SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
-------------
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: May 23, 2002
RECKSON ASSOCIATES REALTY CORP.
and
RECKSON OPERATING PARTNERSHIP, L.P.
(Exact name of each Registrant as specified in its Charter)
Reckson Associates Realty Corp. - Maryland Reckson Associates Realty Corp. -
Reckson Operating Partnership, L.P. - Delaware 11-3233650
(State or other jurisdiction of incorporation or organization) Reckson Operating Partnership, L.P. -
11-3233647
(IRS Employer ID Number)
225 Broadhollow Road 11747
Melville, New York (Zip Code)
(Address of principal executive offices)
1-13762
(Commission File Number)
(631) 694-6900
(Registrant's telephone number, including area code)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Reckson Associates Realty Corp. Annual Shareholders' Meeting
Presentation
ITEM 9. REGULATION FD DISCLOSURE
The Registrants are attaching this Annual Shareholders' Meeting
Presentation as Exhibit 99.1 to this Current Report on Form 8-K.
Note: the information in this report (including the exhibit) is
furnished pursuant to Item 9 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities of that section. This report will not be deemed an
admission as to the materiality of any information in the report that is
required to be disclosed solely by Regulation FD.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RECKSON ASSOCIATES REALTY CORP.
By: /s/ Michael Maturo
------------------------------------
Michael Maturo
Executive Vice President
and Chief Financial Officer
RECKSON OPERATING PARTNERSHIP, L.P.
By: Reckson Associates Realty Corp.,
its General Partner
By: /s/ Michael Maturo
------------------------------------
Michael Maturo
Executive Vice President
and Chief Financial Officer
Date: May 23, 2002
3
THE NEW YORK TRI-STATE AREA'S LEADING REAL ESTATE COMPANY
Annual Meeting of Shareholders
May 23, 2002
RECKSON ASSOCIATES REALTY CORP
COMPANY OVERVIEW
o Vision - "Reckson will be the `Landlord of Choice' in the New York
Tri-State area"
o 44 years of experience, innovation and value creation
o $3.3 billion total market capitalization
o Premier portfolio located within one-hour proximity to New York City
o Only major real estate owner with a significant presence in all the key
New York Tri-State area markets
o Strong balance sheet and well-positioned for present economic
environment
PREMIER PORTFOLIO
[Pictures Omitted]
o 181 Properties
o 20.5 Million Square Feet
Office 13.8 Million Sq. Ft.
Industrial 6.7 Million Sq. Ft.
o 1,270 Tenant Relationships
o Average Tenant Size:
Office 12,000 Sq. Ft.
Industrial 26,000 Sq. Ft.
o 5 Integrated Operating Divisions
o Occupancy: (a)
Office 96.2%
Industrial 92.9%
Note: Information as of March 31, 2002
(a) Excluding properties under development
PORTFOLIO COMPOSITION
[Graphics Omitted]
Net Operating Income (a)
------------------------
By Region
---------
Long Island 32%
Westchester/Connecticut 26%
New Jersey 15%
New York City 27%
By Property Type
----------------
Office 86%
Industrial 14%
(a) Pro forma for 919 Third Avenue free rent add back and pro rata share of
consolidated and unconsolidated joint ventures.
TENANT DIVERSIFICATION
[Graphic Omitted]
100 Largest Tenants Represent 53% of Revenue
Accounting 2%
Commercial Banking 6%
Consumer Products 16%
Defense/Electronics 2%
Financial Services 13%
Healthcare 3%
Insurance 6%
Legal Services 15%
Media/Entertainment 6%
Other Professional Services 4%
Pharmaceuticals 8%
Real Estate 3%
Technology 5%
Telecom 11%
LOCAL EXPERTISE SUPPORTED BY CENTRAL SERVICES
Organizational Chart:
---------------------
Corporate Central Services
--------------------------
o Long Island Division
o New York City Division
o Connecticut Division
o Westchester Division
o New Jersey Division
Central Services:
-----------------
o Development/Construction
o Marketing
o Investments
o Finance/Accounting
o Asset Management
o Legal
o Human Resources
o Business Knowledge & Information Systems
o Office Services
OFFICE MARKET OVERVIEW
[Graphics Omitted]
SOUTHERN CONNECTICUT 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 8.8% 7.1% 4.6% 4.2% 4.6% 6.1%
Overall Vacancy 3.2% 5.1% 2.5% 10.9% 11.8% 13.7%
Direct Vacancy 3.1% 4.3% 2.1% 8.6% 7.8% 8.2%
WESTCHESTER 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 14.6% 8.8% 5.7% 4.7% 6.6% 4.0%
Overall Vacancy 17.6% 16.3% 15.1% 14.1% 17.8% 19.2%
Direct Vacancy 16.5% 14.2% 13.9% 12.5% 13.8% 15.1%
LONG ISLAND 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 5.9% 5.0% 6.0% 7.7% 6.5% 3.9% (a)
Overall Vacancy 5.2% 8.8% 5.9% 9.5% 10.3% 11.4%
Direct Vacancy 4.1% 7.4% 4.4% 7.6% 7.2% 7.1%
NORTHERN NEW JERSEY 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 9.5% 5.6% 2.5% 1.1% 8.1% 4.0%
Overall Vacancy 8.4% 9.1% 6.5% 11.3% 11.6% 13.9%
Direct Vacancy 6.2% 6.9% 4.8% 7.3% 7.5% 8.0%
Source: Cushman & Wakefield Class A Office Statistics
(a) Excludes Reckson Executive Park, Melville, LI. Including this development
property, the 1Q02 vacancy percentage for LI is 6.4%.
OFFICE MARKET OVERVIEW
[Graphics Omitted]
NYC FINANCIAL EAST 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
-----------------------------------------------
RA Portfolio Vacancy 3.2% 16.0% 0.7% 1.3% 1.4% 3.8%
Overall Vacancy 6.3% 4.4% 2.1% 3.2% 5.0% 12.4%
Direct Vacancy 5.7% 3.2% 1.4% 2.5% 1.4% 8.5%
NYC MIDTOWN EAST SIDE 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 3.4% 3.8% 3.4% 2.1% 1.9% 0.0%
Overall Vacancy 6.7% 4.4% 2.7% 2.4% 6.3% 10.5%
Direct Vacancy 4.9% 3.4% 2.2% 1.5% 3.1% 4.3%
NYC MIDTOWN WEST SIDE 3Q99 1Q00 3Q00 1Q01 3Q01 1Q02
------------------------------------------------
RA Portfolio Vacancy 3.2% 0.4% 1.7% 1.8% 3.7% 4.7%
Overall Vacancy 5.8% 5.1% 2.3% 1.9% 6.0% 6.7%
Direct Vacancy 5.0% 3.8% 2.1% 1.5% 3.8% 4.2%
NYC SIXTH AVE./ROCKEFELLER CENTER 1Q00 3Q00 1Q01 3Q01 1Q02
---------------------------------------
RA Portfolio Vacancy 7.4% 5.0% 7.8% 4.5% 2.6%
Overall Vacancy 2.2% 0.9% 1.5% 3.9% 6.1%
Direct Vacancy 1.5% 0.4% 0.7% 1.8% 2.8%
Source: Cushman & Wakefield Class A Office Statistics
LIMITED NEW SUPPLY IN RECKSON'S MARKETS
MARKET RECKSON
-------------------------------------------- -----------------
% of % SF in %
Sub-Market Market SF New Supply Market Pre-leased Market Leased
---------- --------- ---------- ------ ---------- ------ ------
Long Island 27,692,404 183,355 0.7% 0% 3,952,783 94%(a)
Westchester 30,337,854 0 - - 3,232,474 96%
Stamford, CT 6,241,898 0 - - 1,123,915 94%
New Jersey
Northern (b) 82,883,674 468,000(c) 0.6% 52% 1,832,027 96%
Central 65,029,717 1,633,500 2.5% 46% 131,727 100%
New York City 386,562,512 6,104,646 1.6% 83% 3,498,393 98%
Total/Wgt. Avg. 598,748,059 8,389,501 1.4% 72% 13,771,319 96%
Source: Merrill Lynch year end 2001 report and Cushman & Wakefield - Office
Statistics
(a) Excluding Reckson Executive Park, Melville, LI, the percent leased is 96%
(b) Excludes The Hudson Waterfront
(c) Excludes 103 JFK Parkway, Short Hills, NJ for which a lease was signed for
100% of the property after the Merrill Lynch year end report
FACTORS IMPACTING SUPPLY & Demand
o Demand Factors
- Growth in GDP
- Revenue growth and corporate profitability
- Service sector job growth
- Density of existing occupied office space
o Supply Factors
- Sublet space
- Feasibility rental rates relative to market rates
- New construction starts
2001 RECAP
o Positioned Company for Economic Slowdown
- Effectively managed development exposure
- Mitigated lease expiration exposure
o Strengthened Balance Sheet
- Executed capital recycling program
- Capitalized on attractive interest rate environment
o Refocused Strategy Exclusively on Core New York Tri-State Operations
2002 OBJECTIVES
I. Intensify Focus on Fundamentals
- Remain well occupied
- Increase same property NOI
- Stabilize development projects
II. Maximize Long-Term Net Asset Value
- Execute internal growth
- Pursue value-added investment opportunities
- Pursue strategic investments that enhance franchise
- Maximize value of development pipeline
- Dispose of targeted non-strategic assets
- Opportunistically repurchase shares
III. Maintain Financial Flexibility
By executing on our strategy we will maximize shareholder value
2002 OBJECTIVES
I. INTENSIFY FOCUS ON FUNDAMENTALS
Maintain High Occupancy Rates
[Graphics Omitted]
1997 1998 1999 2000 2001 1Q02
---- ----- ---- ---- ---- ----
Office 95.8% 96.4% 96.0% 97.2% 96.1% 96.2%
Industrial 95.3% 96.8% 98.2% 97.5% 91.7% 92.9%
Note: Excludes properties under development
Note: Decrease in industrial occupancy reflects a 206,710 square foot lease that
expired in November 2001, decreasing occupancy 300 basis points.
PORTFOLIO PERFORMANCE
Same Property NOI Growth
[Graphics Omitted]
THREE MONTHS (a)
----------------
TOTAL PORTFOLIO (b) OFFICE PORTFOLIO (b)
------------------- --------------------
Cash NOI 8.0% 10.0%
GAAP NOI 1.9% 3.0%
TOTAL PORTFOLIO
---------------
6.4% Cash Revenue Increase
2.6% Operating Expense Increase
5.3% Real Estate Tax Increase
(2.5%) Occupancy Decrease
OFFICE PORTFOLIO
----------------
7.7% Cash Revenue Increase
3.5% Operating Expense Increase
5.2% Real Estate Tax Increase
(0.9%) Occupancy Decrease
(a) Based on comparison period for the three month period ended March 31, 2002
versus the three month period ended March 31, 2001
(b) Excludes termination fees
PORTFOLIO PERFORMANCE
[Graphics Omitted]
FIRST QUARTER 2002 SAME SPACE AVERAGE RENT GROWTH (a)
OFFICE RENT GROWTH: 22.8%
--------------------------
Expiring Leases - $23.96
New Leases - $29.42
INDUSTRIAL/R&D Rent Growth: 16.7%
----------------------------------
Expiring Leases - $5.80
New Leases - $6.77
o Renewed 91.1% of Expiring Square Footage
o 62 Total Leases Executed Encompassing 857,000 Sq. Ft.
o Same Space First Quarter Cash Increase of 13.3% for Office and 6.1% for
Industrial/R&D
(a) Represents leases executed during the first quarter
LEASE EXPIRATIONS
4.7% of Portfolio Square Feet Expiring in 2002
[Graphics Omitted]
OFFICE 2002 2003 2004 2005 2006 2007
------ ---- ---- ----- ----- ---- ----
Square Feet Expiring 718 1,195 1,258 1,759 1,713 1,144
(in thousands)
% Square Feet Expiring 5.5% 9.2% 9.7% 13.5% 13.1% 8.8%
INDUSTRIAL 2002 2003 2004 2005 2006 2007
---------- ---- ---- ----- ----- ---- ----
Square Feet Expiring 197 671 661 919 942 306
(in thousands)
% Square Feet Expiring 3.2% 10.8% 10.6% 14.8% 15.1% 4.9%
Note: Expirations are for the period 4/1/02-12/31/02
LEASE EXPIRATION COMPARISON
2002 and 2003 Office Portfolio
[Graphics Omitted]
Expiring Rents vs. Reckson Forecast Rents
As of March 31, 2002
Total CBD Suburban
Portfolio Office Portfolio Office Portfolio
1.9 Million SF Expiring 460,000 SF Expiring 1.4 Million SF Expiring
----------------------- ------------------- -----------------------
Cash
----
Expiring Rent $26.65 $31.34 $25.12
Forecasted Rent (a) $29.32 $41.71 $25.33
Increase 10% 33% 1%
GAAP
Expiring Rent $25.88 $31.95 $23.84
Forecasted Rent (a) $30.16 $42.32 $25.98
Increase 17% 32% 10%
(a) Company's forecast rent for space to be re-leased. There can be no assurance
that the Company's properties can achieve such rents.
VALUE CREATION
$1.0 Billion of Projects put into Service in Strong Markets - Lowered Future
Development Exposure
[Graphic Omitted]
(in millions)
1995 1996 1997 1998 1999 2000 2001 2002 (E)
------ ------ ------ ------ ------ ------ ------ --------
Cumulative Completed $63 $242 $336 $ 407 $525 $1,065 $1092 $1135
Pipeline Projects
Unrealized Projects $ 0 $289 $804 $1,099 $864 $ 755 $ 529 $ 449
VALUE CREATION ACTIVITY UPDATE
Redevelopment
[Picture Omitted]
103 JFK Parkway
Short Hills, New Jersey
Executed Lease with Dun & Bradstreet for 100% of Property
o 123,000 Square Feet
o 10 Year Lease Term
o Total Anticipated Investment - $32.8 Million (a)
o Anticipated Stabilized NOI Yield of 10% (a)
(a) Forward-looking statements based upon management's estimates.
Actual results may differ materially.
VALUE CREATION ACTIVITY UPDATE
Reckson Executive Park - Melville, Long Island
[Picture Omitted]
Ground-Up Development:
----------------------
o Property 61% Leased
o Leases Signed or Under Negotiation Total 75%
o Anticipated Return On Investment - 11% (a)
o Projected Occupancy at End of 2002 - 220,000 s.f. (a)
Stacking Plan - 277,500 Sq. Ft.
-------------------------------
Leases Signed Leases Out Proposals
------------- ---------- ---------
4th Floor 38,000 s.f. 25,000 s.f.
3rd Floor Zurich American Insurance Co.
70,000 s.f.
2nd Floor Hain Celestial Group, Inc 7,500 s.f.
34,988 s.f.
Transamerica Corp.
24,099 s.f.
1st Floor OSI Pharmaceutical, Inc. 18,000 s.f.
36,309 s.f.
Drake Beam Morin
4,870 s.f.
TOTALS 170,266 S.F. 38,000 S.F. 50,500 S.F.
(a) Forward-looking statements based upon management's estimates. Actual results
may differ materially.
2002 OBJECTIVES
II. MAXIMIZE LONG-TERM NET ASSET VALUE
INTERNAL GROWTH POTENTIAL
[Graphics Omitted]
2002-2003 Expirations 2004-2006 Expirations
1.9 Million SF 4.8 Million SF
-------------- --------------
Cash
Expiring Rent $26.65 $27.14
Forecasted Rent (a) $29.32 $33.94
Increase 10% 25%
$0.89 per share $5.63 per share
of potential of potential
NAV appreciation NAV appreciation
(a) Company's forecast rent for space to be re-leased. There can be no assurance
that the Company's properties can achieve such rents.
CURRENT INVESTMENT PARAMETERS
o Maintain New York Tri-State Area Focus
o Pursue High Quality/Well Located Assets
o Target ROE of 12% - 15% at a Normalized Leverage Ratio
o Opportunistically Acquire Properties with Repositioning Potential
o Pursue Strategic Investments that Enhance Market Presence
o Achieve and Maintain Appropriate Portfolio Balance Throughout
New York Tri-State Area
INVESTMENT OPPORTUNITIES
o Operating Assets in Core Sub-Markets
o Portfolio Investments in Targeted Markets
o Distressed Property Opportunities
o Corporate Sale Lease-Back Opportunities
o Preferred Equity and Mezzanine Investments
CAPITAL RECYCLING PROGRAM
$682 Million Slated for Program
(in thousands)
2000 2001 2002 2003
----------------------------------------
Dispositions - Completed
------------------------
8 Suburban Office Assets - $136,000
Sale of JV Interest
Six Non-Core Office Assets $ 85,000
Keystone Stock $ 36,000 $ 1,500
919 Third Avenue - Sale of JV Interest $221,000
Dispositions - Anticipated (a)
Remaining Non-Core Office Assets $50,000 $ 87,000
RSVP $ 65,000
------------------------------------------
Total $136,000 $342,000 $51,500 $152,000
==========================================
(a) Forward-looking statements based upon management's estimtes. Actual results
may differ materially.
2002 OBJECTIVES
III. MAINTAIN FINANCIAL FLEXIBILITY
FINANCIAL RATIOS
(in millions except ratios)
March 31, 2002
Ratios Historical
------ ----------
Total Debt (a) $1,279
Total Equity $2,001
Total Market Cap $3,280
Interest Coverage Ratio 3.60x
Fixed Charge Coverage Ratio 2.72x
Debt to Total Market Cap 39.0%
(a) Including pro-rata share of joint venture debt and net of minority partners'
interests
DEBT SCHEDULE
(in millions)
Principal Amount Weighted Average Average Term
Outstanding Interest Rate to Maturity
----------- ------------- -----------
Debt Schedule
Fixed Rate
Mortgage Notes Payable $ 748.6 7.3% 9.7 yrs.
Senior Unsecured Notes $ 450.0 7.5% 5.3 yrs.
-----------
Subtotal/Weighted Average $1,198.6 7.4% 8.0 yrs.
Floating Rate
-------------
Corporate Unsecured $ 217.0 (a) LIBOR + 105bps
Credit Facility
No Significant Near-Term Refinancing Needs
Long-term Staggered Debt Maturity Schedule
[Graphic Omitted]
(maturities in millions)
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
-------------------------------------------------------------------------
Mortgage Debt $0 $0 $ 3 $19 $130 $ 60 $0 $100 $28 $218
Unsecured Notes $100 $150 $200
Low Floating Rate Debt Levels
[Graphic Omitted]
Floating Rate - 15%
Fixed Rate - 85%
(a) Unsecured corporate credit facility matures in September of 2003
2002 OUTLOOK
o Core Portfolio Performing Well in Challenging Environment
- Increasing occupancies
- High renewal rates
- Maintaining high net effective rents
o Lease-up of Development Projects Tracking Ahead of Schedule
o Cautious Near-Term Outlook on Market
- Sublet space still having large impact on markets
- Tenant stability remains a concern
o Positive Long-Term Outlook on Markets
- No new supply
- Sublet space should dissipate more quickly then direct space
- Potential for strong market recovery when job growth resumes ('04)
o Challenging Investment Environment
- Significant capital availability and limited product has created an
overheated investment market
- Aggressively pursuing opportunities but maintaining discipline
- Continue to pursue strategic dispositions to capitalize on strength of
investment market
- Positive stock performance has impacted ability to opportunistically
repurchase shares
o Well-Positioned to Maximize Shareholder Value
FORWARD-LOOKING STATEMENTS
Estimates of future FFO per share and certain other matters discussed herein are
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Although the Company believes the expectations
reflected in such forward-looking statements are based on reasonable
assumptions, forward-looking statements are not guarantees of results and no
assurance can be given that the expected results will be delivered. Such
forward-looking statements are subject to certain risks, trends and
uncertainties that could cause actual results to differ materially from those
expected. Among those risks, trends and uncertainties are the general economic
climate, including the conditions affecting industries in which our principal
tenants compete; changes in the supply of and demand for office and industrial
properties in the New York Tri-State area; changes in interest rate levels;
downturns in rental rate levels in our markets and our ability to lease or
re-lease space in a timely manner at current or anticipated rental rate levels;
the availability of financing to us or our tenants; changes in operating costs,
including utility costs; repayment of debt owed to the Company by third parties
(including FrontLine Capital Group); risks associated with joint ventures; and
other risks associated with the development and acquisition of properties,
including risks that development may not be completed on schedule, that the
tenants will not take occupancy or pay rent, or that development or operating
costs may be greater than anticipated. For further information on factors that
could impact Reckson, reference is made to Reckson's filings with the Securities
and Exchange Commission. Reckson is subject to the reporting requirements of the
Securities and Exchange Commission and undertakes no responsibility to update or
supplement information contained in this presentation that subsequently becomes
untrue.
THE NEW YORK TRI-STATE AREA'S LEADING REAL ESTATE COMPANY
RA
RECKSON