KILROY REALTY CORP

Previous wording

Fluctuations in our development activities could cause fluctuations in the average development asset balances qualifying for interest and other carrying cost and internal cost capitalization in future periods. A slowdown in development activities could result in fewer projects qualifying for interest capitalization under GAAP, resulting in higher interest expense. During the three months ended March 31, 2024, we capitalized interest on in-process development projects and future development pipeline projects with an average aggregate cost basis of approximately $1.8 billion, as it was determined these projects qualified for interest and other carrying cost capitalization under GAAP. For the three months ended March 31, 2024, we capitalized $19.8 million of interest to our qualifying development and redevelopment projects. In addition, for the three months ended March 31, 2024, we capitalized $2.9 million of internal costs to our qualifying development and redevelopment projects.

Current wording

Fluctuations in our development activities could cause fluctuations in the average development asset balances qualifying for interest and other carrying cost and internal cost capitalization in future periods. A slowdown in development activities could result in fewer projects qualifying for interest capitalization under GAAP, resulting in higher interest expense. During the three and six months ended June 30, 2024, we capitalized interest on in-process development projects and future development pipeline projects with an average aggregate cost basis of approximately $1.9 billion and $1.8 billion, respectively, as it was determined these projects qualified for interest and other carrying cost capitalization under GAAP. For the three and six months ended June 30, 2024, we capitalized $20.5 million and $40.3 million, respectively, of interest to our qualifying development and redevelopment projects. In addition, for the three and six months ended June 30, 2024, we capitalized $3.1 million and $5.9 million, respectively, of internal costs to our qualifying development and redevelopment projects and $2.2 million and $4.6 million, respectively, of internal costs to our qualifying capital improvement projects in the stabilized portfolio.

Previous wording

As of March 31, 2024, there was approximately $35.2 million of total unrecognized compensation costs related to outstanding nonvested RSUs granted under share-based compensation arrangements. Such amount is based in part upon the estimated future outcome of the performance metrics as of March 31, 2024, and the actual compensation cost ultimately recognized could increase or decrease from this estimate based upon actual performance results. These costs are expected to be recognized over a weighted-average period of 2.0 years. The $35.2 million of unrecognized compensation cost does not reflect the future compensation costs for any share-based awards that may be granted subsequent to March 31, 2024. Share-based compensation expense for potential future awards could be affected by our operating and development performance, financial results, stock price, market conditions, and other factors. For additional information regarding our equity incentive awards, see Note 7 “Share-Based Compensation” to our consolidated financial statements included in this report.

Current wording

As of June 30, 2024, there was approximately $35.2 million of total unrecognized compensation costs related to outstanding nonvested RSUs granted under share-based compensation arrangements. Such amount is based in part upon the estimated future outcome of the performance metrics as of June 30, 2024, and the actual compensation cost ultimately recognized could increase or decrease from this estimate based upon actual performance results. These costs are expected to be recognized over a weighted-average period of 1.8 years. The $35.2 million of unrecognized compensation cost does not reflect the future compensation costs for any share-based awards that may be granted subsequent to June 30, 2024. Share-based compensation expense for potential future awards could be affected by our operating and development performance, financial results, stock price, market conditions, and other factors. For additional information regarding our equity incentive awards, see Note 7 “Share-Based Compensation” to our consolidated financial statements included in this report.

Previous wording

Leasing Activity and Changes in Rental Rates. The amount of net rental income generated by our properties depends principally on our ability to maintain the occupancy rates of currently leased space and to lease currently available space, newly developed or redeveloped properties, newly acquired properties with vacant space, and space available from unscheduled lease terminations. The amount of rental income we generate also depends on our ability to maintain or increase rental rates at our properties. Negative trends in one or more of these factors could adversely affect our rental income in future periods. The following tables set forth certain information regarding leasing activity during the three months ended March 31, 2024.

Current wording

Leasing Activity and Changes in Rental Rates. The amount of net rental income generated by our properties depends principally on our ability to maintain the occupancy rates of currently leased space and to lease currently available space, newly developed or redeveloped properties, newly acquired properties with vacant space, and space available from unscheduled lease terminations. The amount of rental income we generate also depends on our ability to maintain or increase rental rates at our properties. Negative trends in one or more of these factors could adversely affect our rental income in future periods. The following tables set forth certain information regarding leasing activity during the three and six months ended June 30, 2024.

Previous wording

(6)During the three months ended March 31, 2024, 16 new leases totaling 134,501 rentable square feet were signed but not commenced.

Current wording

(6)During the three months ended June 30, 2024, 16 new leases totaling 138,219 rentable square feet were signed but not commenced. During the six months ended June 30, 2024, 25 new leases totaling 211,440 rentable square feet were signed but not commenced.

Previous wording

During the three months ended March 31, 2024, we continued to see an increase in physical occupancy at our properties. However, we believe that economic uncertainty and hybrid/remote working arrangements have impacted the timing and volume of leasing and will likely continue to do so in the near future and possibly longer-term. Additionally, decreased demand (including as a result of remote work), increased competition (including sublease space available in the market), and other negative trends or unforeseeable events that impair our ability to timely renew or re-lease space could have negative effects on our future financial condition, results of operations, and cash flows.

Current wording

During the six months ended June 30, 2024, we continued to see modest additional increases in physical occupancy at our properties. However, we believe that economic uncertainty and hybrid/remote working arrangements have impacted the timing and volume of leasing and will likely continue to do so in the near future and possibly longer-term. Additionally, decreased demand (including as a result of remote work), increased competition (including sublease space available in the market), and other negative trends or unforeseeable events that impair our ability to timely renew or re-lease space could have negative effects on our future financial condition, results of operations, and cash flows.

Previous wording

In addition to the 2.7 million rentable square feet, or 15.8%, of currently available space in our stabilized portfolio, leases representing approximately 9.9% of the occupied square footage of our stabilized portfolio are scheduled to expire during the remainder of 2024 and in 2025. The leases scheduled to expire during the remainder of 2024 and in 2025 represent approximately 1.4 million rentable square feet, or 8.4% of our total annualized base rental revenue.

Current wording

In addition to the 2.8 million rentable square feet, or 16.3%, of currently available space in our stabilized portfolio, leases representing approximately 9.3% of the occupied square footage of our stabilized portfolio are scheduled to expire during the remainder of 2024 and in 2025. The leases scheduled to expire during the remainder of 2024 and in 2025 represent approximately 1.3 million rentable square feet, or 7.7% of our total annualized base rental revenue. Adjusting for leases executed as of June 30, 2024 but not yet commenced, the remaining 2024, 2025, and 2026 expirations would be 476,278, 697,116, and 1,839,179 square feet, respectively.

Previous wording

Sublease Space. Of our occupied space as of March 31, 2024, approximately 1.6 million rentable square feet, or 9.6% of the square footage in our stabilized portfolio, was available for sublease, primarily in the San Francisco Bay Area. Of the 9.6% of available sublease space in our stabilized portfolio as of March 31, 2024, approximately 6.5% was vacant space, and the remaining 3.1% was occupied by a subtenant. Of the approximately 1.6 million rentable square feet available for sublease as of March 31, 2024, approximately 187,231 rentable square feet representing five leases are scheduled to expire in 2024 and approximately 24,819 rentable square feet representing two leases are scheduled to expire in 2025.

Current wording

Sublease Space. Of our occupied space as of June 30, 2024, approximately 2.0 million rentable square feet, or 11.6% of the square footage in our stabilized portfolio, was available for sublease, primarily in the San Francisco Bay Area. Of the 11.6% of available sublease space in our stabilized portfolio as of June 30, 2024, approximately 8.1% was vacant space, and the remaining 3.5% was occupied by subtenants. Of the approximately 2.0 million rentable square feet available for sublease as of June 30, 2024, approximately 182,737 rentable square feet representing four leases are scheduled to expire in 2024 and approximately 18,663 rentable square feet representing one lease is scheduled to expire in 2025.

Previous wording

(6)The 2024 lease expiration represents 76,031 rentable square feet expiring on October 31, 2024.

Current wording

(5)The 2024 lease expiration represents 76,031 rentable square feet expiring on October 31, 2024.

Previous wording

(7)The 2024 lease expiration represents 6,411 rentable square feet expiring on July 31, 2024 and 40,236 rentable square feet expiring on November 30, 2024.

Current wording

(7)The 2024 lease expiration represents 6,411 rentable square feet that expired on July 31, 2024 and 40,236 rentable square feet expiring on November 30, 2024.

Previous wording

Net Operating Income decreased $19.2 million, or 9.2%, for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 resulting from:

Current wording

Net Operating Income decreased $9.1 million, or 4.6%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 resulting from:

Previous wording

•A decrease in Net Operating Income of $18.9 million attributable to the Same Store Properties, which was driven by the following activity:

Current wording

•A decrease in Net Operating Income of $10.9 million attributable to the Same Store Properties, which was driven by the following activity:

Previous wording

•A decrease in total operating revenues of $16.6 million primarily due to:

Current wording

•A decrease in total operating revenues of $7.1 million primarily due to:

Previous wording

•$8.8 million net decrease comprised of a $12.7 million decrease from lease expirations, partially offset by $3.9 million increase from new leases and renewals at higher rates; partially offset by

Current wording

•$6.3 million decrease from lease expirations; partially offset by

Previous wording

•$2.8 million increase in property expenses including insurance, janitorial, contract services and security due to cost increases; partially offset by

Current wording

•An increase in property and related expenses of $3.8 million primarily due to higher insurance, janitorial, contract services, and security expenses due to cost increases and one building that was previously tenant-managed becoming landlord-managed; partially offset by

Previous wording

General and administrative expenses decreased $6.4 million, or 26.6%, for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 primarily due to a decrease in share-based compensation expense.

Current wording

General and administrative expenses decreased $3.7 million, or 16.4%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 primarily due to a decrease in share-based compensation expense.

Previous wording

Leasing costs increased $0.9 million, or 66.1%, for the three months ended March 31, 2024 compared to the three months ended March 31, 2023, primarily due to an increase in leasing overhead during the three months ended March 31, 2024.

Current wording

Leasing costs increased $0.8 million, or 59.8%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023, primarily due to an increase in leasing overhead during the three months ended June 30, 2024.

Previous wording

Depreciation and amortization decreased $5.6 million, or 6.0%, for the three months ended March 31, 2024 compared to the three months ended March 31, 2023, primarily due to the following:

Current wording

Depreciation and amortization decreased $3.2 million, or 3.6%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023, primarily due to the following:

Previous wording

•A decrease of $7.4 million attributable to the Same Store Properties primarily due to an in-place lease intangible asset becoming fully amortized in the second quarter of 2023; partially offset by

Current wording

•A decrease of $3.9 million attributable to the Same Store Properties primarily due to an in-place lease intangible asset becoming fully amortized in the second quarter of 2023; partially offset by

Previous wording

Gross interest expense, before the effect of capitalized interest and deferred financing costs, increased $15.3 million, or 35.2%, for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, due to an increase in the average outstanding debt balance and an increase in the weighted average interest rate for the three months ended March 31, 2024.

Current wording

Gross interest expense, before the effect of capitalized interest and deferred financing costs, increased $11.4 million, or 24.9%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023, due to an increase in the average outstanding debt balance and an increase in the weighted average interest rate for the three months ended June 30, 2024.

Previous wording

Capitalized interest and deferred financing costs increased $2.1 million, or 11.7%, for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 primarily due to an increase in the weighted average interest and loan fee amortization rate during the three months ended March 31, 2024. In the event of an extended cessation of development or redevelopment activities to get any of these projects ready for its intended use, such projects could potentially no longer qualify for capitalization of interest or other carrying costs, resulting in higher amounts being expensed.

Current wording

Capitalized interest and deferred financing costs increased $1.0 million, or 5.4%, for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 primarily due to an increase in the weighted average interest and loan fee amortization rate during the three months ended June 30, 2024. In the event of an extended cessation of development or redevelopment activities to get any of these projects ready for its intended use, such projects could potentially no longer qualify for capitalization of interest or other carrying costs, resulting in higher amounts being expensed.

Previous wording

•$11.2 million net decrease in non-recurring revenue items primarily related to $3.5 million of revenue adjustments for tenant credit worthiness considerations and $8.5 million of 2023 tenant restoration fees, partially offset by $0.8 million of 2024 settlement fee income;

Current wording

•$14.0 million net decrease in non-recurring revenue items primarily related to $5.6 million of revenue adjustments for tenant credit worthiness considerations and lower revenue from certain tenants on a cash basis of revenue recognition in 2024 and $10.0 million of 2023 tenant restoration fees, partially offset by $1.6 million of 2024 settlement fee income; and

Previous wording

Net income attributable to noncontrolling interests in consolidated property partnerships decreased $2.8 million or 34.5%, for the three months ended March 31, 2024 compared to the three months ended March 31, 2023 primarily due to lower rental income due to the expiration of a lease that had restoration fee income during the first quarter of 2023 at one property held in a consolidated property partnership. The amounts reported for the three months ended March 31, 2024 and 2023 are comprised of the noncontrolling interest’s share of net income for 100 First Street Member, LLC and 303 Second Street Member, LLC and the noncontrolling interest’s share of net income for Redwood City Partners, LLC. See Note 1 “Organization, Ownership and Basis of Presentation” to our consolidated financial statements included in this report for additional information.

Current wording

Net income attributable to noncontrolling interests in consolidated property partnerships decreased $3.1 million or 23.1%, for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 primarily due to the expiration of a lease that had restoration fee income during the first quarter of 2023 at one property held in a consolidated property partnership. The amounts reported for the six months ended June 30, 2024 and 2023 are comprised of the noncontrolling interest’s share of net income for 100 First Street Member, LLC and 303 Second Street Member, LLC and the noncontrolling interest’s share of net income for Redwood City Partners, LLC. See Note 1 “Organization, Ownership and Basis of Presentation” to our consolidated financial statements included in this report for additional information.

Previous wording

The Company’s business is operated primarily through the Operating Partnership. Distributions from the Operating Partnership are the Company’s primary source of capital. The Company believes the Operating Partnership’s sources of working capital, specifically its cash flows from operations and borrowings available under its unsecured revolving credit facility and funds from its capital recycling program, including strategic ventures, are adequate for it to make its distribution payments to the Company and, in turn, for the Company to make its dividend payments to its common stockholders for the next twelve months. Cash flows from operating activities generated by the Operating Partnership for the three months ended March 31, 2024 were sufficient to cover the Company’s payment of cash dividends to its stockholders. However, there can be no assurance that the Operating Partnership’s sources of capital will continue to be available at all or in amounts sufficient to meet its needs, including its ability to make distributions to the Company. The unavailability of capital could adversely affect the Operating Partnership’s ability to make distributions to the Company, which would in turn, adversely affect the Company’s ability to pay cash dividends to its stockholders.

Current wording

The Company’s business is operated primarily through the Operating Partnership. Distributions from the Operating Partnership are the Company’s primary source of capital. The Company believes the Operating Partnership’s sources of working capital, specifically its cash flows from operations and borrowings available under its unsecured revolving credit facility and funds from its capital recycling program, including strategic ventures, are adequate for it to make its distribution payments to the Company and, in turn, for the Company to make its dividend payments to its common stockholders for the next twelve months. Cash flows from operating activities generated by the Operating Partnership for the six months ended June 30, 2024 were sufficient to cover the Company’s payment of cash dividends to its stockholders. However, there can be no assurance that the Operating Partnership’s sources of capital will continue to be available at all or in amounts sufficient to meet its needs, including its ability to make distributions to the Company. The unavailability of capital could adversely affect the Operating Partnership’s ability to make distributions to the Company, which would in turn, adversely affect the Company’s ability to pay cash dividends to its stockholders.

Previous wording

As of March 31, 2024, we had approximately $855.0 million in cash and cash equivalents as well as $78.3 million in short-term certificates of deposit and $1.1 billion available under our unsecured revolving credit facility. In January 2024, the Operating Partnership issued $400.0 million aggregate principal amount of unsecured senior notes in a registered public offering at an interest rate of 6.250%. In March 2024, the Operating Partnership amended and restated the terms of its unsecured revolving credit facility to maintain the existing $1.1 billion borrowing capacity and extend the maturity date to July 31, 2028, repaid $200.0 million on its existing $520.0 million unsecured term loan facility and extended the maturity date on an aggregate principal amount of $200.0 million of the remaining $320.0 million by 12 months to October 3, 2025. Excluding our unsecured term loan facility due in October 2024, for which we have two twelve-month extension options, our next debt maturity of $403.7 million occurs in December 2024. We believe that our available liquidity demonstrates a strong balance sheet and makes us well positioned to navigate any additional future uncertainties. In addition, the Company is a well-known seasoned issuer and has historically been able to raise capital on a timely basis in the public markets, as well as the private markets. Any future financings, however, will depend on market conditions for both capital raises and the investment of such proceeds, and there can be no assurances that we will successfully obtain such financings.

Current wording

As of June 30, 2024, we had approximately $835.9 million in cash and cash equivalents and $1.1 billion available under our unsecured revolving credit facility. In January 2024, the Operating Partnership issued $400.0 million aggregate principal amount of unsecured senior notes in a registered public offering at an interest rate of 6.250%. In March 2024, the Operating Partnership amended and restated the terms of its unsecured revolving credit facility to maintain the existing $1.1 billion borrowing capacity and extend the maturity date to July 31, 2028, repaid $200.0 million on its existing $520.0 million unsecured term loan facility, and extended the maturity date on an aggregate principal amount of $200.0 million of the remaining $320.0 million by 12 months to October 3, 2025. Excluding our unsecured term loan facility due in October 2024, for which we have two twelve-month extension options, our next debt maturity of $403.7 million occurs in December 2024. We believe that our available liquidity demonstrates a strong balance sheet and makes us well positioned to navigate any additional future uncertainties. In addition, the Company is a well-known seasoned issuer and has historically been able to raise capital on a timely basis in the public markets, as well as the private markets. Any future financings, however, will depend on market conditions for both capital raises and the investment of such proceeds, and there can be no assurances that we will successfully obtain such financings.

Previous wording

As of March 31, 2024, our total debt as a percentage of total market capitalization was 54.5%, which was calculated based on the closing price per share of the Company’s common stock of $36.43 on March 31, 2024 as shown in the following table:

Current wording

As of June 30, 2024, our total debt as a percentage of total market capitalization was 58.3%, which was calculated based on the closing price per share of the Company’s common stock of $31.17 on June 30, 2024 as shown in the following table:

Previous wording

(1) Represents gross aggregate principal amount due at maturity before the effect of the following at March 31, 2024: $30.2 million of unamortized deferred financing costs on the unsecured term loan facilities, unsecured senior notes and secured debt and $9.5 million of unamortized discounts for the unsecured senior notes.

Current wording

(1) Represents gross aggregate principal amount due at maturity before the effect of the following at June 30, 2024: $28.8 million of unamortized deferred financing costs on the unsecured term loan facilities, unsecured senior notes and secured debt and $9.1 million of unamortized discounts for the unsecured senior notes.

Previous wording

(4) Value based on closing price per share of our common stock of $36.43 as of March 31, 2024.

Current wording

(5) Value based on closing price per share of our common stock of $31.17 as of June 30, 2024.

Previous wording

(3)Our facility fee is paid on a quarterly basis and is calculated based on the total borrowing capacity. In addition to the facility fee, we incurred debt origination and legal costs in connection with the amendment and restatement of the unsecured revolving credit facility. As of March 31, 2024 and December 31, 2023, $15.2 million and $3.2 million of unamortized deferred financing costs, respectively, which are included in prepaid expenses and other assets, net on our consolidated balance sheets, remained to be amortized through the maturity date of our unsecured revolving credit facility.

Current wording

(3)Our facility fee is paid on a quarterly basis and is calculated based on the total borrowing capacity. In addition to the facility fee, we incurred debt origination and legal costs in connection with the amendment and restatement of the unsecured revolving credit facility. As of June 30, 2024 and December 31, 2023, $14.5 million and $3.2 million of unamortized deferred financing costs, respectively, which are included in prepaid expenses and other assets, net on our consolidated balance sheets, remained to be amortized through the maturity date of our unsecured revolving credit facility.

Previous wording

(2)Our 2024 Term Loan Facility interest rate was calculated using Adjusted SOFR plus a margin of 0.950% based on our credit rating as of March 31, 2024. Additionally, we incurred debt origination and legal costs in connection with the amendment and restatement of the unsecured revolving credit facility. As of March 31, 2024 $3.0 million of unamortized deferred financing costs, inclusive of unamortized initial issuance costs transferred from the 2022 Term Loan Facility, remained to be amortized through the maturity date of the 2024 Term Loan Facility.

Current wording

(2)Our 2024 Term Loan Facility interest rate was calculated using Adjusted SOFR plus a margin of 0.950% based on our credit rating as of June 30, 2024. Additionally, we incurred debt origination and legal costs in connection with the amendment and restatement of the unsecured revolving credit facility. As of June 30, 2024 $2.3 million of unamortized deferred financing costs, inclusive of unamortized initial issuance costs transferred from the 2022 Term Loan Facility, remained to be amortized through the maturity date of the 2024 Term Loan Facility.

Previous wording

In March 2024, the Company terminated its at-the-market (“ATM”) stock offering program (the “2018 ATM Program”) and commenced a new at-the-market stock offering program (the “2024 ATM”), under which we may currently offer and sell shares of our common stock having an aggregate gross sales price up to $500.0 million from time to time in “at-the-market” offerings. In connection with the 2024 ATM Program, the Company may also, at its discretion, enter into forward equity sale agreements. The use of forward equity sale agreements allows the Company to lock in a share price on the sale of shares of our common stock at the time an agreement is executed, but defer settling the forward equity sale agreements and receiving the proceeds from the sale of shares until a later date. The Company did not complete any sales of common stock under either program during the three months ended March 31, 2024.

Current wording

In March 2024, the Company terminated its at-the-market (“ATM”) stock offering program (the “2018 ATM Program”) and commenced a new at-the-market stock offering program (the “2024 ATM”), under which we may currently offer and sell shares of our common stock having an aggregate gross sales price up to $500.0 million from time to time in “at-the-market” offerings. In connection with the 2024 ATM Program, the Company may also, at its discretion, enter into forward equity sale agreements. The use of forward equity sale agreements allows the Company to lock in a share price on the sale of shares of our common stock at the time an agreement is executed, but defer settling the forward equity sale agreements and receiving the proceeds from the sale of shares until a later date. The Company did not complete any sales of common stock under either program during the six months ended June 30, 2024.

Previous wording

(3)Includes $30.2 million of unamortized deferred financing costs on the unsecured term loan facilities, unsecured senior notes and secured debt and $9.5 million of unamortized discounts for the unsecured senior notes. Excludes unamortized deferred financing costs on the unsecured revolving credit facility, which are included in prepaid expenses and other assets, net on our consolidated balance sheets.

Current wording

(4)Includes $28.8 million of unamortized deferred financing costs on the unsecured term loan facilities, unsecured senior notes and secured debt and $9.1 million of unamortized discounts for the unsecured senior notes. Excludes unamortized deferred financing costs on the unsecured revolving credit facility, which are included in prepaid expenses and other assets, net on our consolidated balance sheets.

Previous wording

Refer to our 2023 Annual Report on Form 10-K for a discussion of our contractual obligations. There have been no material changes outside of the ordinary course of business to these contractual obligations during the three months ended March 31, 2024 other than the debt activity discussed under “Liquidity Sources.”

Current wording

Refer to our 2023 Annual Report on Form 10-K for a discussion of our contractual obligations. There have been no material changes outside of the ordinary course of business to these contractual obligations during the six months ended June 30, 2024 other than the debt activity discussed under “Liquidity Sources.”

Previous wording

We believe we may spend between $150 million to $250 million on development projects throughout the remainder of 2024. The ultimate timing of these expenditures may fluctuate given construction progress and leasing status of the projects, or as a result of events outside our control, such as delays or increased costs as a result of heightened inflation and market conditions. We expect that any material additional development activities will be funded with borrowings under the unsecured revolving credit facility, the public or private issuance of debt or equity securities, the disposition of assets under our capital recycling program, or strategic venture opportunities. We cannot provide assurance that development projects will be completed on the terms, for the amounts or on the timelines currently contemplated, or at all.

Current wording

We believe we may spend between $100 million to $150 million on development projects throughout the remainder of 2024. The ultimate timing of these expenditures may fluctuate given construction progress and leasing status of the projects, or as a result of events outside our control, such as delays or increased costs as a result of heightened inflation and market conditions. We expect that any material additional development activities will be funded with borrowings under the unsecured revolving credit facility, the public or private issuance of debt or equity securities, the disposition of assets under our capital recycling program, or strategic venture opportunities. We cannot provide assurance that development projects will be completed on the terms, for the amounts or on the timelines currently contemplated, or at all.

Previous wording

In February 2024, the Company's Board of Directors approved a new share repurchase program (the “Share Repurchase Program”) that authorizes the repurchase of shares of the Company’s common stock having an aggregate gross purchase price of up to $500.0 million. The Share Repurchase Program supersedes and replaces the Company’s existing share repurchase program. Under the Share Repurchase Program, repurchases may be made from time to time using a variety of methods, which may include open market purchases and privately negotiated transactions. The specific timing, price and size of purchases will depend on prevailing stock prices, general economic and market conditions and other considerations. The Share Repurchase Program does not have a termination date and repurchases may be discontinued at any time. We did not repurchase any common stock under the Share Repurchase Program during the three months ended March 31, 2024.

Current wording

In February 2024, the Company's Board of Directors approved a new share repurchase program (the “Share Repurchase Program”) that authorizes the repurchase of shares of the Company’s common stock having an aggregate gross purchase price of up to $500.0 million. The Share Repurchase Program supersedes and replaces the Company’s existing share repurchase program. Under the Share Repurchase Program, repurchases may be made from time to time using a variety of methods, which may include open market purchases and privately negotiated transactions. The specific timing, price and size of purchases will depend on prevailing stock prices, general economic and market conditions and other considerations. The Share Repurchase Program does not have a termination date and repurchases may be discontinued at any time. We did not repurchase any common stock under the Share Repurchase Program during the six months ended June 30, 2024.

Previous wording

The following summary discussion of our consolidated historical cash flows is based on the consolidated statements of cash flows in Item 1. “Financial Statements” and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below. Changes in our cash flows include changes in cash and cash equivalents and restricted cash. Our historical cash flows activity for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 is as follows:

Current wording

The following summary discussion of our consolidated historical cash flows is based on the consolidated statements of cash flows in Item 1. “Financial Statements” and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below. Changes in our cash flows include changes in cash and cash equivalents and restricted cash. Our historical cash flows activity for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 is as follows:

Previous wording

Our cash flows from operating activities depends on numerous factors including the occupancy level of our portfolio, the rental rates achieved on our leases, the collectability of rent and recoveries from our tenants, the level of operating expenses, the impact of property acquisitions, completed development projects and related financing activities and other general and administrative costs. Our net cash provided by operating activities decreased by $14.3 million, or 7.8%, for the three months ended March 31, 2024 compared to the three months ended March 31, 2023 primarily as result of a decrease in cash Net Operating Income generated from our Same Store portfolio during the three months ended March 31, 2024. See additional information under the caption “—Results of Operations.”

Current wording

Our cash flows from operating activities depends on numerous factors including the occupancy level of our portfolio, the rental rates achieved on our leases, the collectability of rent and recoveries from our tenants, the level of operating expenses, the impact of property acquisitions, completed development projects and related financing activities and other general and administrative costs. Our net cash provided by operating activities decreased by $27.0 million, or 9.5%, for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 primarily as result of a decrease in cash Net Operating Income generated from our Same Store portfolio during the six months ended June 30, 2024. See additional information under the caption “—Results of Operations.”

Previous wording

Our cash flows from investing activities are generally used to fund development and operating property acquisitions, expenditures for development and redevelopment projects and recurring and nonrecurring capital expenditures for our operating properties, net of proceeds received from dispositions of real estate assets. During the three months ended March 31, 2024, we had net cash provided by investing activities of $76.8 million compared to net cash used in investing activities of $121.3 million during the three months ended March 31, 2023, primarily due to the maturity of certificates of deposit during the three months ended March 31, 2024.

Current wording

Our cash flows from investing activities are generally used to fund development and operating property acquisitions, expenditures for development and redevelopment projects and recurring and nonrecurring capital expenditures for our operating properties, net of proceeds received from dispositions of real estate assets. During the six months ended June 30, 2024, we had net cash provided by investing activities of $40.8 million as compared to net cash used in investing activities of $259.4 million during the six months ended June 30, 2023, primarily due to the maturity of certificates of deposit during the six months ended June 30, 2024.

Previous wording

Our cash flows from financing activities are principally impacted by our capital raising activities, net of dividends and distributions paid to common stockholders and common unitholders. Our net cash provided by financing activities increased by $31.9 million, or 46.8%, for the three months ended March 31, 2024 compared to the three months ended March 31, 2023 primarily as a result of higher proceeds from unsecured debt during the three months ended March 31, 2024.

Current wording

Our cash flows from financing activities are principally impacted by our capital raising activities, net of dividends and distributions paid to common stockholders and common unitholders. During the six months ended June 30, 2024, we had net cash provided by financing activities of $28.4 million as compared to net cash used in financing activities of $9.7 million during the six months ended June 30, 2023, primarily due to higher proceeds from unsecured debt during the six months ended June 30, 2024.

Previous wording

The following table presents our FFO for the three months ended March 31, 2024 and 2023:

Current wording

The following table presents our FFO for the three and six months ended June 30, 2024 and 2023:

Previous wording

(2) FFO available to common stockholders and unitholders includes amortization of deferred revenue related to tenant-funded tenant improvements of $6.5 million and $5.2 million for the three months ended March 31, 2024 and 2023, respectively.

Current wording

(2) FFO available to common stockholders and unitholders includes amortization of deferred revenue related to tenant-funded tenant improvements of $4.4 million and $4.9 million for the three months ended June 30, 2024 and 2023, respectively, and $10.9 million and $10.1 million for the six months ended June 30, 2024 and 2023, respectively.