Skip to main content

COPT DEFENSE PROPERTIES

For the period ended Jun 30, 2025. Filed Jul 31, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Jul 31, 2025

CDP$32.87+1.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-01.

0000860546-25-000026

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-07-31.

0000860546-25-000038

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 93 previous paragraphs and 102 current paragraphs.

72 unchanged; 21 reworded; 2 added; 0 removed; 0 previous and 7 current paragraphs rearranged.

Tables are not compared: 8 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)
Reworded paragraphs (21)

Previous wording

finished the period with our portfolio 93.6% occupied and 95.1% leased; and

Current wording

finished the period with our portfolio 94.0% occupied and 95.6% leased; and

Previous wording

achieved a tenant retention rate of 74.9%, all of which was attributable to our Defense/IT Portfolio.

Current wording

achieved a tenant retention rate of 81.9%, which was driven by our Defense/IT Portfolio.

Previous wording

During the three months ended March 31, 2025, we leased 647,000 square feet, including: 438,000 square feet of renewal leasing (representing a tenant retention rate of 74.9%); 120,000 square feet of vacant space leasing; and 89,000 square feet of investment space leasing.

Current wording

During the six months ended June 30, 2025, we leased 1.4 million square feet, including: 915,000 square feet of renewal leasing (representing a tenant retention rate of 81.9%); 353,000 square feet of vacant space leasing; and 103,000 square feet of investment space leasing.

Previous wording

Our Same Property pool consisted of 198 properties, comprising 97.2% of our portfolio’s square footage as of March 31, 2025. This pool of properties changed from the pool used for purposes of comparing 2024 and 2023 in our 2024 Annual Report on Form 10-K due to the addition of six properties placed in service and 100% operational on or before January 1, 2024 and three properties owned through a UJV that was formed in 2023.

Current wording

Our Same Property pool consisted of 198 properties, comprising 97.1% of our portfolio’s square footage as of June 30, 2025. This pool of properties changed from the pool used for purposes of comparing 2024 and 2023 in our 2024 Annual Report on Form 10-K due to the addition of six properties placed in service and 100% operational on or before January 1, 2024 and three properties owned through a UJV that was formed in 2023.

Previous wording

the increase for our Same Properties was due in large part to additional revenue in the current period resulting from increased rental and occupancy rates. Our Same Properties also experienced increased property operating expenses, driven primarily by higher snow removal and utility expenses, the effect of which was mostly offset by increased tenant expense reimbursements and prior year real estate taxes refunded upon appeal. For the increases in our Same Properties by segment, the Defense/IT Portfolio increase was adversely affected by a $2.1 million collectability loss provision, while our Other segment increase included $2.1 million from a refund of prior year real estate taxes, net of related tenant reimbursements, at one of our properties;

Current wording

the increase for our Same Properties was due in large part to additional revenue in the current period resulting from increased rental and occupancy rates. Our Same Properties also experienced increased property operating expenses, driven primarily by higher snow removal and utility expenses, the effect of which was mostly offset by increased tenant expense reimbursements and prior year real estate taxes refunded upon appeal. For the increases in our Same Properties by segment, the Defense/IT Portfolio increase was adversely affected by $1.9 million in collectability loss provisions, while our Other segment increase included $2.2 million from refunds of prior year real estate taxes, net of related tenant reimbursements;

Previous wording

Interest and other income, net decreased due primarily to interest income earned from excess loan proceeds that we invested in short-term interest-bearing money market accounts in the prior period.

Current wording

Interest and other income, net decreased due in large part to interest income earned from excess loan proceeds that we invested in short-term interest-bearing money market accounts in the prior period.

Previous wording

The table below sets forth the major components of our additions to properties for the three months ended March 31, 2025 (in thousands):

Current wording

The table below sets forth the major components of our additions to properties for the six months ended June 30, 2025 (in thousands):

Previous wording

Net cash flow from operating activities increased $1.1 million when comparing the three months ended March 31, 2025 and 2024, which included offsetting changes in the timing of cash flows from real estate operations and third-party construction projects.

Current wording

Net cash flow from operating activities decreased $4.9 million when comparing the six months ended June 30, 2025 and 2024, which included offsetting changes in the timing of cash flows from real estate operations and third-party construction projects.

Previous wording

Net cash flow used in investing activities decreased $9.4 million when comparing the three months ended March 31, 2025 and 2024 due primarily to the acquisition of an operating property in the prior period.

Current wording

Net cash flow used in investing activities increased $16.3 million when comparing the six months ended June 30, 2025 and 2024 due primarily to cash paid for properties in development or held for future development and funding of investing receivables, which was partially offset by our acquisition of an operating property in the prior period.

Previous wording

Net cash flow used in financing activities in the three months ended March 31, 2025 was $16.2 million, and included primarily the following:

Current wording

Net cash flow used in financing activities in the six months ended June 30, 2025 was $27.7 million, and included primarily the following:

Previous wording

net proceeds from debt borrowings during the period of $19.5 million; and

Current wording

net proceeds from debt borrowings during the period of $44.1 million; and

Previous wording

Net cash flow used in financing activities in the three months ended March 31, 2024 was $36.4 million, and included primarily the following:

Current wording

Net cash flow used in financing activities in the six months ended June 30, 2024 was $99.4 million, and included primarily the following:

Previous wording

repayments of debt borrowings during the period of $769,000; and

Current wording

repayments of debt borrowings during the period of $29.1 million; and

Previous wording

As of March 31, 2025, we had $24.3 million in cash and cash equivalents.

Current wording

As of June 30, 2025, we had $21.3 million in cash and cash equivalents.

Previous wording

We have a Revolving Credit Facility with a maximum borrowing capacity of $600.0 million. We use this facility to initially fund most of the cash requirements from our investing activities, including property development and acquisition costs, as well as certain debt balloon payments due upon maturity. We then subsequently pay down the facility using cash available from operations and proceeds from financing and/or investing activities, such as long-term borrowings, equity issuances and sales of interests in properties. The facility matures in October 2026 and may be extended by two six-month periods at our option, provided that there is no default under the facility and we pay an extension fee of 0.0625% of the total availability under the facility for each extension period. Our available borrowing capacity under the facility totaled $505.0 million as of March 31, 2025.

Current wording

We have a Revolving Credit Facility with a maximum borrowing capacity of $600.0 million. We use this facility to initially fund most of the cash requirements from our investing activities, including property development and acquisition costs, as well as certain debt balloon payments due upon maturity. We then subsequently pay down the facility using cash available from operations and proceeds from financing and/or investing activities, such as long-term borrowings, equity issuances and sales of interests in properties. The facility matures in October 2026 and may be extended by two six-month periods at our option, provided that there is no default under the facility and we pay an extension fee of 0.0625% of the total availability under the facility for each extension period. Our available borrowing capacity under the facility totaled $480.0 million as of June 30, 2025.

Previous wording

Our senior unsecured debt is rated investment grade, with either stable or positive outlooks, by the three major rating agencies. We aim to maintain an investment grade rating to enable us to use debt comprised of unsecured, primarily fixed-rate debt (including the effect of interest rate swaps) from public markets and banks. We also use secured nonrecourse debt from institutional lenders and banks primarily for joint venture financings. In addition, we periodically raise equity when we access the public equity markets by issuing common shares and, to a lesser extent, preferred shares.

Current wording

Our senior unsecured debt is rated investment grade, with either stable or positive outlooks, by the three major rating agencies. We aim to maintain an investment grade rating to enable us to use debt comprised of unsecured, primarily fixed-rate debt (including the effect of interest rate swaps) from public markets and banks. We also use secured nonrecourse debt from institutional lenders and banks primarily for joint venture financings. In addition, we periodically raise equity when we access the public equity markets by issuing common shares.

Previous wording

tenant and capital improvements and leasing costs for operating properties (expected to total approximately $80 million during the remainder of 2025);

Current wording

tenant and capital improvements and leasing costs for operating properties (expected to total approximately $60 million during the remainder of 2025);

Previous wording

During the remainder of 2025, we expect to spend $150 million to $180 million on costs for properties actively under development, most of which was contractually obligated as of March 31, 2025. During the remainder of 2025 and beyond, we expect to continue to actively develop additional properties and also could opportunistically acquire operating properties. We expect to fund these activities using, in part, available cash flow from operations and any excess available cash and cash equivalents, with the balance funded, at least initially, using borrowings under our Revolving Credit Facility.

Current wording

During the remainder of 2025, we expect to spend $115 million to $135 million on costs for properties actively under development, most of which was contractually obligated as of June 30, 2025. During the remainder of 2025 and beyond, we expect to continue to actively develop additional properties and also could opportunistically acquire operating properties. We expect to fund these activities using, in part, available cash flow from operations and any excess available cash and cash equivalents, with the balance funded, at least initially, using borrowings under our Revolving Credit Facility.
Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

the increase for our Same Properties was due primarily to additional revenue in the current period resulting from increased rental and occupancy rates;

Current report — wording carried from elsewhere

Comparison of Statements of Operations for the Six Months Ended June 30, 2025 and 2024

Current report — wording carried from elsewhere

(1)Includes minimum base rents, net of abatements and lease incentives and excluding lease termination revenue, on a straight-line basis for the periods set forth above.

Current report — wording carried from elsewhere

Regarding the changes in NOI from real estate operations reported above:

Current report — wording carried from elsewhere

developed properties placed in service reflects the effect of four properties placed in service in 2024 and 2025; and

Current report — wording carried from elsewhere

acquired properties includes two operating office properties acquired in 2024.

Current report — wording carried from elsewhere

Construction contract and other service revenue and expenses decreased in the current period due primarily to a lower volume of construction activity for one of our tenants.