Office Properties Income Trust - Earnings Call - Q2 2025

Executive Summary

• Q2 2025 showed continued deterioration, but OPI delivered normalized FFO of $9.4M ($0.13/share), above the high end of its internal guidance due to lower seasonal operating expenses, while rental income declined year over year and leverage remained elevated.
• Management suspended the quarterly dividend ($0.01/share) to preserve cash and reiterated “substantial doubt” regarding going concern, highlighting constrained covenant headroom, fully drawn revolver, and upcoming 2026–2027 maturities as key risk catalysts.
• Leasing activity improved sequentially (416k sf; total rents +6.4%), but occupancy remains low (81.2% leased vs 83.5% in Q2 2024), and same-property cash-basis NOI margin contracted year over year (57.4% vs 61.0%).
• Guidance was cautious: Q3 normalized FFO of $0.07–$0.09/share; recurring G&A ~$5M; quarterly interest expense ~$$52M (~$41M cash, $11M non-cash); same-property cash-basis NOI down 7–9% vs 2024; 2025 capex ~$43M; cash from operations expected to be a use of $45–$55M for the remainder of 2025.
• Potential near-term stock-moving catalysts: dividend suspension and explicit going-concern language, asset sale progress, leasing renewals vs non-renewals, and developments on debt exchanges/refinancing strategy.

What Went Well and What Went Wrong

What Went Well

• Normalized FFO of $9.4M ($0.13/share) beat OPI’s guidance high-end by $0.02/share, driven by lower seasonal operating expenses and improved performance at 20 Mass Ave’s hotel operations.
• Sequential improvement in leasing: 416k sf signed at a weighted average term of 5.4 years with total rents +6.4%; concessions/capex commitments per sf per year fell 24% QoQ to $3.53/sf/year.
• Renewals represented two-thirds of leasing and secured ~$7M of annualized revenue, supporting near-term cash flows in multi-tenant assets where net absorption is more feasible per management.

What Went Wrong

• Rental income fell year over year ($114,499k vs $123,686k), with net loss of $41,186k and diluted EPS of $(0.58), reflecting sector headwinds, higher interest expense, and vacancies; same-property cash-basis NOI declined 10.3% YoY.
• Leverage and coverage deteriorated: rolling 4Q Adjusted EBITDAre/interest fell to 1.3x; net debt/Adj. EBITDAre rose to 9.3x; secured debt/total assets increased to 54.4%.
• Liquidity remains thin and constrained by covenants: cash $78,176k at 6/30 and $90.1M as of 7/30; revolver fully drawn; going-concern doubt persists; Q3 quarter expected to be weaker seasonally and cash from operations projected to be a use of $45–$55M in H2 2025.

Transcript

Operator (participant)

Good morning and welcome to the Office Properties Income Trust second quarter 2025 earnings conference call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. Please note this event is being recorded. I would now like to turn the conference over to Kevin Barry, Senior Director of Investor Relations. Please go ahead.

Kevin Barry (Senior Director of Investor Relations)

Good morning. Thank you for joining us today. With me on the call are OPI's President and Chief Operating Officer, Yael Duffy, and Chief Financial Officer and Treasurer, Brian Donley. In just a moment, they will provide details about our business and our performance for the second quarter of 2025. I would like to note that the recording and retransmission of today's conference call is prohibited without the prior written consent of the company. Also note that today's conference call contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements are based on OPI's beliefs and expectations as of today, Thursday, July 31st, 2025, and actual results may differ materially from those that we project.

The company undertakes no obligation to revise or publicly release the results of any revision to the forward-looking statements made in today's conference call. Additional information concerning factors that could cause those differences is contained in our filings with the Securities and Exchange Commission, which can be accessed from our website, opireit.com. Investors are cautioned not to place undue reliance upon any forward-looking statements. In addition, we will be discussing non-GAAP numbers during this call, including normalized FFO and cash basis net operating income, or cash basis NOI. A reconciliation of these non-GAAP figures to net income is available in OPI's earnings release presentation that we issued last night, which can be found on our website. Finally, we will be providing guidance on this call, including normalized FFO and cash basis NOI.

We are not providing reconciliation of these non-GAAP measures as part of our guidance because certain information required for such a reconciliation is not available without unreasonable efforts or at all, such as gains and losses or impairment charges related to the disposition of real estate. I will now turn the call over to Yael Duffy.

Yael Duffy (President and COO)

Thank you, Kevin, and good morning. On today's call, I will begin with an overview of our portfolio before discussing OPI's second quarter leasing and disposition activity. From there, Brian will review our financial results and outlook. As of June 30th, 2025, OPI's portfolio included 125 properties totaling 17.3 million sq. ft., with a weighted average remaining lease term of 6.8 years. We ended the quarter with same property occupancy of 85.2%. Approximately 59% of our revenues come from investment-grade rated tenants or their subsidiaries. The U.S. government is our largest tenant, representing 17.1% of our annualized revenue. As we have long telegraphed, OPI's financial performance has materially declined as leasing challenges in the office sector have persisted. Specifically, annualized revenue of $398 million is down $85 million, or nearly 18% compared to a year ago.

Interest expense in the second quarter of $53 million is up $14 million, or 37% year-over-year. We have little room under our debt covenants, which restricts us from refinancing or issuing new debt. Nearly $280 million in debt principal payments are due in 2026, and our total liquidity is $90 million of cash. Despite these ongoing challenges, we continue to lease and operate our properties while simultaneously exploring options to address our financial commitments and reduce costs. To that end, earlier this month, OPI's Board of Trustees made the decision to suspend the quarterly dividend, allowing us to preserve approximately $3 million of cash annually. Turning to leasing activity, in the second quarter, we executed 15 leases totaling 416,000 sq. ft. at a weighted average lease term of 5.4 years and at rental rates that were 6.4% higher than prior rental rates for the same space.

Renewals accounted for two-thirds of our activity and secured over $7 million in annualized revenue. Concessions and capital commitments of $3.53 per sq. ft. per year declined 24% quarter over quarter. We have 1.3 sq. ft. of leases scheduled to expire through 2026, representing $30 million, or 7.6% of OPI's annualized rental income. The majority of these expirations are related to single-tenant properties, and we expect sq. ft., or $11.2 million of annualized revenue will not renew. Today, our leasing pipeline totals 2 sq. ft., of which over 60% is attributable to renewal discussions. Any leasing that results in positive net absorption will likely come from our multi-tenant properties where the infrastructure and building amenities to attract new tenants already exist. Turning to dispositions, earlier this month, we sold one property totaling sq. ft. via auction for $2.2 million, excluding closing costs.

As property valuations continue to decline and the potential buyer pool targeting office acquisitions is limited, dispositions remain challenging. We have found that transaction timelines have significantly lengthened and often require a relaunching of marketing efforts as buyers are unable to transact. Despite these dynamics, we continue to evaluate disposition opportunities that may mitigate occupancy risk and reduce the carrying costs associated with vacant properties. I will now turn the call over to Brian.

Brian Donley (CFO and Treasurer)

Thank you, Yael, and good morning. For the second quarter, we reported normalized FFO of $9.4 million or $0.13 per share, which came in $0.02 above the high end of our guidance range as a result of lower than anticipated seasonal operating expenses. This compares to normalized FFO of $4.4 million or $0.06 per share for the first quarter of 2025. The increase on a sequential quarter basis was driven by higher NOI as a result of lower operating expenses and stronger performance from our hotel at 20 Mass Ave in Washington, D.C. Turning to our outlook for the third quarter of 2025, we expect normalized FFO to be between $0.07 and $0.09 per share for Q3. The decrease sequentially from Q2 is primarily driven by lower NOI related to lower rental income, higher operating expenses, and a seasonally weaker quarter expected from our hotel at 20 Mass Ave.

We project recurring G&A expense to be approximately $5 million for Q3, and our current estimated quarterly interest expense run rate is approximately $52 million, consisting of $41 million of cash interest expense and $11 million of non-cash amortization of financing costs. We expect same property cash basis NOI to decrease 7%-9% as compared to the third quarter of 2024, driven by tenant vacancies. This NOI guidance does not include any potential changes to our same store portfolio. Year to date, we have invested nearly $28 million in capital expenditures. For the second half of 2025, we anticipate approximately $43 million in CapEx, comprised of $10 million of building capital and $33 million of leasing capital. At quarter end, we had three properties with a carrying value of $8 million classified as held for sale.

In July, we sold one of these properties, which was encumbered by our 2027 senior security notes for $2.2 million, excluding closing costs, and used the net proceeds to pay down the principal balance of that debt. Today, we have three properties under agreement to sell for $28.9 million, excluding closing costs. We currently expect two of the three properties to sell in September 2025 for $10.7 million and the third property to close in 2027. Turning to the balance sheet, our total liquidity today is $90 million of cash. We're currently projecting cash from operations to be a use of $45 million-$55 million during the balance of 2025, including capital expenditures. Given our liquidity position, financial covenant constraints under our debt agreement, and debt principal payments coming due in 2026, we continue to evaluate options to address these maturities with our financial advisor.

That concludes our prepared remarks. Thank you for joining us today. Operator, you may now end the call.

Operator (participant)

Thank you. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.