PGRE Overview Evercore ISI Real Estate Conference September 2018 - - PowerPoint PPT Presentation

pgre overview evercore isi real estate conference
SMART_READER_LITE
LIVE PREVIEW

PGRE Overview Evercore ISI Real Estate Conference September 2018 - - PowerPoint PPT Presentation

PGRE Overview Evercore ISI Real Estate Conference September 2018 Cautionary Note on Forward-Looking Statements In this presentation, we may make forward-looking statements within the meaning of the federal securities laws. You can identify these


slide-1
SLIDE 1

PGRE Overview Evercore ISI Real Estate Conference September 2018

slide-2
SLIDE 2

Cautionary Note on Forward-Looking Statements

In this presentation, we may make forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and could materially affect actual results, performance or achievements. These factors include, without limitation, the risks and uncertainties detailed from time to time in

  • ur filings with the Securities and Exchange Commission, including those set forth in Item 1A. Risk Factors of our most recently filed Annual Report
  • n Form 10-K. We do not undertake a duty to update or revise any forward-looking statement, whether as a result of new information, future

events or otherwise. The data and information herein are as of June 30, 2018 unless otherwise indicated. The Core FFO guidance set forth in this presentation represents the guidance provided in our Supplemental Operating and Financial Data issued on August 1, 2018 which was subject to the assumptions and qualifications set forth therein. We have not updated or reaffirmed that guidance and are not doing so by restating it herein.

slide-3
SLIDE 3

Consistent Focus on High Barrier-to-Entry Supply Constrained Submarkets in Gateway Cities for over 20 Years Annualized Rent (1)

 Best-in-class owner and operator of high-quality, Class A

  • ffice properties in New York, Washington, D.C. and San

Francisco ─ 72.9%of Annualized Rent (1) is in New York

 14 Class A office properties with 12.5 million sf (2)  Significant contractual embedded growth from leases in

free rent periods and signed leases not yet commenced

 Strong internal growth prospects

─ Lease up of currently available space ─ Increase in-place, below-market rents as leases expire

 Redevelop and reposition properties to enhance value  Complementary investment management platform

primarily focused on debt and preferred equity investments

1 (1) Please see page 28 for our definition of this measure. (2) Includes 100% of square footage from 60 Wall Street, 712 Fifth Avenue, One Market Plaza and 50 Beale Street. New York 72.9% Washington, D.C. 9.6% San Francisco 17.5%

Paramount Group Overview

slide-4
SLIDE 4

92.7% 93.5% 96.8% 85% 87% 89% 91% 93% 95% 97% 99% 2016 2017 2018 Guidance Midpoint

Leased %

$0.84 $0.89 $0.95 $0.50 $0.55 $0.60 $0.65 $0.70 $0.75 $0.80 $0.85 $0.90 $0.95 $1.00 2016 2017 2018 Guidance Midpoint

Core FFO per Share (1)

Successfully Executing on Business Plan Driving Strong Cash Flow and Earnings Growth

2 (1) Please see Appendix for definitions of non-GAAP financial measures and reconciliations to most directly comparable GAAP measure.

Strong Execution and Continued Earnings Growth

$309,148 $331,985 $353,000 $250,000 $270,000 $290,000 $310,000 $330,000 $350,000 $370,000 2016 2017 2018 Guidance Midpoint

PGRE's Share of Cash NOI (1)

(thousands)

slide-5
SLIDE 5

Executive Management Senior Vice Presidents

Albert Behler Chairman, Chief Executive Officer & President Wilbur Paes Chief Financial Officer & Treasurer

Peter Brindley

Leasing

David Zobel Acquisitions Charles Anastasia Tax & Compliance Karen Baumwoll Chief Human Resource Officer Ermelinda Berberi Chief Accounting Officer David Eaton Leasing, San Francisco Ben Goodsir Asset Management Michael Jackowitz Capital Markets Todd Januzzi Chief Information & Technology Officer Gage Johnson General Counsel Bernard Marasco Counsel – Leasing & Property Management Michael Nathan Acquisitions Douglas Neye Leasing, New York Peter Brindley Leasing

3

Our People Are Our Greatest Asset

With our deep knowledge, creative, proactive approach and winning spirit, we are Paramount

slide-6
SLIDE 6

New York (8.6mm square feet) – 95.9% Leased

Irreplaceable Trophy Portfolio

4

900 Third Avenue 712 Fifth Avenue 1301 Avenue

  • f the Americas

Midtown Manhattan

1325 Avenue

  • f the Americas

31 West 52nd Street 1633 Broadway

95.4% Leased 95.9% Leased 97.9% Leased 95.8% Leased 89.7% Leased 94.2% Leased

60 Wall Street

100.0% Leased

slide-7
SLIDE 7

Washington, D.C. (946,000 square feet) – 96.7% Leased

Irreplaceable Trophy Portfolio

5

NY007VUG / 540917_1.WOR

Downtown Logan Circle Dupont Circle George Washington University Foggy Bottom National Mall & Memorial Parks 9th St NW Capitol St NW Georgetown Arlington

1899 Pennsylvania Avenue 425 Eye Street Liberty Place 2099 Pennsylvania Avenue (1)

91.6% Leased 100.0% Leased 94.9% Leased 98.7% Leased

(1) On August 8, 2018, we announced that we have entered into a definitive agreement to sell 2099 Pennsylvania Avenue for approximately $220 million. The transaction, which is subject to customary closing conditions, is expected to close in the third quarter of 2018.

slide-8
SLIDE 8

Irreplaceable Trophy Portfolio

San Francisco (2.9mm square feet) – 98.2% Leased

6

97.9% Leased

One Front Street

99.5% Leased

One Market Plaza

95.8% Leased

50 Beale Street

slide-9
SLIDE 9

Legal Services, 22.5% Financial Services - Commercial and Investment Banking, 21.1% Technology and Media, 16.9% Financial Services, all others, 12.8% Insurance, 6.8% Retail, 3.3% Government, 2.6% Consumer Products, 2.3% Real Estate, 2.2% Other, 9.5%

PGRE's Share of Top 10 Tenants Expiration Date Square Feet Occupied % of Ann. Rent 1. 12/2020 500,790 5.1% 2. 1/2031 320,911 4.4% 3. 2/2023 312,679 4.2% 4. 6/2024 328,992 4.1% 5. 9/2034 320,325 4.0% 6. 3/2032 260,829 3.0% 7. 7/2029 293,888 2.6% 8. 6/2025 231,443 2.4% 9. 1/2026 238,880 2.2% 10. 3/2037 203,394 2.2%

Diverse and High Credit Quality Tenant Base

Industry Diversification – % of Annualized Rent Tenancy Highlights

 High percentage of rent derived from investment grade /

nationally recognized tenants

 Approximately 330 tenants  Average office lease size of approximately 47,500 square

feet

 Weighted average remaining lease term of 6.7 years on

  • ffice leases

Other Blue Chip Tenants

(1) 3,372 of the square feet leased at 2099 Pennsylvania Avenue expires on June 30, 2023. (2) 116,462 of the square feet leased expires on March 31, 2032. 7

(2) (2) (1) (1)

slide-10
SLIDE 10

5.0% 15.0% 6.0% 7.5% 7.4% 8.2% 7.1% 1.2% 32.3% – 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Thereafter

Square Feet

Lease Expiration Schedule

Note: Figures do not include 6,581 sf of month-to-month leases or 340,447 sf of vacant space at PGRE’s share. 0.7% 8 5.4% 2.5 Year Average 417,282 sf Or 4.4% per annum

slide-11
SLIDE 11

Energy Star Ratings

+19.7% Increase

“Living Wall” – One Market Plaza

 Entire portfolio has achieved either Gold or

Platinum LEED Certification

LEED Certification

 New York 2016  900 Third ‘Grand Pinnacle Award’  712 5th Avenue ‘Pinnacle Award’  San Francisco 2016  One Market Plaza ‘The Outstanding Building of the Year’

BOMA Awards

Focus on Sustainability

9

  • Avg. Energy Star Score –

Current 85

  • Avg. Energy Star Score

at Benchmarking – 2008 71

slide-12
SLIDE 12

2018 Financial Highlights

712 Fifth Avenue, New York

(1) Please see Appendix for definitions of non-GAAP financial measures and reconciliations to most directly comparable GAAP measure. 10

2Q 2018 1H 2018 Full Year Guidance / Assumption Core FFO Per Share (1) $0.24 $0.47 $0.93-$0.97 Same Store Cash NOI Growth (1) 5.9% 10.3% 7.0%-10.0% Same Store NOI Growth (1) 6.1% 6.3% 7.0%-10.0% Leased Square Footage 312,522 sf 597,689 sf 700,000 - 900,000 sf Cash Mark-to-Market 19.8% 18.4%

slide-13
SLIDE 13

Core FFO

(1) Based on the midpoint of Core FFO Guidance and assumed Same Store Cash NOI growth for 2018. (2) Includes the disposition of Waterview and the acquisition of 50 Beale Street. (3) Represents non-cash equity compensation expense resulting from the amortization of a new layer of equity grants.

2015

Same Store Cash NOI $0.10 S/L & FAS 141 $0.02 Acquisitions/Dispositions(2) ($0.02) Termination Income ($0.01) Fee Income, net of Taxes ($0.01) Interest Expense ($0.01) Non-Cash G&A(3) ($0.01)

2016 2017

8.5%(1) Growth

Projected 2018

$0.81 $0.84 $0.95(1) $0.89

11

slide-14
SLIDE 14

Guidance Detail and Assumptions

Note: Figures in thousands, except square feet, % and per share amounts. (1) In our Supplemental Operating and Financial Data issued on August 1, 2018, the Company increased its Estimated Core FFO Guidance for the full year of 2018, which is reconciled above to estimated net income attributable to common stockholders per diluted share in accordance with GAAP. The estimated net income attributable to common stockholders per diluted share is not a projection and is being provided solely to satisfy the disclosure requirements of the U.S. Securities and Exchange Commission. Except as described above, these estimates reflect management's view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in the Company’s Supplemental Information issued on August 1, 2018 and otherwise referenced during the Company's conference call scheduled for August 2, 2018. These estimates do not include the impact on operating results from possible future property acquisitions or dispositions, capital markets activity or unrealized gains or losses on real estate fund investments. The estimates set forth above may be subject to fluctuations as a result of several factors, including the straight-lining of rental income and the amortization of above and below-market leases. There can be no assurance that the Company's actual results will not differ materially from the estimates set forth above. (2) Please see page 28 for our definition of this measure. 12

Compared to Low High Prior Guidance Estimated net loss attributable to common stockholders (0.14) $ (0.10) $ Real estate impairment loss 0.17 0.17 Our share of depreciation and amortization 0.90 0.90 Estimated Core FFO (1) 0.93 $ 0.97 $ Increased Assumptions Leasing Activity (square feet) 700,000 900,000 Increased PGRE's share of Same Store Leased % (2) at year end 96.0% 97.5% Increased Increase in PGRE's share of Same Store Cash NOI (2) 7.0% 10.0% Unchanged Increase in PGRE's share of Same Store NOI (2) 7.0% 10.0% Increased PGRE's share of Cash NOI (2) 351,000 355,000 Increased PGRE's share of NOI (2) 415,000 421,000 Increased 64,000 66,000 Increased Fee income, net of income taxes 17,000 18,000 Unchanged (130,000) (128,000) Unchanged General and administrative expenses (58,000) (56,000) Unchanged Full Year 2018 PGRE's share of straight-line rent and above and below-market lease revenue, net PGRE's share of interest and debt expense, including amortization of deferred financing costs

slide-15
SLIDE 15

Schedule of Free Rent Burn Off

Note: Figures in thousands. 13

As of June 30, 2018 Annualized Initial Cash Rent Amount Contributing to: 100% Amount PGRE Share 2018 2019 2020 New York: Commenced Leases in Free Rent Period $37,109 $35,676 $4,147 $29,011 $34,413 Signed Leases Not Yet Commenced 19,339 19,339 111 5,620 13,209 Subtotal $56,448 $55,015 $4,258 $34,631 $47,622 Washington, D.C.: Commenced Leases in Free Rent Period $1,844 $1,844 $449 $1,708 $1,844 Signed Leases Not Yet Commenced – – – – – Subtotal $1,844 $1,844 $449 $1,708 $1,844 San Francisco: Commenced Leases in Free Rent Period $14,986 $10,507 $3,094 $9,243 $9,243 Signed Leases Not Yet Commenced 4,141 1,288 2 630 989 Subtotal $19,127 $11,795 $3,096 $9,873 $10,232 Total Commenced Leases in Free Rent Period $53,939 $48,027 $7,690 $39,963 $45,501 Total Signed Leases Not Yet Commenced 23,480 20,627 113 6,250 14,198 Grand Total $77,419 $68,654 $7,803 $46,213 $59,699

As of June 30, 2018, we have $68.7 million of annualized initial cash rents that are yet to contribute to Cash NOI:

  • $48.0mm from commenced leases in free rent periods
  • $20.6mm from signed leases not yet commenced

These leases become cash paying over the next three years as detailed below:

slide-16
SLIDE 16

1633 Broadway $1,046.8 1301 Ave of Americas $850.0 60 Wall Street $28.8 50 Beale Street $70.9 31 West 52nd Street 712 Fifth One Market Plaza

$920.9 $1,075.6 $477.8 $500.0 $150.0

$0 $200 $400 $600 $800 $1,000 $1,200

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Loan Balance ($mm)

1633 Broadway 1899 Penn

900 Third Avenue $274.3

Waterview $210.0

31 West 52nd Street $413.5

Lib.Pl. $84.0 712 Fifth $123.3

One Market Plaza

Line of Credit $40.0 $926.3 $897.8 $247.3 $420.4 $88.8

$0 $200 $400 $600 $800 $1,000 $1,200

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Loan Balance ($mm)

November 30, 2015 – Weighted Average Maturity of 2.1 years June 30, 2018 – Weighted Average Maturity of 5.0 years

Note: All figures at PGRE’s share. Figures exclude Oder-Center debt, of which the Company’s share is $2.2 million. 14

Debt Maturity Schedule

slide-17
SLIDE 17

81.8% 97.9%

3Q 2014 2Q 2018

$101,271 $132,682

3Q 2014 Ann. 2Q 2018 Ann.

Opportunity (at IPO)

  • Historically well-leased 1.8 million square foot Class A

building in the heart of Midtown Manhattan

  • Property was 81.8% leased following the Dewey & LeBoeuf

bankruptcy

  • An additional 341k square feet of leases (or 19.2% of the

building) scheduled to expire through year end 2017, including 288k square foot Commerzbank AG lease

Execution (to date)

  • Completed a <$3 million lobby refresh (ceilings, lighting,

recladding of columns and soft seating).

  • Successfully leased 689k sf (39% of building) with 14 tenants

at rents of over $78 per square foot on office leases

Results

  • Increased leased percentage by +1,610 bps to 97.9%
  • Increased Annualized Rent (1) by $30.6 million (+30.2%)

(1) Please see page 28 for our definition of this measure. Annualized Rent figures in thousands. 15 Leased Percentage Annualized Rent (1)

Case Study: 1301 Avenue of the Americas

slide-18
SLIDE 18

68.0% 96.7%

3Q 2014 2Q 2018 $35,790 $61,995 3Q 2014 Ann. 2Q 2018 Ann.

Opportunity (at IPO)

  • Collection of trophy assets primarily located along

Washington, D.C.’s desirable Pennsylvania Avenue corridor

  • 68.0% leased across portfolio with significant opportunity to

increase occupancy

  • 2099 Pennsylvania Avenue 31.6% leased due to tenant

move-out (known at acquisition)

Execution (to Date)

  • Investment in tenant-desired rooftop terraces, meeting

spaces and building gyms

  • Successfully leased over 300k sf (32% of portfolio) with 34

tenants at gross rents over $72 per square foot

Results

  • Increased leased percentage by +2,870 bps to 96.7%
  • Increased Annualized Rent (1) by $26.2 million (+73.2%)

Note: All figures exclude the impact of 647k sf Waterview which was sold in May 2017. (1) Please see page 28 for our definition of this measure. Annualized Rent figures in thousands. 16 Leased Percentage Annualized Rent (1)

Case Study: Washington, D.C. Portfolio

slide-19
SLIDE 19

$73,301 $118,857

3Q 2014 Ann. 2Q 2018 Ann.

$58.99 $85.82 Previous Escalated Rents PSF New Starting Cash Rents PSF

Opportunity (at IPO)

  • Exceptionally well-located two-tower trophy property on the

waterfront of San Francisco’s CBD

  • Significant portion of below-market leases set to expire in

coming years

  • Opportunity to invest in lobby and reposition retail to retain

and attract tenants

Execution (to date)

  • Completed a $25 million lobby and retail repositioning
  • Successfully released over 600k sf (38% of building) with 45

tenants at cash mark-to-markets of over 45% on 2nd generation leases

Results

  • Maintained leased percentage over 97%
  • Increased Annualized Rent (1) by $45.6 million (+62.1%)

Note: PGRE owns 49.0% of One Market Plaza. All figures on page represent 100.0% share. (1) Please see page 28 for our definition of this measure. Annualized Rent figures in thousands. 17 Annualized Rent (1)

Case Study: One Market Plaza, San Francisco

slide-20
SLIDE 20

Appendix

18

slide-21
SLIDE 21

Fund and Property Management Overview

Funds Other Owned and / or Managed Assets

 PGRE serves as the GP of various investment funds  PGRE collectively holds an indirect equity interest in

  • ne property as well as partial ownership of mortgage

loans, mezzanine loans and preferred equity investments including:

─ 7.2% of 0 Bond Street in the NoHo submarket of

Manhattan through Fund VII and related funds

─ 1.3% of mezzanine and mortgage loans and preferred

equity investments aggregating $531.7 million which have interest rates ranging from 5.50% – 9.61%, through Fund VIII

─ 24.4% of PGRESS preferred equity investments of

$35.9 million with dividends yielding 10.3%

─ 7.4% of Residential Development Fund (RDF) which

  • wns 25.0% interest in One Steuart Lane (formerly 75

Howard), a residential development project in San Francisco

 Paramount Gateway Office Club is a strategic real estate

co-investment platform with aggregate third-party equity capital commitments of $600.0 million

 PGRE generates additional revenues though other

partially owned and managed assets including:

─ 1.0% ownership and property management of 745

Fifth Avenue in the Madison / Fifth Avenue submarket

  • f Midtown Manhattan

─ 9.5% ownership of the Oder-Center Schwedt shopping

center in Brandenburg, Germany

─ Property management of the retail property at 718

Fifth Avenue in the Madison / Fifth Avenue submarket

  • f Midtown New York

─ Property management of the Commercial National

Bank Building in Washington, D.C.

19

slide-22
SLIDE 22

Reconciliation of Non-GAAP Measures

(1) Please see page 28 for our definition of this measure. 20

FFO

(unaudited and in thousands, except share and per share amounts)

June 30, 2018 June 30, 2017 March 31, 2018 June 30, 2018 June 30, 2017 Reconciliation of net (loss) income to FFO and Core FFO: Net (loss) income (36,578) $ 138,182 $ 2,715 $ (33,863) $ 139,811 $ Real estate depreciation and amortization (including our share of unconsolidated joint ventures) 66,711 70,660 67,160 133,871 135,500 Real estate impairment loss 46,000

  • 46,000
  • Gain on sale of depreciable real estate
  • (110,583)
  • (110,583)

FFO (1) 76,133 98,259 69,875 146,008 164,728 Less FFO attributable to noncontrolling interests in: Consolidated joint ventures (10,840) (7,740) (10,207) (21,047) (14,935) Consolidated real estate fund (152) (20,276) (430) (582) (20,416) FFO attributable to Paramount Group Operating Partnership 65,141 70,243 59,238 124,379 129,377 Less FFO attributable to noncontrolling interests in Operating Partnership (6,206) (7,925) (5,585) (11,791) (15,470) FFO attributable to common stockholders (1) 58,935 $ 62,318 $ 53,653 $ 112,588 $ 113,907 $ Per diluted share 0.25 $ 0.27 $ 0.22 $ 0.47 $ 0.49 $ FFO 76,133 $ 98,259 $ 69,875 $ 146,008 $ 164,728 $ Non-core items: Our share of (distributions from 712 Fifth Avenue in excess of earnings) and earnings in excess of distributions (1,512) (15,072) 1,195 (317) (15,072) Transaction related costs 293 502 120 413 777 Realized and unrealized loss from unconsolidated real estate funds 74 2,482 131 205 2,247 After-tax net gain on sale of residential condominium land parcel

  • (21,568)
  • (21,568)

Loss on early extinguishment of debt

  • 5,162
  • 7,877

Unrealized gain on interest rate swaps (including our share of unconsolidated joint ventures)

  • (364)
  • (2,750)

Core FFO (1) 74,988 69,401 71,321 146,309 136,239 Less Core FFO attributable to noncontrolling interests in: Consolidated joint ventures (10,840) (7,740) (10,207) (21,047) (15,401) Consolidated real estate fund (152) 12 (430) (582) (128) Core FFO attributable to Paramount Group Operating Partnership 63,996 61,673 60,684 124,680 120,710 Less Core FFO attributable to noncontrolling interests in Operating Partnership (6,097) (7,108) (5,721) (11,818) (14,640) Core FFO attributable to common stockholders (1) 57,899 $ 54,565 $ 54,963 $ 112,862 $ 106,070 $ Per diluted share 0.24 $ 0.23 $ 0.23 $ 0.47 $ 0.45 $ Reconciliation of weighted average shares outstanding: Weighted average shares outstanding 240,336,485 234,990,468 240,311,744 240,324,183 232,968,602 Effect of dilutive securities 17,229 20,362 26,954 20,525 27,220 Denominator for FFO and Core FFO per diluted share 240,353,714 235,010,830 240,338,698 240,344,708 232,995,822 Three Months Ended Six Months Ended

slide-23
SLIDE 23

Reconciliation of Non-GAAP Measures

(1) Please see page 28 for our definition of this measure. 21

FUNDS FROM OPERATIONS ("FFO")

(unaudited and in thousands, except share and per share amounts)

December 31, 2017 December 31, 2016 Reconciliation of net income to FFO and Core FFO: Net income 107,176 $ 2,069 $ Real estate depreciation and amortization (including our share of unconsolidated joint ventures) 273,938 275,653 Gain on sale of Waterview (110,583)

  • FFO (1)

270,531 277,722 Less FFO attributable to noncontrolling interests in: Consolidated joint ventures (19,748) (41,320) Consolidated real estate fund (20,132) 419 FFO attributable to Paramount Group Operating Partnership 230,651 236,821 Less FFO attributable to noncontrolling interests in Operating Partnership (25,093) (41,681) FFO attributable to common stockholders (1) 205,558 $ 195,140 $ Per diluted share 0.87 $ 0.89 $ FFO 270,531 $ 277,722 $ Non-core items: Severance costs 2,626 2,874 Transaction related costs 2,027 2,404 Our share of earnings from 712 Fifth Avenue in excess of distributions received and (distributions in excess of basis) (14,205)

  • Realized and unrealized loss from unconsolidated real estate funds

6,380 607 After-tax net gain on sale of residential condominium land parcel (21,568)

  • Valuation allowance on preferred equity investment

19,588

  • Loss on early extinguishment of debt

7,877 4,608 Unrealized gain on interest rate swaps (including our share of unconsolidated joint ventures) (2,750) (41,869) Core FFO (1) 270,506 246,346 Less Core FFO attributable to noncontrolling interests in: Consolidated joint ventures (35,022) (23,890) Consolidated real estate fund 156 419 Core FFO attributable to Paramount Group Operating Partnership 235,640 222,875 Less Core FFO attributable to noncontrolling interests in Operating Partnership (25,568) (39,296) Core FFO attributable to common stockholders (1) 210,072 $ 183,579 $ Per diluted share 0.89 $ 0.84 $ Reconciliation of weighted average shares outstanding: Weighted average shares outstanding 236,372,801 218,053,062 Effect of dilutive securities 28,747 15,869 Denominator for FFO and Core FFO per diluted share 236,401,548 218,068,931 Year Ended

slide-24
SLIDE 24

Reconciliation of Non-GAAP Measures

22 (1) Please see page 28 for our definition of this measure.

NOI

(unaudited and in thousands)

June 30, 2018 June 30, 2017 March 31, 2018 June 30, 2018 June 30, 2017 Reconciliation of net (loss) income to NOI and Cash NOI: Net (loss) income (36,578) $ 138,182 $ 2,715 $ (33,863) $ 139,811 $ Add (subtract) adjustments to arrive at NOI and Cash NOI: Depreciation and amortization 64,775 68,636 65,156 129,931 131,628 General and administrative 17,195 16,573 12,631 29,826 30,154 Interest and debt expense 36,809 34,817 36,082 72,891 71,835 Loss on early extinguishment of debt

  • 5,162
  • 7,877

Transaction related costs 293 502 120 413 777 Income tax (benefit) expense (120) 970 477 357 5,252 NOI from unconsolidated joint ventures 4,569 4,958 4,740 9,309 9,781 (Income) loss from unconsolidated joint ventures (2,521) (16,535) 62 (2,459) (18,472) Loss from unconsolidated real estate funds 14 2,411 66 80 2,123 Fee income (5,409) (4,448) (3,465) (8,874) (14,004) Interest and other income, net (2,094) (2,486) (2,016) (4,110) (5,686) Real estate impairment loss 46,000

  • 46,000
  • Gain on sale of real estate
  • (133,989)
  • (133,989)

Unrealized gain on interest rate swaps

  • (1,802)

NOI (1) 122,933 114,753 116,568 239,501 225,285 Less NOI attributable to noncontrolling interests in: Consolidated joint ventures (16,674) (12,200) (16,014) (32,688) (24,229) Consolidated real estate fund (13) (345) 26 13 (486) PGRE's share of NOI (1) 106,246 $ 102,208 $ 100,580 $ 206,826 $ 200,570 $ NOI (1) 122,933 $ 114,753 $ 116,568 $ 239,501 $ 225,285 $ Less: Straight-line rent adjustments (including our share of unconsolidated joint ventures) (16,853) (12,208) (13,197) (30,050) (32,719) Amortization of above and below-market leases, net (including

  • ur share of unconsolidated joint ventures)

(4,141) (7,818) (4,257) (8,398) (10,699) Cash NOI (1) 101,939 94,727 99,114 201,053 181,867 Less Cash NOI attributable to noncontrolling interests in: Consolidated joint ventures (13,438) (8,946) (13,193) (26,631) (16,828) Consolidated real estate fund (13) (345) 26 13 (486) PGRE's share of Cash NOI (1) 88,488 $ 85,436 $ 85,947 $ 174,435 $ 164,553 $ Three Months Ended Six Months Ended

slide-25
SLIDE 25

Reconciliation of Non-GAAP Measures

23 (1) Please see page 28 for our definition of this measure.

NET OPERATING INCOME ("NOI")

(unaudited and in thousands)

December 31, 2017 December 31, 2016 Reconciliation of net income to NOI and Cash NOI: Net income 107,176 $ 2,069 $ Add (subtract) adjustments to arrive at NOI and Cash NOI: Depreciation and amortization 266,037 269,450 General and administrative 61,577 53,510 Interest and debt expense 143,762 153,138 Loss on early extinguishment of debt 7,877 4,608 Transaction related costs 2,027 2,404 Income tax expense 5,177 1,785 NOI from unconsolidated joint ventures 19,643 17,195 Income from unconsolidated joint ventures (20,185) (7,413) Loss from unconsolidated real estate funds 6,143 498 Fee income (24,212) (16,931) Interest and other loss (income), net 9,031 (6,934) Gain on sale of real estate (133,989)

  • Unrealized gain on interest rate swaps

(1,802) (39,814) NOI (1) 448,262 433,565 Less NOI attributable to noncontrolling interests in: Consolidated joint ventures (55,464) (47,561) Consolidated real estate fund (154) 414 PGRE's share of NOI (1) 392,644 $ 386,418 $ NOI (1) 448,262 $ 433,565 $ Less: Straight-line rent adjustments (including our share of unconsolidated joint ventures) (54,886) (82,724) Amortization of above and below-market leases, net (including

  • ur share of unconsolidated joint ventures)

(18,912) (9,536) Cash NOI (1) 374,464 341,305 Less Cash NOI attributable to noncontrolling interests in: Consolidated joint ventures (42,325) (32,571) Consolidated real estate fund (154) 414 PGRE's share of Cash NOI (1) 331,985 $ 309,148 $ Year Ended

slide-26
SLIDE 26

Reconciliation of Non-GAAP Measures

24 (1) Please see page 28 for our definition of this measure. (2) Represents our share of Cash NOI attributable to acquired properties (50 Beale Street in San Francisco) for the months in which they were not owned by us in both reporting periods. (3) Represents our share of Cash NOI attributable to sold properties (Waterview in Washington, D.C.) for the months in which they were not owned by us in both reporting periods.

SAME STORE RESULTS

(unaudited and in thousands)

SAME STORE CASH NOI (1) Total New York Washington, D.C. San Francisco Other PGRE's share of Cash NOI for the three months ended June 30, 2018 88,488 $ 63,773 $ 9,353 $ 17,198 $ (1,836) $ Acquisitions (2) (1,766)

  • (1,766)
  • Dispositions
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(54) (54)

  • Other, net

174 174

  • PGRE's share of Same Store Cash NOI (1) for the three months ended June 30, 2018

86,842 $ 63,893 $ 9,353 $ 15,432 $ (1,836) $ Total New York Washington, D.C. San Francisco Other PGRE's share of Cash NOI for the three months ended June 30, 2017 85,436 $ 61,423 $ 10,690 $ 15,748 $ (2,425) $ Acquisitions

  • Dispositions (3)

(2,332)

  • (2,332)
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(1,041) (175)

  • (866)
  • Other, net

(87) 30

  • (117)

PGRE's share of Same Store Cash NOI (1) for the three months ended June 30, 2017 81,976 $ 61,278 $ 8,358 $ 14,882 $ (2,542) $ Increase in PGRE's share of Same Store Cash NOI 4,866 $ 2,615 $ 995 $ 550 $ 706 $ % Increase 5.9% 4.3% 11.9% 3.7% Three Months Ended June 30, 2018 Three Months Ended June 30, 2017

slide-27
SLIDE 27

Reconciliation of Non-GAAP Measures

25 (1) Please see page 28 for our definition of this measure. (2) Represents our share of NOI attributable to acquired properties (50 Beale Street in San Francisco) for the months in which they were not owned by us in both reporting periods. (3) Represents our share of NOI attributable to sold properties (Waterview in Washington, D.C.) for the months in which they were not owned by us in both reporting periods. (4) This decrease resulted from income of $3,028 in the prior year from the accelerated amortization of certain below-market lease liabilities in connection with such tenants' lease modifications. Excluding this income, Same Store NOI increased by 9.5% for the total portfolio and 4.8% for our San Francisco portfolio.

SAME STORE RESULTS

(unaudited and in thousands)

SAME STORE NOI (1) Total New York Washington, D.C. San Francisco Other PGRE's share of NOI for the three months ended June 30, 2018 106,246 $ 74,737 $ 9,699 $ 23,622 $ (1,812) $ Acquisitions (2) (2,361)

  • (2,361)
  • Dispositions
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(54) (54)

  • Other, net

174 174

  • PGRE's share of Same Store NOI (1) for the three months ended June 30, 2018

104,005 $ 74,857 $ 9,699 $ 21,261 $ (1,812) $ Total New York Washington, D.C. San Francisco Other PGRE's share of NOI for the three months ended June 30, 2017 102,208 $ 68,151 $ 11,573 $ 24,881 $ (2,397) $ Acquisitions

  • Dispositions (3)

(2,332)

  • (2,332)
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(1,041) (175)

  • (866)
  • Other, net

(785) 30

  • (698)

(117) PGRE's share of Same Store NOI (1) for the three months ended June 30, 2017 98,050 $ 68,006 $ 9,241 $ 23,317 $ (2,514) $ Increase (decrease) in PGRE's share of Same Store NOI 5,955 $

(4)

6,851 $ 458 $ (2,056) $

(4)

702 $ % Increase (decrease) 6.1%

(4)

10.1% 5.0% (8.8%)

(4)

Three Months Ended June 30, 2018 Three Months Ended June 30, 2017

slide-28
SLIDE 28

Reconciliation of Non-GAAP Measures

26 (1) Please see page 28 for our definition of this measure. (2) Represents our share of Cash NOI attributable to acquired properties (60 Wall Street in New York and 50 Beale Street in San Francisco) for the months in which they were not owned by us in both reporting periods. (3) Represents our share of Cash NOI attributable to sold properties (Waterview in Washington, D.C.) for the months in which they were not owned by us in both reporting periods.

SAME STORE RESULTS - BY SEGMENT

(unaudited and in thousands)

SAME STORE CASH NOI (1) Total New York Washington, D.C. San Francisco Other PGRE's share of Cash NOI for the six months ended June 30, 2018 174,435 $ 125,971 $ 18,568 $ 33,613 $ (3,717) $ Acquisitions (2) (3,730) (215)

  • (3,515)
  • Dispositions
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(244) (244)

  • Other, net

174 174

  • PGRE's share of Same Store Cash NOI (1) for the six months ended June 30, 2018

170,635 $ 125,686 $ 18,568 $ 30,098 $ (3,717) $ Total New York Washington, D.C. San Francisco Other PGRE's share of Cash NOI for the six months ended June 30, 2017 164,553 $ 114,913 $ 23,943 $ 29,185 $ (3,488) $ Acquisitions

  • Dispositions (3)

(8,632)

  • (8,632)
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(1,107) (241)

  • (866)
  • Other, net

(87) 30

  • (117)

PGRE's share of Same Store Cash NOI (1) for the six months ended June 30, 2017 154,727 $ 114,702 $ 15,311 $ 28,319 $ (3,605) $ Increase (decrease) in PGRE's share of Same Store Cash NOI 15,908 $ 10,984 $ 3,257 $ 1,779 $ (112) $ % Increase 10.3% 9.6% 21.3% 6.3% Six Months Ended June 30, 2018 Six Months Ended June 30, 2017

slide-29
SLIDE 29

Reconciliation of Non-GAAP Measures

27 (1) Please see page 28 for our definition of this measure. (2) Represents our share of NOI attributable to acquired properties (60 Wall Street in New York and 50 Beale Street in San Francisco) for the months in which they were not owned by us in both reporting periods. (3) Represents our share of NOI attributable to sold properties (Waterview in Washington, D.C.) for the months in which they were not owned by us in both reporting periods. (4) This decrease resulted from income of $3,028 in the prior year from the accelerated amortization of certain below-market lease liabilities in connection with such tenants' lease modifications. Excluding this income, Same Store NOI increased by 8.1% for the total portfolio and 3.3% for our San Francisco portfolio.

SAME STORE RESULTS - BY SEGMENT

(unaudited and in thousands)

SAME STORE NOI (1) Total New York Washington, D.C. San Francisco Other PGRE's share of NOI for the six months ended June 30, 2018 206,826 $ 145,886 $ 19,303 $ 45,391 $ (3,754) $ Acquisitions (2) (4,667) (173)

  • (4,494)
  • Dispositions
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(244) (244)

  • Other, net

174 174

  • PGRE's share of Same Store NOI (1) for the six months ended June 30, 2018

202,089 $ 145,643 $ 19,303 $ 40,897 $ (3,754) $ Total New York Washington, D.C. San Francisco Other PGRE's share of NOI for the six months ended June 30, 2017 200,570 $ 133,469 $ 26,436 $ 44,186 $ (3,521) $ Acquisitions

  • Dispositions (3)

(8,632)

  • (8,632)
  • Lease termination income (including our share
  • f unconsolidated joint ventures)

(1,107) (241)

  • (866)
  • Other, net

(785) 30

  • (698)

(117) PGRE's share of Same Store NOI (1) for the six months ended June 30, 2017 190,046 $ 133,258 $ 17,804 $ 42,622 $ (3,638) $ Increase (decrease) in PGRE's share of Same Store NOI 12,043 $

(4)

12,385 $ 1,499 $ (1,725) $

(4)

(116) $ % Increase (decrease) 6.3%

(4)

9.3% 8.4% (4.0%)

(4)

Six Months Ended June 30, 2018 Six Months Ended June 30, 2017

slide-30
SLIDE 30

Definitions

28

Annualized Rent represents the end of period monthly base rent plus escalations in accordance with the lease terms, multiplied by 12. Funds from Operations ("FFO") is a supplemental measure of our performance. FFO is presented in accordance with the definition adopted by the National Association of Real Estate Investment Trusts (“Nareit”). Nareit defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of depreciated real estate assets, impairment losses on depreciable real estate and depreciation and amortization expense from real estate assets, including our share of such adjustments of unconsolidated joint ventures. FFO is commonly used in the real estate industry to assist investors and analysts in comparing results of real estate companies because it excludes the effect of real estate depreciation and amortization and net gain on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO is not intended to be a measure of cash flow or liquidity. FFO attributable to common stockholders represents the Company's share of FFO that is attributable to common stockholders and is calculated by reducing from FFO, the noncontrolling interests' share of FFO in consolidated joint ventures, real estate funds and Operating Partnership. Core Funds from Operations ("Core FFO") is an alternative measure of our operating performance, which adjusts FFO for certain other items that we believe enhance the comparability of our FFO across periods. Core FFO, when applicable, excludes the impact of certain items, including, transaction related costs, realized and unrealized gains or losses on real estate fund investments, unrealized gains or losses on interest rate swaps, severance costs and gains or losses on early extinguishment of debt, in order to reflect the Core FFO of our real estate portfolio and operations. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results. Core FFO is not intended to be a measure of cash flow or liquidity. Core FFO attributable to common stockholders represents the Company's share of Core FFO that is attributable to common stockholders and is calculated by reducing from Core FFO, the noncontrolling interests' share of Core FFO in consolidated joint ventures, real estate funds and Operating Partnership. Net Operating Income (“NOI”) is used to measure the operating performance of our properties. NOI consists of property-related revenue (which includes rental income, tenant reimbursement income and certain other income) less operating expenses (which includes building expenses such as cleaning, security, repairs and maintenance, utilities, property administration and real estate taxes). We also present Cash NOI which deducts from NOI, straight-line rent adjustments and the amortization of above and below-market leases, net, including our share of such adjustments of unconsolidated joint ventures. In addition, we present PGRE's share of NOI and Cash NOI which represents our share of NOI and Cash NOI of consolidated and unconsolidated joint ventures, based on our percentage ownership in the underlying assets. We use NOI and Cash NOI internally as performance measures and believe they provide useful information to investors regarding our financial condition and results of operations because they reflect only those income and expense items that are incurred at property level. Same Store NOI is used to measure the operating performance of properties that were owned by us in a similar manner during both the current period and prior reporting periods, and represents Same Store NOI from consolidated and unconsolidated joint ventures based on our percentage

  • wnership in the underlying assets. Same Store NOI also excludes lease termination income, bad debt expense and certain other items that may vary

from period to period. We also present Same Store Cash NOI, which excludes the effect of non-cash items such as the straight-lining of rental revenue and the amortization of above and below-market leases.