MPG » Topics » Dispositions -

These excerpts taken from the MPG 10-K filed Apr 30, 2009.

Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal.

Dispositions


We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in
mortgage loans related to these properties were assumed by the buyers upon disposal.

Amounts Available for Future Funding under Construction Loans

A summary of our construction loans as of December 31, 2008 is as follows (in thousands):

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 












































































































































Project

  Maximum Loan
Amount
  Balance as of
December 31, 2008
  Available for Future
Funding
  Operating
Partnership
Repayment
Guarantee

3161 Michelson

  $190,696  $168,719  $21,977  $24,000

Lantana Media Campus

   88,000   79,953   8,047   22,000

207 Goode

   64,497   34,133   30,364   34,133

17885 Von Karman

   33,600   24,145   9,455   6,720

2385 Northside Drive

   19,860   13,991   5,869   3,972
              
  $      396,653  $        320,941  $            75,712  
              

 


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Amounts shown as available for future funding as of December 31, 2008 represent funds that can
be drawn to pay for remaining project development costs, including construction, tenant improvement and leasing costs.

Each of our
construction loans is guaranteed by our Operating Partnership. The amounts guaranteed at any point in time are based on the stage of the development cycle that the project is in and are subject to reduction when certain financial ratios have
been met. For our project at 3161 Michelson, the $24.0 million is guaranteed until the loan is repaid.

2008 Dispositions

A summary of our 2008 property dispositions is as follows:

 

     Location    Net Rentable
Square Feet

Properties Disposed of:

     

1920 and 2010 Main Plaza

   Irvine, CA    587,000

City Plaza

   Orange, CA    328,000
       
      915,000
       

In August 2008, we completed the sale of 1920 and 2010 Main Plaza for approximately $211 million, including the buyer’s assumption of the $160.7 million mortgage loan on the property and the transfer to the buyer of approximately $10 million of restricted leasing reserves. We received net proceeds from this transaction of approximately $48 million which were used for general corporate purposes.

In September 2008, we completed the sale of City Plaza. The disposition consisted of (1) the conveyance of the property to a third party (including the release of approximately $15 million of existing loan reserves to the third party), and (2) an approximate $1 million cash payment by us (which is offset by our release from an approximate $1 million future obligation). We received no net proceeds from this transaction, and we have no further obligations with respect to the property-level debt.

 

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MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

Dispositions –

We acquired eight office properties and three development sites as part of the Blackstone Transaction: Inwood Park, 1201 Dove Street, Fairchild Corporate Center, Redstone Plaza, Bixby Ranch, Lincoln Town Center, Tower 17, 1100 Executive Tower and the Inwood Park, Bixby Ranch and 1100 Executive Tower development sites. We disposed of these properties shortly after their acquisition. A total of $274.0 million of the debt encumbering these properties was assumed by the buyers upon disposition while $238.9 million was repaid. We recorded no gain or loss on the disposal of these properties since the purchase price allocated to them at the date of acquisition equaled the value recorded upon disposal.

We disposed of three office properties: Wateridge Plaza, Pacific Center and Regents Square and recorded a total gain on disposition of $195.4 million. The mortgage loans related to Pacific Center and Regents Square of $121.2 million and $103.6 million, respectively, were assumed by the buyers of these properties. The mortgage loan of $47.9 and mezzanine loan of $15.0 million related to Wateridge Plaza were repaid upon disposition.

We contributed our office property located at 18301 Von Karman in Irvine, California to DH Von Karman Maguire, LLC in 2007 for an agreed upon value of approximately $112 million, less approximately $2 million of credits and the transfer of loan reserves of approximately $7 million in connection with the joint venture’s assumption of the existing $95.0 million mortgage loan on the property. We retain a 1% common equity interest and a 2% preferred interest in this joint venture. We recorded no gain or loss on the contribution of this property since the purchase price allocated to this property at the date of acquisition in April 2007 equaled the value recorded upon disposal.

 

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MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

Dispositions –

We contributed Wells Fargo Center (Denver), One California Plaza, San Diego Tech Center, Washington Mutual Campus and Cerritos Corporate Center to our joint venture with Macquarie Office Trust in January 2006. We retain a 20% interest in the joint venture. We received net cash proceeds of $376.4 million and recognized a gain on sale of $108.5 million related to the establishment of the joint venture. The joint venture assumed the existing mortgage loans on these properties totaling $661.3 million.

We sold the 808 South Olive garage, a parking garage located in downtown Los Angeles, California, for $26.5 million in 2006. In connection with the sale of the garage, we entered into an amended and restated parking easement with the buyer of the garage, which expires in 2011, in order to continue to meet the terms of our leases with tenants in the Gas Company and US Bank Towers. The gain on sale of this property has been deferred until such time as the amended and restated parking easement expires. The $13.2 million mortgage related to the garage was reallocated to our Gas Company Tower property upon completion of the sale.

 

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MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

2008 Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal. A loss from early extinguishment of debt totaling $1.8 million was recorded as part of discontinued operations in 2008 related to the writeoff of unamortized loan costs on these loans.

2008 Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of
$261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal. A loss from early extinguishment of debt totaling $1.8 million was recorded as part of discontinued operations in 2008 related to the
writeoff of unamortized loan costs on these loans.

These excerpts taken from the MPG 10-K filed Mar 16, 2009.

Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal.

Dispositions


We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in
mortgage loans related to these properties were assumed by the buyers upon disposal.

Amounts Available for Future Funding under Construction Loans

A summary of our construction loans as of December 31, 2008 is as follows (in thousands):

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 












































































































































Project

  Maximum Loan
Amount
  Balance as of
December 31, 2008
  Available for Future
Funding
  Operating
Partnership
Repayment
Guarantee

3161 Michelson

  $190,696  $168,719  $21,977  $24,000

Lantana Media Campus

   88,000   79,953   8,047   22,000

207 Goode

   64,497   34,133   30,364   34,133

17885 Von Karman

   33,600   24,145   9,455   6,720

2385 Northside Drive

   19,860   13,991   5,869   3,972
              
  $      396,653  $        320,941  $            75,712  
              

 


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Table of Contents


Amounts shown as available for future funding as of December 31, 2008 represent funds that can
be drawn to pay for remaining project development costs, including construction, tenant improvement and leasing costs.

Each of our
construction loans is guaranteed by our Operating Partnership. The amounts guaranteed at any point in time are based on the stage of the development cycle that the project is in and are subject to reduction when certain financial ratios have
been met. For our project at 3161 Michelson, the $24.0 million is guaranteed until the loan is repaid.

2008 Dispositions

A summary of our 2008 property dispositions is as follows:

 

     Location    Net Rentable
Square Feet

Properties Disposed of:

     

1920 and 2010 Main Plaza

   Irvine, CA    587,000

City Plaza

   Orange, CA    328,000
       
      915,000
       

In August 2008, we completed the sale of 1920 and 2010 Main Plaza for approximately $211 million, including the buyer’s assumption of the $160.7 million mortgage loan on the property and the transfer to the buyer of approximately $10 million of restricted leasing reserves. We received net proceeds from this transaction of approximately $48 million which were used for general corporate purposes.

In September 2008, we completed the sale of City Plaza. The disposition consisted of (1) the conveyance of the property to a third party (including the release of approximately $15 million of existing loan reserves to the third party), and (2) an approximate $1 million cash payment by us (which is offset by our release from an approximate $1 million future obligation). We received no net proceeds from this transaction, and we have no further obligations with respect to the property-level debt.

 

96


Table of Contents

MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

Dispositions –

We acquired eight office properties and three development sites as part of the Blackstone Transaction: Inwood Park, 1201 Dove Street, Fairchild Corporate Center, Redstone Plaza, Bixby Ranch, Lincoln Town Center, Tower 17, 1100 Executive Tower and the Inwood Park, Bixby Ranch and 1100 Executive Tower development sites. We disposed of these properties shortly after their acquisition. A total of $274.0 million of the debt encumbering these properties was assumed by the buyers upon disposition while $238.9 million was repaid. We recorded no gain or loss on the disposal of these properties since the purchase price allocated to them at the date of acquisition equaled the value recorded upon disposal.

We disposed of three office properties: Wateridge Plaza, Pacific Center and Regents Square and recorded a total gain on disposition of $195.4 million. The mortgage loans related to Pacific Center and Regents Square of $121.2 million and $103.6 million, respectively, were assumed by the buyers of these properties. The mortgage loan of $47.9 and mezzanine loan of $15.0 million related to Wateridge Plaza were repaid upon disposition.

We contributed our office property located at 18301 Von Karman in Irvine, California to DH Von Karman Maguire, LLC in 2007 for an agreed upon value of approximately $112 million, less approximately $2 million of credits and the transfer of loan reserves of approximately $7 million in connection with the joint venture’s assumption of the existing $95.0 million mortgage loan on the property. We retain a 1% common equity interest and a 2% preferred interest in this joint venture. We recorded no gain or loss on the contribution of this property since the purchase price allocated to this property at the date of acquisition in April 2007 equaled the value recorded upon disposal.

 

98


Table of Contents

MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

Dispositions –

We contributed Wells Fargo Center (Denver), One California Plaza, San Diego Tech Center, Washington Mutual Campus and Cerritos Corporate Center to our joint venture with Macquarie Office Trust in January 2006. We retain a 20% interest in the joint venture. We received net cash proceeds of $376.4 million and recognized a gain on sale of $108.5 million related to the establishment of the joint venture. The joint venture assumed the existing mortgage loans on these properties totaling $661.3 million.

We sold the 808 South Olive garage, a parking garage located in downtown Los Angeles, California, for $26.5 million in 2006. In connection with the sale of the garage, we entered into an amended and restated parking easement with the buyer of the garage, which expires in 2011, in order to continue to meet the terms of our leases with tenants in the Gas Company and US Bank Towers. The gain on sale of this property has been deferred until such time as the amended and restated parking easement expires. The $13.2 million mortgage related to the garage was reallocated to our Gas Company Tower property upon completion of the sale.

 

99


Table of Contents

MAGUIRE PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(continued)

 

2008 Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of $261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal. A loss from early extinguishment of debt totaling $1.8 million was recorded as part of discontinued operations in 2008 related to the writeoff of unamortized loan costs on these loans.

2008 Dispositions

We disposed of two office properties during 2008: 1920 and 2010 Main Plaza and City Plaza. A total of
$261.7 million in mortgage loans related to these properties were assumed by the buyers upon disposal. A loss from early extinguishment of debt totaling $1.8 million was recorded as part of discontinued operations in 2008 related to the
writeoff of unamortized loan costs on these loans.

These excerpts taken from the MPG 10-K filed Apr 28, 2008.

Dispositions

2007
Activity –

In 2007, we disposed of eight office properties and three development sites that we had acquired as part of the
Blackstone Transaction: Inwood Park, 1201 Dove Street, Fairchild Corporate Center, Redstone Plaza, Bixby Ranch, Lincoln Town Center, Tower 17, 1100 Executive Tower and the Inwood Park, Bixby Ranch and 1100 Executive Tower development sites. We
disposed of these properties shortly after their acquisition. A total of $274.0 million of the debt encumbering these properties was assumed by the buyers upon disposition. Excess proceeds from these dispositions were used to pay down our
$400.0 million term loan. We recorded no gain or loss on the disposal of these properties since the purchase price allocated to them at the date of acquisition equaled the value recorded upon disposal.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We disposed of three office properties: Wateridge Plaza, Pacific Center and Regents Square—and recorded a total gain on disposition of $195.4
million. The mortgage loans related to Pacific Center and Regents Square totaling $224.8 million were assumed by the buyers of these properties upon disposition. Excess proceeds from these dispositions were used to pay down our $400.0 million term
loan.

We contributed our office property located at 18301 Von Karman in Irvine, California to DH Von Karman Maguire, LLC in October 2007
for an agreed upon value of approximately $112 million, less approximately $2 million of credits and the transfer of loan reserves of approximately $7 million in connection with the joint venture’s assumption of the existing $95.0 million
mortgage loan on the property. We retain a 1% common equity interest and a 2% preferred interest in this joint venture. We recorded no gain or loss on the contribution of this property since the purchase price allocated to it at the date of
acquisition equaled the value recorded upon disposal.

 


3







Table of Contents


2006 Activity –

FACE="Times New Roman" SIZE="2">We contributed Wells Fargo Center (Denver), One California Plaza, San Diego Tech Center, Washington Mutual Campus and Cerritos Corporate Center to our joint venture with Macquarie Office Trust in January 2006. We
received net cash proceeds of $376.4 million and recognized a gain on sale of $108.5 million related to the establishment of the joint venture with Macquarie Office Trust. The joint venture assumed the existing mortgage loans on these properties
totaling $661.3 million.

We sold the 808 South Olive garage, a parking garage located in downtown Los Angeles, California for $26.5
million in March 2006. Certain tenants of the Gas Company and US Bank Towers are required under their existing leases to purchase monthly off-site parking passes through the end of their lease terms. These off-site parking requirements were
historically met through an existing parking easement agreement between Gas Company Tower and the garage. In connection with the sale of the garage, we entered into an amended and restated parking easement with the buyer of the garage, which expires
in 2011, in order to continue to meet the terms of our leases with tenants in the Gas Company and US Bank Towers. The gain on sale of this property has been deferred until such time as the amended and restated parking easement expires.


Dispositions –

We disposed of Austin Research Park I and II for approximately $55.0 million in June 2005. In connection with the sale, we repaid $42.0 million of debt secured by the property. No gain or loss on the disposal of this property was recorded in the consolidated statement of operations since the purchase price allocated to this property at the date of acquisition equaled value recorded upon disposal.

 

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Table of Contents

We disposed of One Renaissance Square, an office building located in Phoenix, Arizona for $128.8 million in June 2005. Upon the disposition of the property, $103.6 million of debt was assumed by the buyer. No gain or loss on the disposal of this property was recorded in the consolidated statement of operations since the purchase price allocated to this property at the date of acquisition equaled value recorded upon disposal.

We disposed of approximately seven acres of land at Park Place II in November 2005 for $39.6 million under an existing contract we assumed with our acquisition of the Park Place II office property during 2004. No gain or loss on disposal was recognized in the consolidated statement of operations related to this transaction.

These excerpts taken from the MPG 10-K filed Feb 29, 2008.

Dispositions

2007
Activity –

In 2007, we disposed of eight office properties and three development sites that we had acquired as part of the
Blackstone Transaction: Inwood Park, 1201 Dove Street, Fairchild Corporate Center, Redstone Plaza, Bixby Ranch, Lincoln Town Center, Tower 17, 1100 Executive Tower and the Inwood Park, Bixby Ranch and 1100 Executive Tower development sites. We
disposed of these properties shortly after their acquisition. A total of $274.0 million of the debt encumbering these properties was assumed by the buyers upon disposition. Excess proceeds from these dispositions were used to pay down our
$400.0 million term loan. We recorded no gain or loss on the disposal of these properties since the purchase price allocated to them at the date of acquisition equaled the value recorded upon disposal.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">We disposed of three office properties: Wateridge Plaza, Pacific Center and Regents Square—and recorded a total gain on disposition of $195.4
million. The mortgage loans related to Pacific Center and Regents Square totaling $224.8 million were assumed by the buyers of these properties upon disposition. Excess proceeds from these dispositions were used to pay down our $400.0 million term
loan.

We contributed our office property located at 18301 Von Karman in Irvine, California to DH Von Karman Maguire, LLC in October 2007
for an agreed upon value of approximately $112 million, less approximately $2 million of credits and the transfer of loan reserves of approximately $7 million in connection with the joint venture’s assumption of the existing $95.0 million
mortgage loan on the property. We retain a 1% common equity interest and a 2% preferred interest in this joint venture. We recorded no gain or loss on the contribution of this property since the purchase price allocated to it at the date of
acquisition equaled the value recorded upon disposal.

 


3







Table of Contents


2006 Activity –

FACE="Times New Roman" SIZE="2">We contributed Wells Fargo Center (Denver), One California Plaza, San Diego Tech Center, Washington Mutual Campus and Cerritos Corporate Center to our joint venture with Macquarie Office Trust in January 2006. We
received net cash proceeds of $376.4 million and recognized a gain on sale of $108.5 million related to the establishment of the joint venture with Macquarie Office Trust. The joint venture assumed the existing mortgage loans on these properties
totaling $661.3 million.

We sold the 808 South Olive garage, a parking garage located in downtown Los Angeles, California for $26.5
million in March 2006. Certain tenants of the Gas Company and US Bank Towers are required under their existing leases to purchase monthly off-site parking passes through the end of their lease terms. These off-site parking requirements were
historically met through an existing parking easement agreement between Gas Company Tower and the garage. In connection with the sale of the garage, we entered into an amended and restated parking easement with the buyer of the garage, which expires
in 2011, in order to continue to meet the terms of our leases with tenants in the Gas Company and US Bank Towers. The gain on sale of this property has been deferred until such time as the amended and restated parking easement expires.


Dispositions –

We disposed of Austin Research Park I and II for approximately $55.0 million in June 2005. In connection with the sale, we repaid $42.0 million of debt secured by the property. No gain or loss on the disposal of this property was recorded in the consolidated statement of operations since the purchase price allocated to this property at the date of acquisition equaled value recorded upon disposal.

 

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We disposed of One Renaissance Square, an office building located in Phoenix, Arizona for $128.8 million in June 2005. Upon the disposition of the property, $103.6 million of debt was assumed by the buyer. No gain or loss on the disposal of this property was recorded in the consolidated statement of operations since the purchase price allocated to this property at the date of acquisition equaled value recorded upon disposal.

We disposed of approximately seven acres of land at Park Place II in November 2005 for $39.6 million under an existing contract we assumed with our acquisition of the Park Place II office property during 2004. No gain or loss on disposal was recognized in the consolidated statement of operations related to this transaction.

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