Acquisitions

Development Project Acquisitions

During the years ended December 31, 2015 and 2014, we acquired the following undeveloped land sites listed below from unrelated third parties. The acquisitions were funded with proceeds from the Company’s at-the-market stock offering program (see Note 11 “Stockholders’ Equity of the Company” for additional information), borrowings under the unsecured line of credit (see Note 8 “Secured and Unsecured Debt of the Operating Partnership” for additional information), and disposition proceeds (see Note 4 “Dispositions and Real Estate Assets Held for Sale” for additional information).



Project	Date of Acquisition	City/Submarket	Type	Purchase Price ⁽¹⁾ (in millions)
2015 Acquisitions
333 Dexter ⁽²⁾	February 13, 2015	Seattle, WA	Land	$	49.5
100 Hooper ⁽³⁾	July 7, 2015	San Francisco, CA	Land	78.0
Total				$	127.5

2014 Acquisitions
The Exchange on 16th ⁽⁴⁾	May 23, 2014	San Francisco, CA	Land	$	95.0
Flower Mart ⁽⁵⁾	October 23, 2014	San Francisco, CA	Land
Flower Mart ⁽⁵⁾	December 19, 2014	San Francisco, CA	Land	71.0
Total				$	166.0

_______________


(1)	See Note 16 “Commitments and Contingencies” for additional information on certain accrued liabilities for these acquisitions.


(2)	Acquisition comprised of four adjacent parcels in the South Lake Union submarket of Seattle, Washington located at 330 Dexter Avenue North, 333 Dexter Avenue North, 401 Dexter Avenue North, and 400 Aurora Avenue North. In connection with this acquisition, we also assumed $2.4 million in accrued liabilities and acquisition costs that are not included in the purchase price above.


(3)	In connection with this acquisition, we assumed $4.1 million in accrued liabilities and acquisition costs that are not included in the purchase price above.


(4)	In connection with this acquisition, we assumed $2.3 million in accrued liabilities that are not included in the purchase price above.

(5)

In the fourth quarter of 2014, the Company closed on two adjacent land sites for a total purchase price of $71.0 million and approximately $13.4 million in transaction costs and accrued liabilities, net. The acquisitions, which were completed through the execution of two merger transactions, were partially funded through the issuance of 351,476 shares of the Company’s common stock valued at approximately $21.6 million and the remainder was paid in cash.

Operating Properties

We did not acquire any operating properties during the year ended December 31, 2015. During the year ended December 31, 2014, we acquired the five operating office properties, listed below, from unrelated third parties. Unless otherwise noted, we funded these acquisitions with proceeds from the Company’s public offerings of common stock and the Company's at-the-market stock offering program (see Note 11 “Stockholders’ Equity of the Company”), borrowings under the unsecured line of credit (see Note 8 “Secured and Unsecured Debt of the Operating Partnership”), disposition proceeds (see Note 4 “Dispositions and Real Estate Assets Held for Sale” for additional information”), the assumption of existing debt and/or the issuance of common units of the Operating Partnership.



Property	Date of Acquisition	Number of Buildings	Rentable Square Feet (unaudited)	Occupancy as of December 31, 2015 (unaudited)	Purchase Price (in millions) ⁽¹⁾
2014 Acquisitions
401 Terry Ave. N., Seattle, WA	March 13, 2014	1	140,605	100.0%	$	106.1
1310, 1315, 1320-1324, 1325-1327 Chesapeake Terrace, Sunnyvale, CA ⁽²⁾	November 5, 2014	4	266,982	100.0%	100.5
Total ⁽³⁾		5	407,587		$	206.6

________________________


(1)	Excludes acquisition-related costs and non-lease related accrued liabilities assumed. Includes assumed unpaid leasing commissions and tenant improvements.


(2)	As of December 31, 2014, these properties, together the “Chesapeake Commons” project, were temporarily being held in a separate VIE to facilitate potential Section 1031 Exchanges. During January 2015, the Company closed out the Section 1031 Exchange related to this VIE. (See Note 2 “Basis of Presentation and Significant Accounting Policies”).


(3)	The results of operations for the properties acquired during 2014 contributed $7.7 million and $2.8 million to revenues and net income from continuing operations, respectively, for the year ended December 31, 2014.

The related assets, liabilities and results of operations of the acquired properties are included in the consolidated financial statements as of the date of acquisition. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the respective acquisition dates for our 2014 operating property acquisitions:



Acquisitions	Total 2014 Acquisitions ⁽¹⁾

Assets
Land and improvements	$	81,430
Buildings and improvements ⁽²⁾	114,876
Deferred leasing costs and acquisition-related intangible assets ⁽³⁾	17,259
Total assets acquired	213,565
Liabilities
Deferred revenue and acquisition-related intangible liabilities ⁽⁴⁾	6,990
Accounts payable, accrued expenses and other liabilities	2,029
Total liabilities assumed	9,019
Net assets and liabilities acquired ⁽⁵⁾	$	204,546

_______________


(1)	The purchase price of the two acquisitions completed during the year ended December 31, 2014 were individually less than 5% and in aggregate less than 10% of the Company’s total assets as of December 31, 2014.


(2)	Represents buildings, building improvements and tenant improvements.


(3)	Represents in-place leases (approximately $12.3 million with a weighted average amortization period of 7.0 years) and leasing commissions (approximately $4.9 million with a weighted average amortization period of 7.0 years).


(4)	Represents below-market leases (approximately $7.0 million with a weighted average amortization period of 6.1 years).


(5)	Reflects the purchase price net of assumed secured debt and other lease-related obligations.