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Graaskamp on the Road Presentation Value Investing in Greater Washington, D.C. Stephen E. Budorick President & CEO Corporate Office Properties Trust The Preferred Provider of Mission Critical Real Estate Solutions Table of Contents


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Graaskamp on the Road Presentation

The Preferred Provider of Mission Critical Real Estate Solutions

Value Investing in Greater Washington, D.C.

Stephen E. Budorick

President & CEO Corporate Office Properties Trust

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Table of Contents

I. Overview of COPT II. Washington, D.C. Office Market

  • III. Where COPT has Created Value
  • IV. Conclusion
  • V. Questions?
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I.

Overview of COPT

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Goal

To deliver attractive total returns for shareholders

Objective

To generate high quality NOI that translates into NAV per share growth

Strategy

Allocate capital to focus primarily on Defense/IT locations and, secondarily, to urban/infill submarkets with durable Class-A

  • ffice fundamentals

Tactics

  • Execute low-risk development & redevelopment opportunities

and selective acquisitions

  • Recycle low growth assets to improve our portfolio composition
  • Maintain a strong, investment grade rated balance sheet

Strategic Framework

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14% Regional Office Locations

  • We own Class-A office buildings in mixed-use,

urban/urban-like locations

»

Walkable amenities

»

Vibrant and growing residential

»

Transportation-advantaged 86% Defense/IT Locations

  • We are the preeminent provider of real estate &

services to U.S. Government & Defense IT contractors

»

Parks & developable land adjacent/proximate to USG locations executing priority missions (hi-tech & cyber)

Capital Allocation: Mission & Metro

308 National Business Park Annapolis Junction, MD Redstone Gateway Huntsville, AL 100 Light Street Baltimore, MD Pinnacle Towers Tysons Corner, VA

* Percentages are based on core portfolio annualized rental revenue as of 6/30/2016.

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Demand Drivers

Core Portfolio Segment Demand Driver COPT Asset Compelling Features

Defense/IT

  • Ft. Meade
  • Agencies in NoVA
  • Redstone Arsenal
  • Lackland Air Force Base
  • U.S. Navy

14 Parks:

  • NBP
  • Arundel Preserve
  • Columbia Gateway
  • Airport Square
  • Maryland Secured

Campuses (2)

  • Westfields
  • Patriot Ridge
  • NoVA Secured Campus
  • Redstone Gateway
  • San Antonio Secured

Campus

  • Naval Support Locations (3)
  • Our land holdings create

barriers to entry against new supply

  • Customer adjacency

and collaborative “ecosystem” with other contractors compel demand

  • MAE – East
  • COPT Data Center Shells
  • Cloud Computing
  • Network Access Point

Regional Office

  • Urban/urban-like

submarkets with demonstrated ability to support strong class-A

  • ffice fundamentals
  • Select transportation-

advantaged, amenity-rich locations

  • Baltimore Inner Harbor
  • Tysons Corner
  • Supply-constrained
  • Mixed-use, lifestyle

centers with robust high- end residential & retail base

  • Mass-transit options

and/or transportation advantages

  • Educated labor force
  • Growing & diversified

employment base

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II.

Washington-Baltimore Office Market

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4th Largest Office Market in U.S.

» 9.6 million population

ranks Washington, D.C.- Baltimore MSA as 4th largest*

» Approximate 345 million

SF market

» Historically, supply-

constrained within D.C.; however, expect 7% increase in supply

» Demand challenges of

recent years beginning to dissipate…

» …But persistently low

cap rates make investing difficult

Washington, D.C.-Baltimore Combined MSAs** Office Markets SF (millions) Direct % Vacant NoVA 130.9 21.6% Suburban MD 56.7 21.2% Washington, D.C. 108.6 11.9% Greater Wash., D.C. 296.2 17.7% Baltimore 49.8 13.6% Wash-Balt Combined Markets 345.7 17.4% Submarket Detail for the District** SF (millions) Direct % Vacant Capitol Hill / NOMA 13.6 12.9% East End 37.3 11.9% CBD 33.5 9.8% West End / Georgetown 5.1 11.1% Uptown 4.2 19.9% Southwest 10.9 13.2% Capitol Riverfront 4.1 14.5% 108.6 11.9%

* According to the July 1, 2015 U.S. Census Bureau ranking of the combined Washington-Baltimore MSAs. The Washington, D.C. MSA compromises Washington, D.C., and select counties in Northern Virginia and Maryland. Baltimore comprises Baltimore City, the BWI Airport submarket, and Howard County. ** Source: Cushman & Wakefield, as of September 30, 2016. (NoVA stats are as of June 30, 2016.)

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Long-Term Supply Constraints

» Residential neighborhoods cap expansion to the north; Federal & Educational

uses prohibit expansion to the south

» Height restrictions will remain a defining characteristic:

» 130’ max (about 12 stories) » Concrete instead of steel construction » Ceiling height at a premium 9’ clear is a “big deal”

Within Downtown D.C.:

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District Net Supply

» 2016-2019, a wave of redevelopment / development activity will deliver

nearly 8 million net new SF, or 2 million SF per year, into D.C.

» The 4-year supply represents a 7% increase to the existing base and a

33% increase versus annual supply

Source: Cushman & Wakefield.

Office Deliveries by Year

  • 0.6
  • 1.1
  • 1.8
  • 0.3

1.1 1.0 3.2 2.5 1.7 2.1 5.0 2.8

  • 3.0
  • 2.0
  • 1.0

0.0 1.0 2.0 3.0 4.0 5.0 6.0

2016 2017 2018 2019 Square Feet (in millions)

Inventory Removed Net New Supply Gross New Supply Historical Annual Supply: 1.5 million SF

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Major Trends Impacting Demand

» Budget Reform Act of 2011

» Defense spending cuts

» D.C. Law firm contractions » GSA Reform Act

» Freeze- and (subsequently) shrink-the-footprint mandates to affect intermediate

supply fundamentals

The Greater Washington-Baltimore region has weathered large space contractions by two of its largest industries, and is bracing for a third

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Budget Control Act of 2011

» Froze defense spending / sequestration cuts » Changed contract award rules » Massively disturbed equilibrium in defense contracting » Triggered a 5-year massive consolidation of defense contractor demand » COPT:

» Top 20 defense contractors contracted by 42% » Next 10 defense contractors expanded by 110%

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Demand Challenges

» Metro D.C. job growth at its strongest point in over a decade

» 82,000 jobs YOY in August 2016 versus 36,000 YOY average job growth, historically D.C. Metro Employment: % Growth YOY

Source: BLS.

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Demand Challenges

» Federal employment back on the upswing, but share of overall Metro

D.C. office-occupying employment near all-time lows

Source: JLL Research, Bureau of Labor Statistics.

10% 15% 20% 25% 30% 35% 40% 250 270 290 310 330 350 370 390 410

Share of total employment (%) Federal employment (thousands) Federal employment (thousands) Share of office-using employment (%)

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Demand Challenges

» Despite strong job creation, each new office job created in Metro D.C. is

generating minimal net absorption

Source: JLL Research, Bureau of Labor Statistics.

203.9

s.f. per job added

514.7

s.f. per job added

  • 500

500 1,000 1,500 2,000 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013 2015

Square Feet

Average = 267.9 SF

203.9

s.f. per job added

514.7

SF per job added SF per job added

203.9

SF per job added

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Politics & Demand

» Washington, D.C. is a political town; legislation fuels net absorption

Source: JLL Research.

  • 10,000,000
  • 5,000,000

5,000,000 10,000,000 15,000,000 20,000,000 25,000,000 30,000,000 100 200 300 400 500 600 700 800 public bills enacted into law Metro DC net absorption

Bills Enacted Into Law Net Absorption SF

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Politics & Demand

» Tenant demand in Metro D.C. is highly

correlated with the alignment of Congress and the Presidency; the market historically thrives under single- party rule

» Over the past 12+ years, the Metro

D.C. office market has:

» Absorbed 37 million SF when

Congress and the Presidency have been in alignment (2003- 2006 and 2009-2010)

» Lost 5.1 million SF of occupancy

when there has been division (2001-2002; 2007-2008; and 2011-2016)

Political alignment (not party affiliation) is a powerful predictor

  • f office market performance in the District
  • 10,000,000

10,000,000 20,000,000 30,000,000 40,000,000 Divided Aligned

Aggregate net absorption (SF)

Source: JLL Research.

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Impact of GSA Contraction Pending

» 30 million SF of lease maturities in Greater Washington, D.C. market,

2017-2021

» Approximately half of which is in the District

» GSA mandate to shrink-the-footprint » Low likelihood of in-place renewal

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Supply “Shock” from GSA Imminent

» Push for efficiency in new GSA leases across Metro D.C. emphasizes

reduced square footage per employee

Source: JLL Research.

100 128 130 130 153 173 184 200 50 100 150 200 250 USAID (Crystal City, 2012) National Science Foundation (Alexandria, 2013) Department of Justice Civil Division (East End, 2016) U.S. Marshals Service (Crystal City, 2015) TSA (Alexandria, 2015) Department of Labor (Crystal City, 2014) Department of Justice (NoMa, 2015) Government (historical average)

Usable square feet per employee

  • 28%

Average space reduction

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GSA Supply Shock

» Overall GSA leased space in Metro D.C. has declined 9.3% since 2012 » 86.4% increase in SF extended since 2006; further contraction likely

5.7 6.2 5.3 3.8 7.0 8.1 7.2 10.3 11.0 10.5 10.7

10 20 30 40 50 60 70 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Square feet (in millions) Old Lease-Unknown Renewal New deal Holdover Extension

Holdover data only available back to 2011

Source: JLL, GSA.gov, “Renewal” includes Superseding, Succeeding and Renewal actions affecting term as defined in GSA’s 2014 Lease Inventory

  • term. database; “New” includes New and New/Replacing actions affecting
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COPT has Little Exposure to Existing GSA Space

» We have no SF leased to the GSA in the Greater D.C. market

6.4% 7.3% 8.4% 8.5% 9.9% 10.1% 10.7% 10.9% 17.5% 17.9% 21.6% 28.2%

0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% Rock Spring Park Alexandria Herndon Rockville Pike East End West End RB Corridor Springfield NoMa Baileys Crossroads Crystal City Southwest

GSA lease expirations as a % of overall market inventory (2016-2020) Source: JLL Research, data includes all GSA office leases over 20,000 s.f. expiring between 2016-2020 as a percentage of overall inventory

D.C. submarket exposure to GSA lease expirations (5 year horizon)

Less than 100,000 SF of COPT’s 18.4 million SF portfolio currently is leased to GSA

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GSA Lease Expirations = Opportunity for COPT

» Select COPT locations may benefit from GSA relocations to more

efficient space

1,000,000 2,000,000 3,000,000 4,000,000 5,000,000 6,000,000 7,000,000 8,000,000 9,000,000 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 GSA lease expirations (s.f.) Washington, DC Northern Virginia Suburban Maryland

Source: JLL Research, data includes all GSA office leases.

GSA lease expirations across Greater Washington, D.C.

20 mm 30 mm

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4.5% 5.0% 5.5% 6.0% 6.5% 7.0% 7.5% 8.0% 8.5% 9.0% Cap rate prior to Global Financial Crisis: 5.2% Current cap rate: 5.0% Budget Control Act of 2011

Challenging Cap Rates

» Despite weak

fundamentals in recent years, demand for core real estate investments has pushed office cap rates to record-lows

» Global macro factors,

including direct investment and low interest rates, have pushed cap rates to new lows

Office cap rates in the District appear disconnected from current ─ and intermediate ─ fundamentals

Source: Real Capital Analytics, Q3 2016 preliminary data; COPT Investments & IR Departments

Cap Rates for CBD Office Properties in Washington, D.C.

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Challenging Cap Rates

Though cap rates have increased modestly in suburban submarkets, they remain low in the District

Office Cap Rates

Washington, D.C. Metro Area, all classes

Source: Cushman & Wakefield.

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Challenging Cap Rates

Billions of dollars have been flowing into core real estate assets in the District, due in part to the interest rate environment in the U.S. and abroad

Office Investment Sales Volume

Washington, D.C. Metro

Source: Cushman & Wakefield

$41 Billion

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Cap Rate Ranges by Submarket

Source: Cushman & Wakefield, RCA.

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  • III. How COPT has Created Value
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13857 McLearen Road

» Mission critical facility in NoVA

2600 Park Tower Drive

» On-metro, amenity-rich location

»

Selective Acquisitions

We had asymmetric information advantage in purchasing:

2600 Park Tower Drive Merrifield, VA 13857 McLearen Road Herndon, VA

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» Local perspective on impact of urbanization » Exogenous changes to Supply & Demand

Selective Acquisitions

Earnings-neutral recycling of suburban assets funded two Regional Office acquisitions in 2015: 250 W. Pratt Street 100 Light Street

100 Light Street Baltimore, MD 250 W. Pratt Street Baltimore, MD

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Disciplined Redevelopment

» Leverage evolving trends in office design

  • Arborcrest

Greater Philadelphia

  • Class-C redevelopment to A+ at B+

pricing

  • Redeveloped to 8% average yield
  • Sold 100% leased for 6% cap rate*
  • 30% development margin
  • 1201 Winterson Road

Airport Square near BWI

  • Class-C redevelopment to Class-A
  • Projected yield 8.9%
  • Incremental yield 13.8%
  • 6708 Alexander Bell

Drive

  • 7134 Columbia Gateway

Drive Columbia Gateway

  • Class-C redevelopments to Class-A
  • Overall yields 8.3% / 8.5%
  • Incremental yield 12% / 15.8%
  • Low 20% development margin

We create pricing & value advantages through redevelopment

* Based on in-place cash NOI.

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Low-Risk Development

  • Boeing & DRS

Campuses Redstone Gateway - Huntsville, AL

  • 500,000 SF; 100% Build to Suits
  • Development yields of approx. 9%
  • U.S. Government

Secured Various – MD, VA, TX

  • 862,000 SF; 100% leased
  • 350,000 SF pending
  • Strong development yields
  • Defense Contractors –

MD / VA NBP Arundel Preserve Columbia Gateway

  • 650,000 SF
  • Development yields 8.5%- 9%
  • 2100 L Street

Washington, D.C.

  • 190,000 SF
  • 2018-2019 delivery
  • Target development yield 7%

We construct new product to leverage tenants’ needs to achieve

  • perating efficiency and for recruiting / retention of talent
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Shift in DOD Spending Priorities Favors COPT Locations

» Cybersecurity sending is up 58% since 2011 » Procurement contracts for tanks, ships and drones are down 37%

Source: JLL Research, Bloomberg Government.

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Exploiting Areas of Growth

  • DOD Cyber

»New Development

  • NBP 312, 316
  • NBP 410, 420 & 430
  • Secured campus in TX
  • Secured campus in MD
  • 7880 & 7740 Milestone Pkwy.

1.0 million SF

»Cyber Contractors

  • The NBP Portfolio
  • Columbia Gateway
  • NoVA Portfolio

1.1 million SF

  • Cloud Computing
  • Data Center Shell Build-to-Suits
  • 11 properties

1.8 million SF

Even during difficult Defense Spending environment of recent years, COPT grew by allocating capital to new opportunities

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COPT: Creating Value… and Our Own Luck

» We are the only publicly

traded REIT, and one of the only landlords that can solve the U.S. Government’s pent-up need for modern, ATFP compliant space in precise locations

» Our advantaged land

positions, specialized development expertise & credentialed personnel combine to create a unique competitive advantage for value creation

NoVA Office Park – 2013-Present

  • NoVA A

160,000 SF

  • NoVA D

240,000 SF

  • NoVA B

160,000 SF Existing 560,000 SF

  • NoVA C, E, F & G
  • Approx. 800,000 SF

Potential 1,360,000 SF

“Luck is when preparation meets

  • pportunity.”

Seneca, Roman philosopher

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  • IV. Conclusion
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Conclusion

» Greater Washington, D.C. market fundamentals remain tough

» GSA supply shock will hurt existing GSA landlords » Federal elections in November will be key in determining future demand within the

region

» Low interest rates and foreign investment continue to keep cap rates low for the

foreseeable future

» We have & will create value through:

» Opportunistic acquisitions » Low-risk development for special situations » U.S. Government DOD historically; GSA potentially in the future » Data Center Shell Development

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V.

Questions?

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Stephen E. Budorick

Biography

Stephen E. Budorick is President and Chief Executive Officer of Corporate Office Properties Trust (COPT). Mr. Budorick was elected Trustee in May 2016. Mr. Budorick was COPT’s Executive Vice President and Chief Operating Officer from September 2011 through May 2016. Prior to joining COPT, Steve served as Executive Vice President of asset management at Callahan Capital Partners, LLC since 2006. Before his tenure at Callahan Capital Partners, he was Executive Vice President in charge of Trizec Properties, Inc.’s Central Region from 1997-2006, and Executive Vice President in charge of third-party management and leasing at Miglin Beitler Management Company from 1991-1997. Steve also worked in asset management at LaSalle Partners, Inc. from 1988-1991 and in facilities management and planning at American Hospital Association from 1983-1988. Steve earned a B.S. in Industrial Engineering from the University of Illinois and an MBA in Finance from the University of Chicago in 1982 and 1988, respectively.

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Corporate Office Properties Trust

6711 Columbia Gateway Drive, Suite 300, Columbia, Maryland 21046 443.285.5400 / www.copt.com / NYSE: OFC