estimate of approximate rentable square feet, (iii) for assets under construction and near-term development assets, management’s estimate of approximate rentable square feet based on current design plans as of June 30, 2019, or (iv) for future development assets, management’s estimate of developable gross square feet based on its current business plans with respect to real estate owned or controlled as of June 30, 2019.
Transaction and Other Costs
Transaction and other costs include amounts incurred for transition services provided by our former parent, integration costs, severance costs, costs incurred in connection with recapitalization transactions and disposition costs and costs related to other completed, potential and pursued transactions.
Under Construction
‘‘Under construction’’ refers to assets that were under construction during the three months ended June 30, 2019.

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Page 53


APPENDIX - EBITDA, EBITDAre AND ADJUSTED EBITDA (NON-GAAP)

JUNE 30, 2019
(Unaudited)



 
 
Three Months Ended
dollars in thousands
 
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
 
 
 
 
 
 
 
EBITDA, EBITDAre and Adjusted EBITDA
 
 
 
 
 
 
Net income (loss)

$
(3,328
)
$
28,248

$
994

$
26,382

$
24,023

Depreciation and amortization expense
 
45,995

48,719

67,556

46,603

48,117

Interest expense (1)
 
13,107

17,174

18,184

18,979

18,027

Income tax (expense) benefit
 
51

(1,172
)
698

(841
)
313

Unconsolidated real estate ventures allocated share of above adjustments
 
10,357

7,806

10,253

10,986

10,602

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 
(4
)
(1
)
(182
)

129

EBITDA (2)
 
$
66,178

$
100,774

$
97,503

$
102,109

$
101,211

Gain on sale of real estate
 

(39,033
)
(6,394
)
(11,938
)
(33,396
)
Gain on sale of unconsolidated real estate assets
 
(335
)

(20,554
)
(15,488
)

EBITDAre (2)
 
$
65,843

$
61,741

$
70,555

$
74,683

$
67,815

Transaction and other costs (3)
 
2,974

4,895

15,572

4,126

3,787

Loss on extinguishment of debt
 
1,889


617

79

4,457

Reduction of gain on bargain purchase
 




7,606

Share-based compensation related to Formation Transaction and special equity awards
 
9,523

11,131

9,118

8,387

9,097

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (4)
 
(232
)
(6,441
)
(7,374
)
(890
)
(5,412
)
Unconsolidated real estate ventures allocated share of above adjustments
 


1,542



Lease liability adjustments
 


(7,422
)
(2,543
)

Allocated share of above adjustments to noncontrolling interests in consolidated real estate ventures
 




(124
)
Adjusted EBITDA (2)
 
$
79,997

$
71,326

$
82,608

$
83,842

$
87,226

 
 
 
 
 
 
 
Net Debt to Annualized Adjusted EBITDA (5)
 
5.2x

7.1x

6.5x

6.7x

6.3x

 
 
 
 
 
 
 
 
 
June 30, 2019
March 31, 2019
December 31, 2018
September 30, 2018
June 30, 2018
Net Debt (at JBG SMITH Share)
 
 
 
 
 
 
Consolidated indebtedness (6)
 
$
1,653,538

$
2,128,803

$
2,130,704

$
2,103,589

$
2,033,183

Unconsolidated indebtedness (6)
 
312,686

303,397

298,588

442,669

440,177

Total consolidated and unconsolidated indebtedness
1,966,224

2,432,200

2,429,292

2,546,258

2,473,360

Less: cash and cash equivalents
 
289,554

405,646

273,611

284,012

276,629

Net Debt (at JBG SMITH Share)
 
$
1,676,670

$
2,026,554

$
2,155,681

$
2,262,246

$
2,196,731

____________________
Note: All EBITDA measures as shown above are attributable to operating partnership common units.
(1)
Interest expense includes the amortization of deferred financing costs and the ineffective portion of any interest rate swaps or caps, net of capitalized interest.
(2)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $2.2 million, $1.5 million and $1.5 million for Q4 2018, Q3 2018 and Q2 2018).
(3)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs and severance costs), costs related to the pursuit of Amazon's additional headquarters, demolition costs and costs related to other completed, potential and pursued transactions.
(4)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(5)
Net Debt to Annualized Adjusted EBITDA for Q2 2019 includes $472.8 million of net proceeds from the underwritten public offering completed in April 2019. Adjusted EBITDA for each quarter is annualized by multiplying by four.
(6)
Net of premium/discount and deferred financing costs.

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Page 54


APPENDIX - FFO, CORE FFO AND FAD (NON-GAAP)

JUNE 30, 2019
(Unaudited)



 
Three Months Ended
in thousands, except per share data
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
 
 
 
 
 
 
FFO and Core FFO
 
 
 
 
 
Net income (loss) attributable to common shareholders
$
(3,040
)
$
24,861

$
710

$
22,830

$
20,574

Net income (loss) attributable to redeemable noncontrolling interests
(288
)
3,387

178

3,552

3,574

Net loss attributable to noncontrolling interests


106


(125
)
Net income (loss)
(3,328
)
28,248

994

26,382

24,023

Gain on sale of real estate

(39,033
)
(6,394
)
(11,938
)
(33,396
)
Gain on sale of unconsolidated real estate assets
(335
)

(20,554
)
(15,488
)

Real estate depreciation and amortization
43,308

46,035

64,891

43,945

45,587

Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures
4,804

4,653

6,079

6,345

6,179

Net (income) loss attributable to noncontrolling interests in consolidated real estate ventures
(4
)
(1
)
(182
)

129

FFO Attributable to Operating Partnership Common Units (1)
$
44,445

$
39,902

$
44,834

$
49,246

$
42,522

FFO attributable to redeemable noncontrolling interests
(5,014
)
(4,783
)
(5,741
)
(6,631
)
(6,299
)
FFO attributable to common shareholders (1)
$
39,431

$
35,119

$
39,093

$
42,615

$
36,223

 
 
 
 
 
 
FFO attributable to the operating partnership common units
$
44,445

$
39,902

$
44,834

$
49,246

$
42,522

Transaction and other costs, net of tax (2)
2,847

4,626

14,509

3,586

3,394

(Gain) loss from mark-to-market on derivative instruments
524

(476
)
(542
)
152

(432
)
Share of (gain) loss from mark-to-market on derivative instruments held by unconsolidated real estate ventures
1,153

227

379

(49
)
(90
)
Loss on extinguishment of debt, net of noncontrolling interests
1,889


2,159

79

4,333

Earnings (losses) and distributions in excess of our investment in unconsolidated real estate venture (3)
(232
)
(6,441
)
(7,374
)
(890
)
(5,412
)
Reduction of gain on bargain purchase




7,606

Share-based compensation related to Formation Transaction and special equity awards
9,523

11,131

9,118

8,387

9,097

Lease liability adjustments


(7,422
)
(2,543
)

Amortization of management contracts intangible, net of tax
1,288

1,287

1,287

1,288

1,287

Core FFO Attributable to Operating Partnership Common Units (1)
$
61,437

$
50,256

$
56,948

$
59,256

$
62,305

Core FFO attributable to redeemable noncontrolling interests
(6,931
)
(6,024
)
(7,292
)
(7,978
)
(9,229
)
Core FFO attributable to common shareholders (1)
$
54,506

$
44,232

$
49,656

$
51,278

$
53,076

FFO per diluted common share
$
0.30

$
0.28

$
0.32

$
0.36

$
0.31

Core FFO per diluted common share
$
0.41

$
0.36

$
0.41

$
0.43

$
0.45

Weighted average diluted shares
131,754

123,423

120,917

119,835

117,955


See footnotes on page 56.

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Page 55


APPENDIX - FFO, CORE FFO AND FAD (NON-GAAP)

JUNE 30, 2019
(Unaudited)



 
Three Months Ended
in thousands, except per share data
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
 
 
 
 
 
 
FAD
 
 
 
 
 
Core FFO attributable to the operating partnership common units
$
61,437

$
50,256

$
56,948

$
59,256

$
62,305

Recurring capital expenditures and second generation tenant improvements and leasing commissions
(20,076
)
(22,297
)
(35,836
)
(19,123
)
(11,057
)
Straight-line and other rent adjustments (4)
(8,739
)
(6,808
)
(6,692
)
(1,368
)
(1,216
)
Share of straight-line rent from unconsolidated real estate ventures
(1,473
)
(135
)
680

180

189

Third-party lease liability assumption payments
(1,183
)
(1,136
)
(1,130
)
(912
)
(619
)
Share-based compensation expense
5,694

5,330

4,666

4,879

5,941

Amortization of debt issuance costs
875

970

1,140

1,155

1,201

Share of amortization of debt issuance costs from unconsolidated real estate ventures
69

48

67

66

66

Non-real estate depreciation and amortization
916

912

893

886

758

FAD available to the Operating Partnership Common Units (A) (5)
$
37,520

$
27,140

$
20,736

$
45,019

$
57,568

Distributions to common shareholders and unitholders (6) (B)
$
34,006

$
31,284

$
31,284

$
31,196

$
31,197

FAD Payout Ratio (B÷A)
90.6
%
115.3
%
150.9
%
69.3
%
54.2
%
Capital Expenditures
 
 
 
 
 
Maintenance and recurring capital expenditures
$
7,252

$
5,495

$
14,445

$
7,113

$
3,989

Share of maintenance and recurring capital expenditures from unconsolidated real estate ventures
252

88

978

444

250

Second generation tenant improvements and leasing commissions
12,357

16,155

19,211

10,603

6,273

Share of second generation tenant improvements and leasing commissions from unconsolidated real estate ventures
215

559

1,202

963

545

Recurring capital expenditures and second generation tenant improvements and leasing commissions
20,076

22,297

35,836

19,123

11,057

First generation tenant improvements and leasing commissions
18,996

6,197

8,215

4,443

6,676

Share of first generation tenant improvements and leasing commissions from unconsolidated real estate ventures
419

233

17

169

1,391

Non-recurring capital expenditures
5,470

6,722

15,375

2,895

3,765

Share of non-recurring capital expenditures from unconsolidated joint ventures
30


112

300

142

Non-recurring capital expenditures
24,915

13,152

23,719

7,807

11,974

Total JBG SMITH Share of Capital Expenditures
$
44,991

$
35,449

$
59,555

$
26,930

$
23,031

_______________

(1)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $2.2 million, $1.5 million and $1.5 million for Q4 2018, Q3 2018 and Q2 2018).
(2)
Includes fees and expenses incurred in connection with the Formation Transaction (including transition services provided by our former parent, integration costs, and severance costs), costs related to the pursuit of Amazon's additional headquarters, demolition costs and costs related to other completed, potential and pursued transactions.
(3)
As of June 30, 2018, we suspended the equity method of accounting for our investment in the real estate venture that owns 1101 17th Street as our investment had been reduced to zero and we did not have an obligation to provide further financial support to the venture. All subsequent distributions from the venture have been recognized as income, which will continue until our share of unrecorded earnings and contributions exceed the cumulative excess distributions previously recognized.
(4)
Includes straight-line rent, above/below market lease amortization and lease incentive amortization.
(5)
Since Q4 2018, FAD available to the Operating Partnership Common Units has been adversely impacted by increases in second generation tenant improvements and leasing commissions from the early renewal of several leases during the quarters. Additionally, Q4 2018 was further impacted by increases in recurring capital expenditures, which is consistent with historical seasonality trends.
(6)
The distribution for Q1 2019 excludes a special dividend of $0.10 per common share that was paid in January 2019.

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Page 56


APPENDIX - NOI RECONCILIATIONS (NON-GAAP)

JUNE 30, 2019
(Unaudited)



dollars in thousands
Three Months Ended
 
Q2 2019
Q1 2019
Q4 2018
Q3 2018
Q2 2018
Net income (loss) attributable to common shareholders
$
(3,040
)
$
24,861

$
710

$
22,830

$
20,574

Add:
 
 
 
 
 
Depreciation and amortization expense
45,995

48,719

67,556

46,603

48,117

General and administrative expense:
 
 
 
 
 
Corporate and other (1)
11,559

12,314

8,512

8,219

8,603

Third-party real estate services
28,710

28,066

25,274

20,754

21,189

Share-based compensation related to Formation Transaction and
special equity awards
9,523

11,131

9,118

8,387

9,097

Transaction and other costs
2,974

4,895

15,572

4,126

3,787

Interest expense
13,107

17,174

18,184

18,979

18,027

Loss on extinguishment of debt
1,889


617

79

4,457

Reduction of gain on bargain purchase




7,606

Income tax expense (benefit)
51

(1,172
)
698

(841
)
313

Net income (loss) attributable to redeemable noncontrolling
interests
(288
)
3,387

178

3,552

3,574

Less:
 
 
 
 
 
Third-party real estate services, including reimbursements
29,487

27,691

26,421

23,788

24,160

Other income (2)
2,114

1,640

1,454

1,708

2,080

Income (loss) from unconsolidated real estate ventures, net
(1,810
)
3,601

23,991

13,484

3,836

Interest and other income, net
2,052

951

9,991

4,091

513

Gain on sale of real estate

39,033

6,394

11,938

33,396

Net (income) loss attributable to noncontrolling interests


(106
)

125

Consolidated NOI (3)
78,637

76,459

78,274

77,679

81,234

NOI attributable to unconsolidated real estate ventures at our share
5,091

5,386

8,847

9,722

9,011

Non-cash rent adjustments (4)
(8,738
)
(6,808
)
(6,691
)
(1,369
)
(1,237
)
Other adjustments (1) (5)
3,758

3,353

3,915

3,205

3,635

Total adjustments
111

1,931

6,071

11,558

11,409

NOI (3)
$
78,748

$
78,390

$
84,345

$
89,237

$
92,643

Less: out-of-service NOI loss (6)
(1,556
)
(1,271
)
$
(1,195
)
$
(1,692
)
$
(1,992
)
Operating portfolio NOI (3)
$
80,304

$
79,661

$
85,540

$
90,929

$
94,635

Non-same store NOI (7)
6,311

6,088

8,742

20,910

24,449

Same store NOI (8)
$
73,993

$
73,573

$
76,798

$
70,019

$
70,186

___________________
Note: NOI, non-same store NOI and same store NOI are presented as originally reported in the respective quarter.
(1)
Adjusted for property management fees of $4.2 million and $4.0 million for Q3 2018 and Q2 2018.
(2)
Excludes operating parking income of $6.7 million and $6.5 million in Q2 2019 and Q1 2019.
(3)
Due to our adoption of the new accounting standard for leases, beginning in 2019, we no longer capitalize internal leasing costs and expense these costs as incurred (such costs were $2.2 million, $1.5 million and $1.5 million for Q4 2018, Q3 2018 and Q2 2018).
(4)
Adjustment to exclude straight-line rent, above/below market lease amortization and lease incentive amortization.
(5)
Adjustment to include other income and payments associated with assumed lease liabilities related to operating properties and to exclude commercial lease termination revenue.
(6)
Includes the results for our Under Construction assets and Future Development Pipeline.
(7)
Includes the results for properties that were not owned, operated and in service for the entirety of both periods being compared and properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.
(8)
Includes the results of the properties that are owned, operated and in service for the entirety of both periods being compared except for properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.

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APPENDIX - NOI RECONCILIATIONS (NON-GAAP)

JUNE 30, 2019
(Unaudited)



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