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Section 1: 8-K (8-K)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 


 

FORM 8-K

 


 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): March 5, 2018

 


 

MACK-CALI REALTY CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Maryland

 

1-13274

 

22-3305147

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

Harborside 3, 210 Hudson St., Ste. 400

 

(Address of Principal Executive Offices) (Zip Code)

 

 

(732) 590-1010

(Registrant’s telephone number, including area code)

 

MACK-CALI REALTY, L.P.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

333-57103

 

22-3315804

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

Harborside 3, 210 Hudson St., Ste. 400

(Address of Principal Executive Offices) (Zip Code)

 

(732) 590-1010

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

 

 

 



 

Item 7.01 Regulation FD

 

Beginning on March 5, 2018, Mack-Cali Realty Corporation, a Maryland corporation (the “General Partner”) and the general partner of Mack-Cali Realty, L.P. (the “Company,” and together with the General Partner, the “Registrants”), will participate in investor meetings and the Citi Equities 2018 Global Property CEO Conference at which members of the General Partner’s management will make a presentation to investors. A copy of the General Partner’s investor presentation is furnished herewith as Exhibit 99.1.

 

Limitation of Incorporation by Reference

 

In accordance with General Instruction B.2. of Form 8-K, this information, including Exhibit 99.1 furnished herewith, is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act. The information in this Item 7.01 of this Current Report on Form 8-K (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

 

Cautionary Statements

 

This Current Report on Form 8-K, including the exhibits furnished herewith, contains “forward-looking statements” within the meaning of Section 21E of the Exchange Act. Such forward-looking statements relate to, without limitation, our future economic performance, plans and objectives for future operations and projections of revenue and other financial items. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “potential,” “projected,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue,” or comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements as a result of various factors. Unless required by U.S. federal securities laws, we do not intend to update any of the forward-looking statements to reflect circumstances or events that occur after the statements are made or to conform the statements to actual results. The information contained in this Current Report on Form 8-K, including the exhibit filed herewith, should be viewed in conjunction with the consolidated financial statements and notes thereto appearing in the Registrants’ Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q.

 

In connection with the foregoing, the Company and Operating Partnership hereby furnish the following documents:

 

Item 9.01              Financial Statements and Exhibits

 

(d)  Exhibits

 

Exhibit Number

 

Exhibit Title

 

 

 

99.1

 

Investor Presentation.

 

The information included in this Current Report on Form 8-K (including the exhibit hereto) is being furnished under Item 7.01, “Regulation FD” and Item 9.01 “Financial Statements and Exhibits” of Form 8-K. As such, the information (including the exhibit) herein shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. This Current Report (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

 

2



 

EXHIBIT INDEX

 

Exhibit Number

 

Exhibit Title

 

 

 

99.1

 

Investor Presentation.

 

3



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

MACK-CALI REALTY CORPORATION

 

 

 

Dated: March 5, 2018

By:

/s/ Gary T. Wagner

 

 

Gary T. Wagner

 

 

General Counsel and Secretary

 

 

 

 

MACK-CALI REALTY, L.P.

 

 

 

 

By:

Mack-Cali Realty Corporation, its general partner

 

 

 

 

 

 

 

 

Dated: March 5, 2018

 

By:

/s/ Gary T. Wagner

 

 

 

Gary T. Wagner

 

 

 

General Counsel and Secretary

 

4


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Section 2: EX-99.1 (EX-99.1)

Exhibit 99.1

. Mack-Cali Realty Corporation Investor Presentation March 2018

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2 Statements made in this presentation may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “potential,” “projected,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue” or comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate, and involve factors that may cause actual results to differ materially from those projected or suggested. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading “Disclosure Regarding Forward-Looking Statements” and “Risk Factors” in our annual reports on Form 10-K, as may be supplemented or amended by our quarterly reports on Form 10-Q, which are incorporated herein by reference. We assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise. Investor Presentation This Operating and Financial Data should be read in connection with our annual report on form 10-K for the year ended December 31, 2017.

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Mack-Cali has a leading residential and office presence on the Jersey City Hudson Waterfront 3 Mack-Cali has a leading residential and office presence on the Hudson Waterfront and in Jersey City’s premier market Investor Presentation

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4Q 2017 Key Statistics Square Feet Office Space % Leased (Excl. Non-Core) GAAP Rental Rate Roll-Up (Excl. Non-Core) Cash Rental Rate Roll-Up (Excl. Non-Core) Operating Residential Units % Leased Residential Units In-Construction Residential Units/Keys 5,826 96.6% 1,944 Market Capitalization Net Asset Value (estimate) $3.8 billion $5.2 billion 17.1 million 87.6% 17.9% 9.6% Pictured: Harborside Financial Center 4 Investor Presentation In-Construction Avg Development Yield 7.0%

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5 Office buildings (excluding flex) Operating/In Construction Units (WO/JV) Operating/In Construction Units (Subordinate) Total Market Cap Weighted Average Interest Rate Interest Coverage Ratio FFO (Qtr.) 41 (64% Reduction) 7,228 (90% Increase) 542 (82% Reduction) $5.2 billion (33% Increase) 3.93% (31% Reduction) 3.3 (22% Increase) $50.0 million (8% Increase) AFFO (Qtr.) $37.7 million (54% Increase) The New Mack-Cali: Transformation Office Buildings (excluding flex) Operating/In Construction Units (WO/JV) Operating/In Construction Units (Subordinate) Total Market Cap Weighted Average Interest Rate Interest Coverage Ratio FFO (Qtr.) AFFO (Qtr.) 115 3,800 3,026 $3.9 billion 5.67% 2.7 $46.5 million $24.5 million 2Q15 4Q17 Pictured: Jersey City Waterfront Assets Consolidated Residential NOI (annualized) $14.3 million Consolidated Residential NOI (annualized) $49.8 million (248% Increase) Investor Presentation

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NOI Evolution 6 Total Portfolio NOI: $338M 49% of NOI from Residential & Waterfront Office Total Portfolio NOI: $350M(1) 38% of NOI from Residential & Waterfront Office Market NOI % Waterfront Office $108 31% Residential 24 7% Class A Suburban Office 28 8% Suburban Office 138 39% Flex 52 15% Total $350 $ in millions Mack-Cali has transformed its business from a suburban office company to a residential and geographically focused office concentration(1) Market NOI % Waterfront $116 34% Residential 50 15% Class A Suburban 45 13% Suburban 86 26% Flex 41 12% Total $338 Market NOI % Waterfront $116 31% Residential 87 23% Class A Suburban 45 12% Suburban 86 23% Flex 41 11% Total $375 Total Portfolio NOI: $375M 54% of NOI from Residential & Waterfront Office Class A Suburban Class A Suburban Class A Suburban 8% 13% 12% 39% 15% 7% 31% 12% 15% 34% 26% 11% 23% 31% 23% Investor Presentation Notes 1: Represents fourth quarter 2016 NOI on an annualized basis after subtracting Real Estate Services Income of $6.658 & adding back Real Estate Service expenses of $6.842 2: Data above is based upon operating results for fourth quarter 2017 on an annualized basis. Please see the appendix to this presentation for a reconciliation of NOI to net income. Waterfront Suburban Flex Residential 4Q 2017 NOI Composition (annualized) Waterfront Suburban Flex Residential NOI Composition W/ CIP Stabilized (annualized)

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Residential – Portfolio Quality 7 3,827 As of 4Q 2017, Roseland had a portfolio-wide percentage leased of 96.6% Roseland’s low volatility portfolio has leased within a 200 bps range over last three years and is supportive of higher loan-to-value debt Roseland’s portfolio will maintain an average age of under 9 years – an industry leader Investor Presentation Gross Portfolio Value Stabilized Gross Asset Value $4,327 Less: Discount for CIP (321) Discounted Gross Asset Value $4,006 Less: Existing Debt (1,562) Less: 3rd Party Interests (716) Roseland Net Asset Value $1,728 MCRC Share $1,569 Rockpoint Share $159 Historical Percentage Leased 92.00% 94.00% 96.00% 98.00% 100.00% 4Q14 2Q15 4Q15 2Q16 4Q16 2Q17 4Q17 % Leased Average Hudson River Waterfront 60% Boston Metro 22% NJ Corridor 9% Washington, D.C. 7% New York Metro 1% Philadelphia Metro 1% NAV by Market 9.7 7.2 7.8 8.2 0 2 4 6 8 10 12 2017 2018 2019 2020 Avg. Building Age (years)

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Residential - Portfolio Evolution 8 2,079 3,319 1,721 4,940 1,839 5,639 2,568 5,614 3,063 5,826 1,944 2,895 7,410 7,410 3,827 1,498 Roseland has nearly eliminated its subordinated interests as it has continued to grow the size and ownership of its operating portfolio Y/E 2014 Portfolio Avg. Ownership: 46.40% Y/E 2017 Portfolio Avg. Ownership: 71.64% Y/E 2019 Portfolio Avg. Ownership: 85.39% Investor Presentation Units

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Residential – Value Creation Estimated Value Creation from In-Construction Projects Projected NOI $51M Market Value of Projected NOI (avg. cap rate of 5.22%) $977M Less: Cost of Development - $732M Value Creation $245M Roseland Share $208M 9 Roseland’s In-Construction portfolio is forecasted to create approximately $245 million of value through 2020 (Roseland share: $208M) Investor Presentation RiverHouse 11 at Port Imperial Residences at City Square PI North – Riverwalk C

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Residential - Development Delivery and FFO Creation 10 2019E: $28.5 M 2020E: $38.0 M 2018E: $13.7 M 2017: $28.5 M Pictured: Monaco Jersey City +281% The growth reflected below is solely from Roseland’s current Operating and In-Construction portfolio Investor Presentation Economic Stabilizations Quarry Place at Tuckahoe ($1.1M) Chase II ($2.7M) Urby at Harborside ($9.9M) Economic Stabilizations Signature Place at Morris Plains ($2.2M) Lofts at 40 Park ($0.3M) Residences at City Square ($3.6M) RiverHouse 11 at Port Imperial ($4.7M) Portside 5/6 ($4.0M) Economic Stabilizations Marriott Hotels at Port Imperial ($9.5M) Note: See appendix for additional information $0 $20 $40 $60 $80 $100 $120 $140

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Residential – Equity Requirements 11 Roseland Residential As summarized in the table below, Mack-Cali is planning on and expects to have excess capital sources available to achieve the following key objectives: Complete Roseland’s in-construction portfolio of 1,944 units Complete Roseland’s funding requirement for 2018/2019 Probable Starts comprising 2,786 units Notes: (1) Represents capital sources prior to reinvestment of Roseland cash flow generation. $ in thousands Construction Capital Units Total Cost Debt Requirement Comment USE: In-Construction Portfolio In-Construction Portfolio Represents remaining requirements for its in-construction portfolio 1,944 $295,700 $254,900 $40,800 Less: Existing JV Partner Commitments Represents third party capital commitments (Riverwalk C) (18,700) Remaining Roseland Capital (to be funded by Company cash) $22,100 USE: Probable 2018/2019 Starts Probable 2018/2019 Starts Represents five Probable 2018 and 2019 starts in our core geographies in close proximity to existing operations 2,786 $1,380,700 $832,000 $548,700 Less: Land Equity to Date Represents the Company's existing land equity in Probable Starts (~$55,000/unit) (155,700) Less: Existing JV Partner Commitments Represents third party capital commitments (Urby II) (28,700) Roseland Capital Obligation $364,300 Potential Capital Sources Rockpoint Capital Represents the balance on Rockpoint's $300M commitment $150,000 Construction Refinancings Represents excess refinancing proceeds upon takeout financing on active in construction portfolio 110,000 Dispositions Represents select dispositions for redeployment of capital into Roseland's core geographies 163,000 New Project-level Joint Ventures Represents 50/50 joint ventures on select Roseland Probable Starts (capital source identified) 141,300 Total Roseland Capital Sources $564,300 2018/2019 Start Excess Capital Source Potential (1) $200,000

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Office – Rent Growth by Property Type 12 Office rents show signs of renewed growth, increasing by 12.1% across key markets in 2017 Waterfront rents continue to climb as the Company focuses on its trophy assets As Waterfront rents continue to climb, re-leasing previously discounted prime office space presents a sizeable mark to market opportunity FY 2015 FY 2016 FY 2017 Waterfront $34.36 $40.45 $48.88 % 17.7% 20.8% Class A Suburban 29.42 32.71 34.29 % 11.2% 4.8% Suburban 23.37 27.50 27.53 % 17.7% 0.1% Key Markets (avg) $25.72 $34.54 $38.72 % 34.3% 12.1% Investor Presentation $22.70 $24.63 $20.60 $23.58 $28.35 Portfolio Re-Leasing Spreads (GAAP) $22.70 $41.66 $42.88 $48.88 $51.31 Waterfront Re-Leasing Spreads (GAAP) $48.91 $40.97 $34.15 $39.76 2018 Escalations $15.00 $20.00 $25.00 $30.00 $35.00 $40.00 $45.00 $50.00 FY 2015 FY 2016 FY 2017 Waterfront Class A Suburban Suburban Average

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($ in millions) Percent of Goal Buildings Building SF Avg. Base Rent Dispositions (2015-2017) $1,172 74% 120 13,951,574 $24.52 Under Contract/Negotiations 340 21% 28 2,669,882 20.45 Active Dialogue/Future Dispositions 78 5% 5 828,074 22.93 Total Dispositions $1,590 100% 153 17,449,530 $23.57 Remaining Office Portfolio 41 10,943,650 $33.92 Under Contract/Negotiations $340M 2015-2017 Dispositions $1,172M We have made significant progress in our portfolio transformation via dispositions of non-core and JV assets and expect to finish our program in 2Q 2018. The average rent profile of our remaining office portfolio is 44% higher than the disposition portfolio Office - Disposition Strategy & Statistics 13 Disposition Target $1,590M 74% 21% Remaining to reach target $78M 5% Investor Presentation The remaining office portfolio avg. rent is 44% higher than the portfolio dispositions

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Office – Post Disposition Portfolio 14 4Q 2017 Investor Presentation Waterfront Suburban Avg. Base Rent Avg. Base Rent Building Location Total SF Leased SF % Leased + Escalations (3) Building Location Total SF Leased SF % Leased + Escalations (3) 101 Hudson Jersey City, NJ 1,246,283 1,246,283 100.0% $35.05 4A 1 Giralda Farms Madison, NJ 154,417 154,417 100.0% $39.73 Harborside 1 Jersey City, NJ 399,578 197,276 49.4% 47.44 4D 7 Giralda Farms Madison, NJ 236,674 148,180 62.6% 35.18 Harborside 2 & 3 Jersey City, NJ 1,487,222 1,134,341 76.3% 37.35 4H 4 Gatehall Drive Parsippany, NJ 248,480 195,480 78.7% 26.74 Harborside 4a Jersey City, NJ 207,670 204,856 98.6% 36.51 9A 9 Campus Drive Parsippany, NJ 156,495 137,451 87.8% 20.41 Harborside 5 Jersey City, NJ 977,225 916,565 93.8% 42.36 CT 325 Columbia Turnpike Florham Park, NJ 168,144 167,044 99.3% 26.26 111 River Street Hoboken, NJ 566,215 511,699 90.4% 38.74 F5 100 Schultz Drive Red Bank, NJ 100,000 57,364 57.4% 28.51 Total Waterfront 4,884,193 4,211,020 86.2% $38.34 F6 200 Schultz Drive Red Bank, NJ 102,018 54,970 53.9% 28.24 J7 201 Littleton Road Morris Plains, NJ 88,369 38,572 43.6% 20.05 JB 3600 Route 66 Neptune, NJ 180,000 180,000 100.0% 24.59 K4 4 Campus Drive Parsippany, NJ 147,475 124,307 84.3% 24.01 K6 6 Campus Drive Parsippany, NJ 148,291 120,317 81.1% 25.66 L0 One Sylvan Way Parsippany, NJ 150,557 122,938 81.7% 32.26 L7 Five Sylvan Way Parsippany, NJ 151,383 142,588 94.2% 29.00 L9 Seven Sylvan Way Parsippany, NJ 145,983 103,289 70.8% 28.00 Class A Suburban LJ Seven Campus Drive Parsippany, NJ 154,395 146,604 95.0% 25.76 Avg. Base Rent LK Two Hilton Court Parsippany, NJ 181,592 181,592 100.0% 40.47 Building Location Total SF Leased SF % Leased + Escalations LN Eight Campus Drive Parsippany, NJ 215,265 163,020 75.7% 29.77 1 Bridge Plaza Fort Lee, NJ 200,000 168,352 84.2% $28.52 LQ 2 Dryden Way Parsippany, NJ 6,216 6,216 100.0% 17.80 2115 Linwood Avenue Fort Lee, NJ 68,000 59,410 87.4% 24.33 VN 600 Horizon Drive (2) Hamilton, NJ 95,000 95,000 100.0% 24.23 101 Wood Avenue S Iselin, NJ 262,841 262,841 100.0% 32.06 NC 700 Horizon Drive (2) Hamilton, NJ 120,000 120,000 100.0% 32.88 581 Main Street Woodbridge, NJ 200,000 102,544 51.3% 27.83 PO 100 Overlook Center Princeton, NJ 149,600 134,033 89.6% 31.06 333 Thornall Street Edison, NJ 196,128 188,618 96.2% 34.26 PR 5 Vaughn Drive Princeton, NJ 98,500 47,495 48.2% 29.73 343 Thornall Street Edison, NJ 195,709 190,790 97.5% 32.54 R0 One River Center 1 Middletown, NJ 122,594 116,982 95.4% 27.59 150 JFK Parkway Short Hills, NJ 247,476 209,848 84.8% 34.35 RF One River Center 2 Middletown, NJ 120,360 120,360 100.0% 25.66 51 JFK Parkway Short Hills, NJ 260,741 255,495 98.0% 51.64 RH One River Center 3 & 4 Middletown, NJ 214,518 120,164 56.0% 27.86 101 JFK Parkway Short Hills, NJ 197,196 197,196 100.0% 40.66 23 Main Street Holmdel, NJ 350,000 350,000 100.0% 17.35 103 JFK Parkway Short Hills, NJ 123,000 123,000 100.0% 42.41 WH 5 Wood Hollow Road Parsippany, NJ 317,040 317,040 100.0% 25.22 Total Class A Suburban 1,951,091 1,758,094 90.1% $36.29 Total Suburban 4,323,366 3,665,423 84.8% $27.43 Total Core Portfolio (1) 11,158,650 9,634,537 86.3% $33.84 Flex Park Portfolio 3,491,612 3,195,006 91.5% $18.37 Excludes non-core holdings targeted for sale at 2,460,040 SF; excludes consolidated repositionings taken offline totaling 513,101 SF. Total consolidated office portfolio of 17,623,403 SF. 700 Horizon Drive is under contract for sale and 600 Horizon Drive has an executed purchase and sale agreement. Includes annualized base rental revenue plus escalations for square footage leased to commercial and retail tenants only. Excludes leases for amenity, parking and month-to-month tenants. Annualized base rental revenue plus escalations is based on actual December 2017 billings times 12. For leases whose rent commences after January 1, 2018 annualized base rental revenue is based on the first full month’s billing times 12. As annualized base rental revenue is not derived from historical GAAP results, historical results may differ from those set forth above.

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Office – Waterfront Leasing Prospects 15 4Q 2017 Investor Presentation Building(1) Type/Industry Tenant Size (SF) Tours Timing Proposed Building Upgrades 101 Hudson FIRE Professional Svcs 10,000 - 35,000 3 4Q18 Lobby Renovation Elevator Upgrades New retail amenities Harborside 5 FIRE Professional Svcs 5,000 - 40,000 3 4Q18 New retail options Harborside 2&3 Technology FIRE Professional Svcs 6,000 - 150,000 5 3Q18 - 4Q18 Atrium, elevator, and retail renovations all under way Harborside 4A Financial Svcs 2,000 - 30,000 2 3Q18 - 4Q18 New retail options 111 River Street Technology FIRE Professional Svcs 7,000 - 100,000 3 3Q18 - 4Q18 New retail options Note: Does not include Harborside 1 due to on-going building renovation.

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16 Valuation - NAV $ in millions (except per share amounts) Note: See appendix for additional information The company’s NAV estimate of $3.8B is further supposed using alternative valuation methodologies on page 8 NAV Calculation Net Value Range Rentable SF/ Apt Units Projected NOI (1) Cap Rate Gross Asset Value Gross Per SF / Unit (10) Property Debt Third Party Interests Discount for CIP Net Asset Value High Low (A) (B) (C) (D) (A-B-C-D) Office Portfolio MSF Hudson Waterfront (Jersey City) 4.884 $78.9 4.1% $1,937 $397 ($460) $0 $0 $1,477 $1,759 $1,259 Class A Suburban (Metropark, Short Hills) 1.951 41.7 6.6% 635 325 (125) 0 0 510 563 465 Suburban 4.323 56.3 8.1% 693 160 (68) 0 0 625 670 585 Flex Parks 3.492 36.6 6.7% 549 157 0 0 0 549 594 511 Subtotal (4) 14.650 $213.5 $3,814 $260 ($653) $0 $0 $3,161 $3,586 $2,820 Non-Core (5) 2.460 272 0 0 0 272 272 272 Hotel and Other JV Interests (6) 212 (130) (41) 0 41 41 41 Harborside Plaza 4 90 0 0 0 90 90 90 Wegman's & Retail (7) 56 0 0 0 56 56 56 Land (8) 39 0 0 0 39 39 39 Repositioning Properties (9) 117 0 0 0 117 117 117 1031 Balances & Other Receivables (at cost) 46 0 0 0 46 46 46 Office - Asset Value 17.110 $4,646 ($783) ($41) $0 $3,822 $4,247 $3,481 Less: Office Unsecured Debt (1,400) (1,400) (1,400) Less: Market Management Fee (10) (136) (136) (136) Less: Office Preferred Equity/LP Interests (53) (53) (53) Total Office NAV 17.110 $2,233 $2,658 $1,892 Residential Units Operating Properties - Wholly Owned 2,551 $48.8 4.84% $1,008 $395 ($527) $0 ($1) $480 $535 $431 Operating Properties - JVs (11) 2,733 65.9 4.72% 1,395 510 (680) (370) (3) 342 379 308 Operating Properties - Subordinate JVs 542 15.9 4.97% 319 588 (138) (147) 0 34 38 31 In-Construction Properties (12) 1,944 51.1 5.23% 978 503 (217) (99) (317) 345 381 313 Future Development Properties (8) 10,957 587 57 0 (100) 0 487 511 463 Fee Income Business & Other 40 0 0 0 40 40 40 Residential - Asset Value (13) 18,727 $4,327 ($1,562) ($716) ($321) $1,728 $1,884 $1,586 Less: Rockpoint Interest (159) (164) (155) Total Residential NAV 18,727 $1,569 $1,720 $1,431 Total Mack-Cali NAV $3,802 $4,378 $3,323 Approximate NAV / Share (100.5MM shares) (14) $37.83 $43.56 $33.06 Investor Presentation

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Office Portfolio Value Price-to-FFO Multiple Sensitivity 2018 Office Portfolio FFO(3): $1.51/share Valuation - Implied Stock Price Office FFO Multiple Office Company Value Per Share Roseland Value Per Share Implied Stock Value 11.00x $16.61 $15.61 $32.22 12.00x 18.12 15.61 33.73 13.00x 19.63 15.61 35.24 14.00x 21.14 15.61 36.75 15.00x 22.65 15.61 38.26 Mack-Cali Stock Price(1) $17.16 4Q 2017 Roseland Net Asset Value Per Share 15.61 Implied Office Company Value Per Share(2) $1.55 Implied Office Company FFO Multiple 1.03x 17 Note: As of February 27, 2018. The office standalone net debt/EBITDA is 8.0x See Appendix for additional guidance detail Investor Presentation As reflected in the sum of parts NAV calculation, a stock price of approximately $37.00 is further validated by a cash flow multiple approach:

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Mack-Cali’s residential and core office assets are concentrated in targeted urban markets and transit based locations, with approximately 65% of NAV along the Hudson Waterfront. Geographic Breakdown Investor Presentation Hudson Waterfront NAV ($) NAV (%) Office (Jersey City) $1,477M ~39% Residential (Jersey City / Port Imperial) $1,010M ~27% Total $2,487M ~65% 18 Port Imperial Waterfront Jersey City Waterfront

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Regional Spotlight - Jersey City 19 Mack-Cali and Roseland have a market leading residential & office portfolio along the Jersey City waterfront. Residential Units % Leased (12/31/17) Rent PSF (12/31/17) Marbella 412 96.6% $40.32 Monaco 523 96.0% 45.12 M2 311 98.4% 46.20 Urby 762 97.2% 57.55 Total 2,008 97.0% $47.89 Remaining Land 4,807 Operating Office Portfolio 4.318 MSF 86% $38.30

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Jersey City: The New Scene 20 1st Most Livable City in the US Smartasset (2016) 1st Fastest- Growing Metro Area in NJ Forbes & CareerBliss 2nd Happiest City to Work in the US Forbes & CareerBliss 5th Best Public Transportation in the US Business Insider Top 5 US Cities for Millennials Niche & Forbes Top 5 Hippest Blocks in NYC Forbes & CareerBliss 10th US Cities Where Millennials Make Over $350,000 Zillow 10th Most Artistic City in the US Atlantic Magazine Investor Presentation

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Regional Spotlight - Port Imperial 21 The Port Imperial submarket provides unrivaled access to Midtown West and Hudson Yards ($17Bn Investment) via the NY Waterway Ferry. Port Imperial will further become a prime residential destination as companies migrate to Hudson Yards Operating In-Construction Land Current: 316 Units 1,027 Units/Keys 1,704 Units Y/E 2018: 983 Units/Keys 360 Units 1,704 Units Operating In-Development 2018 Start Future Start Investor Presentation

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Regional Spotlight - Overlook Ridge 22 Operating Properties Units % Leased (12/31/17) Rent PSF (12/31/17) Alterra at Overlook Ridge 722 96.5% $23.52 The Chase at Overlook Ridge 664 97.6% 26.76 Total 1,386 97.0% $23.07 2018 Target Start (Chase III) 326 Remaining Land 490 Investor Presentation Roseland has developed the 92 acre Overlook Ridge community, located 5 miles from the center of Boston and directly off of Route 1.

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Repositioning - Harborside Cultural District The Company continues to invest in our Jersey City assets as part of a complete transformation project to create a cultural district at Harborside. 23 Lutze Biergarten Harborside Tower (JV with SJP Properties) New Retail, Dining and Event Space Re-Skin of Harborside Complex Revitalized Pedestrian Walkways and New Ferry European-Style Food Hall Investor Presentation

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NJ Grows: Mack-Cali is well positioned to benefit from this business incentive program 24 Gross Annual Benefit/Employee Gross Annual Benefit/SF Urban Transit Hub Municipality $5,000 Transit-oriented development $2,000 Large numbers of new full-time jobs are eligible $500 – $1,500 251 to 400 $500 +$2.50 401 to 600 $750 +$3.75 601 to 800 $1,000 +$5.00 801 to 1,000 $1,250 +$6.25 1,001+ $1,500 +$7.50 Business in a targeted industry: Defense, Energy, Finance, Health, Life Sciences, Logistics, Manufacturing, Technology and Transportation $500/employee p.a +$2.50 Average salary > county’s existing average (currently $50,006): $250 (if 35% over), $500 (if $70% over), $750 (if 105% over) + $1.25 – $3.75 Total Potential Benefit Range (Per Employee per Annum) $7,000 – $9,750 + $35.00 – $48.75 Investor Presentation These are credits per employee offered by the State of NJ (NJS) to be applied against NJS Corporate Taxes

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Appendix 25

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26 Average Revenue Per Home: Calculated as total apartment revenue for the quarter ended December 31, divided by the average percent occupied for the quarter ended December 31, 2017, divided by the number of apartments and divided by three. Operating Communities: Communities that have achieved Project Stabilization. Class A Suburban: Long-term hold office properties in targeted submarkets; formerly defined as Urban Core. Predevelopment Communities: Communities where the Company has commenced predevelopment activities that have a near-term projected project start. Consolidated Operating Communities: Wholly owned communities and communities whereby the Company has a controlling interest. Project Completion: As evidenced by a certificate of completion by a certified architect or issuance of a final or temporary certificate of occupancy. Flex Parks: Primarily office/flex properties, including any office buildings located within the respective park. Project Stabilization: Lease-Up communities that have achieved over 95 Percentage Leased for six consecutive weeks. Future Development: Represents land inventory currently owned or controlled by the Company. Projected Stabilized NOI: Pro forma NOI for Lease-Up, In-Construction or Future Development communities upon achieving Project Stabilization. Identified Repurposing Communities: Communities not currently owned by RRT, which have been identified for transfer from Mack-Cali to RRT for residential repurposing. Projected Stabilized Yield: Represents Projected Stabilized NOI divided by Total Costs. In-Construction Communities: Communities that are under construction and have not yet commenced initial leasing activities. Repurposing Communities: Commercial holdings of the Company which have been targeted for rezoning from their existing office to new multi-family use and have a likelihood of achieving desired rezoning and project approvals. Lease-Up Communities: Communities that have commenced initial operations but have not yet achieved Project Stabilization. Subordinated Joint Ventures: Joint Venture communities where the Company's ownership distributions are subordinate to payment of priority capital preferred returns. MCRC Capital: Represents cash equity that the Company has contributed or has a future obligation to contribute to a project. Suburban: Long-term hold office properties (excluding Class A Suburban and Waterfront locations); formerly defined as Suburban Core Net Asset Value (NAV): The metric represents the net projected value of the Company’s interest after accounting for all priority debt and equity payments. The metric includes capital invested by the Company. Third Party Capital: Capital invested by third parties and not Mack-Cali. Net Operating Income (NOI): Total property revenues less real estate taxes, utilities and operating expenses Total Costs: Represents full project budget, including land and developer fees, and interest expense through Project Completion. Non-Core: Properties designated for eventual sale/disposition or repositioning/redevelopment. Waterfront: Office assets located on NJ Hudson River waterfront. Global Definitions Investor Presentation

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Investor Presentation 4Q 2017 $ in thousands Income Statement – Quarterly Comparison 27 4Q 2017 3Q 2017 2Q 2017 1Q 2017 4Q 2016 Office/Corp. Roseland Total REVENUES Base rents $101,995 $16,424 $118,419 $128,643 $133,017 $121,255 $126,744 Escalations and recoveries from tenants 10,802 510 11,312 16,385 15,951 15,119 15,257 Real estate services 486 4,663 5,149 5,748 5,767 6,465 6,658 Parking income 3,111 2,112 5,223 5,766 5,052 4,229 3,499 Other income 2,855 571 3,426 3,476 2,979 2,819 1,573 Total Revenues $119,249 $24,280 $143,529 $160,018 $162,766 $149,887 $153,731 EXPENSES Operating expenses $46,929 $12,075 $59,004 $65,299 $64,565 $65,867 $66,608 Net Operating Income $72,320 $12,205 $84,525 $94,719 $98,201 $84,020 $87,123 General and administrative $10,254 $3,472 $13,726 $13,140 $12,491 $11,592 $12,968 Depreciation and amortization 38,688 8,713 47,401 52,375 57,762 47,631 52,045 Total Other Expenses $48,942 $12,185 $61,127 $65,515 $70,253 $59,223 $65,013 Operating Income $23,378 $20 $23,398 $29,204 $27,948 $24,797 $22,110 OTHER (EXPENSE) INCOME Interest expense ($20,508) ($1,982) ($22,490) ($25,634) ($24,943) ($20,321) ($22,731) Interest and other investment income (loss) 1,437 (29) 1,408 762 122 474 875 Equity in earnings (loss) of unconsolidated joint ventures 191 (1,390) (1,199) (1,533) (3,298) (51) (834) Gain on change of control of interests - - - - - - Realized gains (losses) and unrealized losses on disposition of rental property, net 4,476 - 4,476 31,336 (38,954) 5,506 41,002 Gain on sale of investment in unconsolidated joint venture - - - 10,568 - 12,563 - Gain (loss) from extinguishment of debt, net - (182) (182) - - (239) (23,658) Total Other Income (Expense) ($14,404) ($3,583) ($17,987) $15,499 ($67,073) ($2,068) ($5,346) Net Income (Loss) $8,974 ($3,563) $5,411 $44,703 ($39,125) $22,729 $16,764 Noncontrolling interest in consolidated joint ventures $49 $104 $153 447 181 237 191 Noncontrolling interest in Operating Partnership (299) - (299) (4,413) 4,296 (2,295) (1,774) Redeemable noncontrolling interest (456) (2,227) (2,683) (2,683) (2,682) (792) - Net Income (Loss) Available to Common Shareholders $8,268 ($5,686) $2,582 $38,054 ($37,330) $19,879 $15,181 Basic earnings per common share: Net income (loss) available to common shareholders ($0.01) $0.39 ($0.44) $0.11 $0.17 Diluted earnings per common share: Net income (loss) available to common shareholders ($0.01) $0.39 ($0.44) $0.11 $0.17 Basic weighted average shares outstanding 90,029 90,023 90,011 89,955 89,767 Diluted weighted average shares outstanding 100,468 100,727 100,370 100,637 100,575

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Development Activity and Cash Flow Growth 4Q 2017 Note: Projected stabilized yield without the Marriott Hotels at Port Imperial is 6.27 percent. $ in millions (unaudited) Projected RRT RRT Nominal % Leased As of: Projected Projected Total Share of Stabilized Ownership As of 2/12/2018 Initial Occupancy Units Yield NOI NOI After Debt Service 2017 Lease-Ups Urby Harborside 85.00% 96.3% Q1 2017 762 6.72% $18.5 $9.9 Chase II at Overlook Ridge 100.00% 97.6% Q4 2016 292 6.52% 5.2 2.7 Quarry Place at Tuckahoe 100.00% 97.2% Q4 2016 108 6.61% 2.8 1.1 Total 2017 Lease-Ups 90.16% 96.7% 1,162 6.66% $26.5 $13.7 In-Construction Portfolio Q1 2018 Deliveries Signature Place at Morris Plains 100.00% Q1 2018 197 6.64% $3.9 $2.2 Residences at City Square 100.00% Q1 2018 365 6.41% 5.9 3.6 Lofts at 40 Park 25.00% Q1 2018 59 6.72% 1.2 0.3 Total Q1 2018 Deliveries 92.87% 621 6.51% $11.0 $6.1 Q2 2018 Deliveries Portside 5/6 100.00% Q2 2018 296 6.18% $6.9 $4.0 RiverHouse 11 at Port Imperial 100.00% Q2 2018 295 6.16% 7.7 4.7 Total Q2 2018 Deliveries 100.00% 591 6.17% $14.6 $8.7 Q3 2018 Deliveries Marriott Hotels at Port Imperial 90.00% Q3 2018 372 10.25% $14.3 $9.5 Total Q3 2018 Deliveries 90.00% 372 10.25% $14.3 $9.5 Q4 2020 Deliveries PI North – Riverwalk C 40.00% Q4 2020 360 6.01% $11.2 $2.6 Total Q4 2020 Deliveries 40.00% 360 6.01% $11.2 $2.6 Total In-Construction 84.70% 1,944 7.03% (1) $51.1 $26.9 Total 86.74% 3,106 6.89% $77.6 $40.6 28 Investor Presentation

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Notes: Net Asset Value (Unaudited) The year one cap rate, applied to the projected 2018 cash net operating income, is derived from the present value of periodic cash flows over five years and a terminal value based on stabilized income and a market cap rate, all discounted at an unlevered internal rate of return. The Company calculates estimated gross asset values for each of its operating office assets by taking the sum of (i) the present value of periodic cash flows over five years and (ii) a terminal value based on estimated stabilized income and a market capitalization rate at stabilization, all discounted at an unlevered internal rate of return. This value, divided by the projected net operating income for a one year period yields the year one imputed capitalization rate. Management projects the periodic cash flows over five years and the stabilized income from a combination of in-place lease contracts, prospective renewals of expiring leases and prospective lease-up of vacant space. Factors considered by management in projecting releasing and lease-up of vacant space and estimating the applicable market rental rates include: identification of leases currently being negotiated by management; historical annual leasing volumes for such property types; and comparable leases that have been executed for properties within the Company’s portfolio and for competitor buildings in similar locations. Rentable Market Stabilized Area Projected Year 1 Cap In-Place Rent Occupancy Stabilized Unlevered (MSF) 2018 NOI Rate Rent PSF PSF Rate Cap Rate IRR Value $ PSF Office Hudson Waterfront 4.884 $78.94 4.08% $37.46 $48.91 93.00% 6.00% 7.00% $1,937 $397 Class A Suburban 1.951 41.66 6.56% 35.76 38.34 94.00% 6.50% 8.00% 635 325 Suburban 4.323 56.31 8.10% 23.61 28.51 90.00% 8.00% 9.00% 693 160 Flex Parks 3.492 36.61 6.78% 18.25 22.00 93.00% 7.00% 8.00% 549 157 Subtotal 14.650 $213.52 $28.48 $39.76 $3,814 $260 Based on projected 2018 cash net operating income with management fees added back for office portfolio. NAV is generally arrived at by calculating the estimated gross asset values for each of the Company’s real estate properties, investments and other significant assets and interests, and then deducting from such amounts the corresponding net debt and third parties’ interests in the assets. Gross asset values for stabilized operating multi-family real estate properties are calculated using the direct capitalization method by dividing projected net operating income for the next one year period by an estimated market capitalization rate for each property. Gross asset values for operating office properties are presented by dividing projected net operating income for the next one year period by an estimated year one imputed capitalization rate for each property. See Footnote 4 for a more detailed description of the methodology used by management to estimate gross asset values for its operating office properties. Management projects net operating income that it expects to receive for future periods from a combination of in-place lease contracts, prospective renewals of expiring leases and prospective lease-up of vacant space. Market capitalization rates are estimated for each property based on its asset class and geographic location and are based on information from recent property sale transactions as well as from publicly available information regarding unrelated third party property transactions. The value range is determined by adding or subtracting 0.50% to the year 1 cap rate for office properties and 0.25% to the year 1 cap rate for residential properties. Property cash flows have been reduced by credit loss reserves and leasing and base building capital expenditures, including targeted Harborside renovations, estimated at approximately $75 million. Valuations for non-core assets, which are those assets being considered for sale or disposal, or in the active marketing process, are generally based on recent contract prices for similar properties in the process of being sold, letters of intent and ongoing negotiations for properties. Includes the Company's ownership interests in the Hyatt Regency Jersey City and three office joint venture properties. Wegman’s $36 million asset value calculated using $1.6 million NOI capped at 4.5%. 24 Hour Fitness $20 million asset value calculated using $1 million NOI capped at 5%. The value of land is based on a combination of recent or pending transactions for land parcels within our relevant markets and unrelated third parties, and sometimes may utilize land appraisals for certain markets, if available for other purposes, such as for transaction financing. Further, we consider what a land parcel’s value would need to be when combined with all other development costs to yield what we believe to be an appropriate target rate of return for a development project. The per apartment unit or per square foot office space values are derived by dividing the aggregate land value by the number of potential apartment units or square feet of office space the land can accommodate. The number of potential units or square feet of office space a land parcel can accommodate is most commonly governed by either in-place governmental approvals or density regulations set forth by existing zoning guidelines. 29 Investor Presentation

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30 4Q 2017 Notes: Net Asset Value (Unaudited) Valuations for properties planned for or undergoing a repositioning or repurposing utilize a projected stabilized net operating income for the asset upon completion of the repositioning/repurposing activities. After applying an estimated capitalization rate to a projected stabilized net operating income, the capitalized value is next discounted back based on the projected number of periods to re-stabilize the asset. The discount rate applied is determined based on a risk assessment of the repositioning/repurposing activities and comparable target returns in the marketplace, and further validated by outside market sources, when available for that market. Additionally, adjustments are made to the estimated value by deducting any estimated future costs necessary to complete the planned activities, as well as adding back the discounted projected interim operating cash flows expected to be generated by the property until re-stabilization has been achieved. Represents an estimate of management fee cost based on 3.0% of revenues, as the NOI presented is before cost for managing the portfolio. Joint venture investments are generally valued by: applying a capitalization rate to projected net operating income for the joint venture’s asset (which is similar to the process for valuing those assets wholly owned by the Company, as described above and previously), and deducting any joint venture level debt and any value allocable to joint venture partners’ interests. The valuation approach for assets in-construction or lease-up are similar to that applied to assets undergoing repositioning/repurposing, as described above. After applying an estimated capitalization rate, currently ranging from 4.5% to 5.25%, to a projected stabilized net operating income, estimated to total approximately $51.7 million upon completion of the construction or lease-up activities, the Company deducts any estimated future costs totaling $295.7 million required to complete construction of the asset to arrive at an estimated value attributable to the asset. The Company then discounts the capitalized value back based on the projected number of periods to reach stabilization. The discount rate applied, currently ranging from 7% to 9.75%, is determined based on a risk assessment of the development activities and comparable target returns in the marketplace. The Company then adds back the discounted projected interim cash flows expected to be generated during the projected lease-up period to reach stabilization. The residential valuation analysis totals to a Roseland NAV of $1,728,000,000, with the company’s share of this NAV of $1,569,000,000 (“MCRC Share”). This latter amount represents the company's share of Roseland NAV, net of the $159,000,000 attributable to Rockpoint's noncontrolling interest. The increase in the approximate NAV per share of $1.22 from September 30, 2017 to December 31, 2017 is due primarily to NOI growth within the portfolio of operating residential properties as well as the commencement of construction on Riverwalk C at Port Imperial, partially offset by slower lease up projections in the Waterfront office market. Overall, NAV is arrived at by calculating the estimated gross asset values for each of their real estate properties, investments and other significant assets and interests, and then deducting from such amounts the corresponding net debt and third parties’ interests in the assets. Gross asset values for the operating real estate properties are calculated using the direct capitalization method by dividing projected net operating income for a one year period by an estimated current capitalization rate for each property. For each operating property, management projects net operating income that it expects to receive for future periods from a combination of in-place lease contracts, prospective renewals of expiring leases and prospective lease-up of vacant space. Factors considered by management in projecting releasing and lease-up of vacant space and estimating the applicable market rental rates include: identification of leases currently being negotiated by management; historical annual leasing volumes for such property types; and comparable leases that have been executed for properties within the Registrants’ portfolio and for competitor buildings in similar locations. A capitalization rate is estimated for each property based on its asset class and geographic location. Estimates of capitalization rates are based on information from recent property sale transactions as well as from publicly available information regarding unrelated third party property transactions. The use of NAV as a measure of value is subject to certain inherent limitations. The assessment of the estimated NAV of a particular property is subjective in that it involves estimates and assumptions and can be calculated using various acceptable methods. The Company’s methods of determining NAV may differ from the methods used by other companies. Accordingly, the Company’s estimated NAV may not be comparable to measures used by other companies. As with any valuation methodology, the methodologies utilized by the Company in estimating NAV are based upon a number of estimates, assumptions, judgments or opinions that may or may not prove to be correct. Capitalization rates obtained from publicly available sources also are critical to the NAV calculation and are subject to the sources selected and variability of market conditions at the time. Investors in the Company are cautioned that NAV does not represent (i) the amount at which the Company’s securities would trade at a national securities exchange, (ii) the amount that a security holder would obtain if he or she tried to sell his or her securities, (iii) the amount that a security holder would receive if the Company liquidated its assets and distributed the proceeds after paying all of their expenses and liabilities or (iv) the book value of the Company’s real estate, which is generally based on the amortized cost of the property, subject to certain adjustments. Information About Net Asset Value (NAV) Investor Presentation

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2018 Guidance Roll Forward 31 4Q 2017 Low High 2017 Core FFO Per Diluted Share $2.23 $2.23 Same-Store Unlevered Operating NOI: Waterfront ($0.39) ($0.37) Other Office / Flex (0.01) 0.00 Residential 0.01 0.01 Subtotal ($0.39) ($0.36) Investment Activity Unlevered NOI: Development $0.23 $0.25 2017 Office Dispositions (0.25) (0.25) 2017 Office Acquisitions 0.00 0.01 2017 Multifamily Acquisitions 0.04 0.04 2018 Office Dispositions (0.17) (0.11) 2018 Multifamily Dispositions (0.01) 0.00 Subtotal ($0.16) ($0.06) General & Administrative $0.06 $0.06 Interest Expense 0.10 0.08 Rockpoint Distributions (0.03) (0.05) Joint Ventures / Real Estate Services / Other (0.01) 0.00 Subtotal $0.12 $0.09 2018 Core FFO Per Diluted Share $1.80 $1.90 Investor Presentation

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2018 Guidance Assumptions 32 Low High Assumptions Office Occupancy (% year-end leased) 84% 86% Office Same Store GAAP NOI Growth Post Sale Portfolio (18%) (16%) Office Same Store Cash NOI Growth Post Sale Portfolio (17%) (15%) Multifamily Same Store GAAP NOI Growth Post Sale Portfolio 3% 5% Straight-Line Rent Adjustment $10 $14 FAS 141 Mark-to-Market Rent Adjustment $5 $6 Dispositions $375 $425 Base Building CapEx $13 $15 Leasing CapEx $50 $70 G&A $45 $45 Interest Expense $83 $85 4Q 2017 $ in millions Investor Presentation

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