JBG SMITH Properties Files 2023 10-K

TL;DR

<b>JBG SMITH Properties filed its 2023 10-K report detailing its financial performance and corporate information.</b>

AI Summary

JBG SMITH Properties (JBGS) filed a Annual Report (10-K) with the SEC on February 20, 2024. Filed 10-K for the fiscal year ending December 31, 2023. Company address: 4747 Bethesda Avenue, Suite 200, Bethesda, MD 20814. Business phone: 240-333-3600. Incorporated in Maryland. Former company name was Vornado DC Spinco, with a name change date of 2016-11-09.

Why It Matters

For investors and stakeholders tracking JBG SMITH Properties, this filing contains several important signals. This filing provides a comprehensive overview of JBG SMITH Properties' financial health and operational status for the fiscal year 2023, crucial for investors and stakeholders to assess performance. The 10-K report contains detailed financial statements, risk factors, and other disclosures that are essential for understanding the company's current position and future outlook.

Risk Assessment

Risk Level: medium — JBG SMITH Properties shows moderate risk based on this filing. The filing is a standard 10-K, which inherently contains forward-looking statements and risk disclosures typical for a publicly traded real estate investment trust, requiring careful review by investors.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand JBG SMITH Properties' performance and potential challenges in the real estate market.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2024-02-20 — Filing Date (Date of submission)
• 001-37994 — SEC File Number (SEC registration number)
• 146 — Public Document Count (Number of documents in the filing)

Key Players & Entities

• JBG SMITH Properties (company) — Filer name
• Vornado DC Spinco (company) — Former company name
• 4747 Bethesda Avenue, Suite 200, Bethesda, MD 20814 (company) — Business address
• 240-333-3600 (company) — Business phone
• Maryland (company) — State of incorporation

FAQ

Industry Context

JBG SMITH Properties operates as a Real Estate Investment Trust (REIT), focusing on the ownership, management, and development of office, residential, and retail properties.

Regulatory Implications

As a publicly traded company, JBG SMITH Properties is subject to the regulations of the Securities and Exchange Commission (SEC), requiring regular filings like the 10-K.

What Investors Should Do

1. Analyze the financial statements for revenue, net income, and asset/liability changes.
2. Review the risk factors section for potential impacts on the company's operations and investments.
3. Examine any disclosed executive compensation details for insights into management incentives.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-02-20: Filing Date — Date the 10-K was officially submitted to the SEC.

Year-Over-Year Comparison

This is the initial 10-K filing for the period ending December 31, 2023, following the company's previous filings.

Key Financial Figures

• $0.01 — h registered Common Shares, par value $0.01 per share JBGS New York Stock Excha
• $120.0 million — asset. "2023 Term Loan" refers to the $120.0 million term loan maturing in June 2028. "ADA"
• $200.0 million — "Tranche A-1 Term Loan" refers to the $200.0 million term loan maturing in January 2025. 6
• $400.0 million — "Tranche A-2 Term Loan" refers to the $400.0 million term loan maturing in January 2028. "T
• $1 billion — ers; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket's prox
• $150,000 — s for each calendar year, starting with $150,000 in 2019, and escalating 1.5% per year.
• $12.0 b — d local governments plan to invest over $12.0 billion, including infrastructure investm

Filing Documents

• jbgs-20231231x10k.htm (10-K) — 5647KB
• jbgs-20231231xex4d1.htm (EX-4.1) — 84KB
• jbgs-20231231xex10d34.htm (EX-10.34) — 8KB
• jbgs-20231231xex10d52.htm (EX-10.52) — 145KB
• jbgs-20231231xex10d53.htm (EX-10.53) — 97KB
• jbgs-20231231xex10d54.htm (EX-10.54) — 20KB
• jbgs-20231231xex10d55.htm (EX-10.55) — 445KB
• jbgs-20231231xex10d56.htm (EX-10.56) — 446KB
• jbgs-20231231xex10d57.htm (EX-10.57) — 20KB
• jbgs-20231231xex10d58.htm (EX-10.58) — 20KB
• jbgs-20231231xex10d59.htm (EX-10.59) — 20KB
• jbgs-20231231xex21d1.htm (EX-21.1) — 182KB
• jbgs-20231231xex23d1.htm (EX-23.1) — 3KB
• jbgs-20231231xex31d1.htm (EX-31.1) — 17KB
• jbgs-20231231xex31d2.htm (EX-31.2) — 15KB
• jbgs-20231231xex32d1.htm (EX-32.1) — 11KB
• jbgs-20231231xex97d1.htm (EX-97.1) — 105KB
• jbgs-20231231x10k001.jpg (GRAPHIC) — 5KB
• jbgs-20231231x10k009.jpg (GRAPHIC) — 50KB
• 0001558370-24-001366.txt (&nbsp;) — 23814KB
• jbgs-20231231.xsd (EX-101.SCH) — 120KB
• jbgs-20231231_cal.xml (EX-101.CAL) — 124KB
• jbgs-20231231_def.xml (EX-101.DEF) — 532KB
• jbgs-20231231_lab.xml (EX-101.LAB) — 962KB
• jbgs-20231231_pre.xml (EX-101.PRE) — 880KB
• jbgs-20231231x10k_htm.xml (XML) — 4686KB

Business

Business 8 Item 1A.

Risk Factors

Risk Factors 20 Item 1B. Unresolved Staff Comments 35 Item 1C. Cybersecurity 35 Item 2.

Properties

Properties 37 Item 3.

Legal Proceedings

Legal Proceedings 41 Item 4. Mine Safety Disclosures 41 PART II Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 42 Item 6. [Reserved] 44 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 44 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 63 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 65 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 113 Item 9A.

Controls and Procedures

Controls and Procedures 113 Item 9B. Other Information 115 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 137 PART III Item 10. Directors, Executive Officers and Corporate Governance 138 Item 11.

Executive Compensation

Executive Compensation 138 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 138 Item 13. Certain Relationships and Related Transactions and Director Independence 138 Item 14. Principal Accounting Fees and Services 138 PART IV Item 15. Exhibits and Financial Statement Schedules 139 Item 16. Form 10-K Summary 147

Signatures

Signatures 148 2 Table of Contents DEFINITIONS Defined terms used in this Annual Report on Form 10-K: "2000/2001 South Bell Street" refers to 2000 South Bell Street and 2001 South Bell Street, an under-construction multifamily asset. "2023 Term Loan" refers to the $120.0 million term loan maturing in June 2028. "ADA" means the Americans with Disabilities Act. "Amazon" refers to Amazon.com, Inc. "Annualized rent" means: (i) for multifamily assets, or the multifamily component of a mixed-use asset, the in-place monthly base rent before free rent as of December 31, 2023, multiplied by 12, and (ii) for commercial assets, or the retail component of a mixed-use asset, the in-place monthly base rent before free rent, plus tenant reimbursements as of December 31, 2023, multiplied by 12. Annualized rent excludes rent from leases that have been signed but the tenant has not yet taken occupancy (not yet included in percent occupied metrics) and percentage rent. The in-place monthly base rent does not take into consideration temporary rent relief arrangements. "At JBG SMITH Share" and "Our share" refer to our ownership percentage of consolidated and unconsolidated assets in real estate ventures, but exclude our: (i) 10.0% subordinated interest in one commercial building, (ii) 33.5% subordinated interest in four commercial buildings, (iii) 49.0% interest in three commercial buildings and (iv) 9.9% interest in one commercial building, as well as the associated non-recourse mortgage loans, held through unconsolidated real estate ventures; these interests and debt are excluded because our investment in each real estate venture is zero, we do not anticipate receiving any near-term cash flow distributions from the real estate ventures and we have not guaranteed their obligations or otherwise committed to providing financial support. "BOMA" means Building Owners and Managers Association International. "CBRS" means the Citizens Broadband Radio Service. "CIRP" means cybe

BUSINESS

ITEM 1. BUSINESS The Company JBG SMITH, a Maryland REIT, owns, operates, invests in and develops mixed-use properties in high growth and high barrier-to-entry submarkets in and around Washington, D.C., most notably National Landing. Through an intense focus on placemaking, JBG SMITH cultivates vibrant, amenity-rich, walkable neighborhoods throughout the Washington, D.C. metropolitan area. Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers: Amazon's new headquarters; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket's proximity to the Pentagon; and our deployment of 5G digital infrastructure. In addition, our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool. Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP. As of December 31, 2023, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 87.8% of its OP Units, after giving effect to the conversion of certain vested LTIP Units that are convertible into OP Units. JBG SMITH is referred to herein as "we," "us," "our" or other similar terms. As of December 31, 2023, our Operating Portfolio consisted of 44 operating assets comprising 16 multifamily assets totaling 6,318 units (6,318 units at our share), 26 commercial assets totaling 8.3 million square feet (7.7 million square feet at our share) and two wholly owned land assets for which we are the ground lessor. Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 17 assets in the development pipeline totaling 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density. We present combined portfolio operating data that aggregates assets we consolidate in our conso

View Full Filing

View this 10-K filing on SEC EDGAR