FALSE000092490100009249012024-07-242024-07-24

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: July 24, 2024
(Date of earliest event reported)
VERIS RESIDENTIAL, INC.
(Exact name of Registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation)
1-1327422-3305147
(Commission File No.)
(I.R.S. Employer
Identification No.)
Harborside 3, 210 Hudson St., Ste. 400, Jersey City, New Jersey 07311
(Address of Principal Executive Offices) (Zip Code)
(732590-1010
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities Registered Pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01VRENew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 2.02 Results of Operations and Financial Condition
On July 24, 2024, Veris Residential, Inc. (the "Company") issued a press release announcing its financial results for the second quarter 2024. A copy of the press release is attached hereto as Exhibit 99.2.
Item 7.01 Regulation FD Disclosure
For the quarter ended June 30, 2024, the Company hereby makes available supplemental data regarding its operations. The Company is attaching such supplemental data as Exhibit 99.1 to this Current Report on Form 8-K.
In connection with the foregoing, the Company hereby furnishes the following documents:
Item 9.01 Financial Statements and Exhibits
(d)Exhibits
Exhibit NumberExhibit Title
99.1
99.2
104.1The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.
The information included in this Current Report on Form 8-K (including the exhibits hereto) is being furnished under Item 2.02, "Results of Operations and Financial Condition," Item 7.01, "Regulation FD Disclosure" and Item 9.01 “Financial Statements and Exhibits” of Form 8-K. As such, the information (including the exhibits) herein shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. This Current Report (including the exhibits hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
VERIS RESIDENTIAL, INC.
Date: July 24, 2024
By:/s/  MAHBOD NIA
Mahbod Nia
Chief Executive Officer
Date: July 24, 2024
By:
/s/  AMANDA LOMBARD
Amanda Lombard
Chief Financial Officer



EXHIBIT INDEX
Exhibit NumberExhibit Title
99.1
99.2
104.1The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.










q22024_cover1.jpg








Table Of Contents



Page(s)
   Key Financial Data
  Operating Portfolio
Debt
   Reconciliations and Additional Details
   Annex 1: Transaction Activity









    



V E R I S    R E S I D  E  N  T  I  A  L,    I N C.  
NEWS RELEASE
For Immediate Release
Veris Residential, Inc.
Reports Second Quarter 2024 Results
JERSEY CITY, N.J., July 24, 2024 –– Veris Residential, Inc. (NYSE: VRE) (the “Company”), a forward-thinking, environmentally and socially conscious multifamily REIT, today reported results for the second quarter 2024.

Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net Income (Loss) per Diluted Share$0.03$(0.30)$(0.01)$(0.56)
Core FFO per Diluted Share$0.18$0.16$0.32$0.30
Core AFFO per Diluted Share$0.21$0.19$0.40$0.33
Dividend per Diluted Share
$0.06$—$0.1125$—

YEAR-TO-DATE HIGHLIGHTS

Same Store multifamily Blended Net Rental Growth Rate of 5.4% for the quarter and 5.0% year to date.
Same Store NOI growth of 7.9% year over year and 3.1% quarter over quarter, normalized for the impact of successful real estate tax appeals recognized in the prior year.
Expanded occupancy 100 basis points sequentially to 95.1%.
Completed the previously announced sales of three assets for $82 million, bringing the total gross proceeds from non-strategic asset sales this year to over $200 million.
Secured a new $500 million revolver and delayed-draw term loan with a three-plus-one-year term.
Repaid two mortgages, totaling approximately $220 million, utilizing cash on hand and $55 million of the aforementioned term loan.
Raised Core FFO guidance range by approximately 4%, or $0.02, and tightened Same Store NOI guidance range by 50 basis points.

June 30, 2024March 31, 2024
Same Store Units
7,6217,621
Same Store Occupancy95.1%94.1%
Same Store Blended Rental Growth Rate (Quarter)5.4%4.6%
Average Rent per Home$3,923$3,899

Mahbod Nia, Chief Executive Officer, commented: "We are pleased to report another quarter of strong operational and financial results, leading to our decision to raise guidance once again.

"In April we secured a new $500 million credit facility and term loan, signaling a renewed, strategic approach to managing our balance sheet and providing us with substantial liquidity and financial flexibility going forward. We also reduced our overall debt by a further $168 million, primarily utilizing proceeds from non-strategic asset sales. Looking ahead, we remain well-positioned to execute our three-pronged approach to value creation as we seek to maximize value on behalf of our shareholders."

SAME STORE PORTFOLIO PERFORMANCE

The following table shows Same Store performance as well as the benefit of successful real estate tax appeals recognized in the second quarter of last year.



Three Months Ended June 30,Six Months Ended June 30,
20242023%20242023%
Total Property Revenue$74,745$71,2155.0%$148,837$139,2796.9%
Controllable Expenses13,42412,3618.6%26,04524,8784.7%
Non-Controllable Expenses12,3709,21734.2%24,45121,53413.5%
Total Property Expenses25,79421,57819.5%50,49646,4128.8%
Same Store NOI
$48,951$49,637(1.4)%$98,341$92,8675.9%
Real Estate Tax Adjustments2,1791,689
Normalized Same Store NOI$48,951$47,4583.1%$98,341$91,1787.9%

Q2 2024 TRANSACTION ACTIVITY

As previously announced, the Company closed on the sale of 107 Morgan for $54 million, releasing approximately $50 million in net proceeds.

In addition, the Company closed on the sale of two land parcels, 6 Becker Farm and 85 Livingston, in April for $28 million, releasing approximately $28 million in net proceeds inclusive of a $500K reimbursement.

FINANCE AND LIQUIDITY

Virtually all (99.9%) of the Company's debt is hedged or fixed. The Company's total debt portfolio has a weighted average effective interest rate of 4.5% and weighted average maturity of 3.1 years.

Balance Sheet Metric ($ in 000s)June 30, 2024March 31, 2024
Weighted Average Interest Rate4.5%4.4%
Weighted Average Years to Maturity3.13.5
Interest Coverage Ratio
1.7x1.5x
Net Debt$1,646,023$1,714,800
TTM EBITDA
$139,654$142,543
TTM Net Debt to EBITDA
11.8x12.0x

On April 22, 2024, the Company successfully replaced its existing revolving credit facility and term loan package with a new $500 million secured facility package, comprising a $200 million delayed-draw term loan and $300 million revolving credit facility. Both the revolving credit facility and term loan have a three-year term and a one-year extension option. The facility package includes sustainability KPI provisions and a $200 million accordion feature.

On May 22, 2024, the Company repaid the $63 million loan on 145 Front Street using cash on hand. In June, the property was added to the collateral pool of the new facility.

On June 28, 2024, the Company repaid the $158 million loan on Soho Lofts using a combination of cash on hand and a $55 million draw on the term loan. Subsequent to quarter end, the drawn balance of the term loan was hedged using a two-year interest rate cap with a strike rate of 3.5%.

DIVIDEND

The Company paid a dividend of $0.06 per share on July 14, 2024, a 14.3% sequential increase from $0.0525 per share.

ESG

During the quarter, the Company updated its progress towards ESG targets with new data from 2023. Compared to 2019 baseline measurements, the Company recorded a 66% reduction in Scope 1 & 2 emissions and a 22% reduction in Scope 3 emissions. Concurrently, it increased the share of Green-Certified properties in its portfolio to 78% by year-end 2023.

GUIDANCE

The Company is raising the low end of its Same Store NOI guidance range by 50 basis points, and is maintaining the high end of the NOI guidance range, reflecting favorable initial indications for insurance and real estate taxes.




Current GuidanceInitial Guidance
2024 Guidance RangesLowHighLowHigh
Same Store Revenue Growth4.0%5.0%4.0%5.0%
Same Store Expense Growth4.5%5.5%5.0%6.0%
Same Store NOI Growth3.0%5.0%2.5%5.0%

In addition, the Company is raising its Core FFO per share guidance range by $0.02 due to $0.01 of higher than projected deposit income, as a result of higher interest rates and average cash balances in the second quarter as asset sales closed sooner than expected, and $0.01 from the recognition of successful real estate tax appeals, net of recoveries, related to sold Harborside office properties.

Core FFO per Share Guidance LowHigh
Net Loss per Share$(0.21)$(0.17)
Other FFO adjustments per share$(0.16)$(0.16)
Depreciation per Share$0.89$0.89
Core FFO per Share$0.52$0.56

CONFERENCE CALL/SUPPLEMENTAL INFORMATION

An earnings conference call with management is scheduled for Thursday, July 25, 2024, at 8:30 a.m. Eastern Time and will be broadcast live via the Internet at: http://investors.verisresidential.com.

The live conference call is also accessible by dialing (877) 451-6152 (domestic) or (201) 389-0879 (international) and requesting the Veris Residential second quarter 2024 earnings conference call.

The conference call will be rebroadcast on Veris Residential, Inc.'s website at:
http://investors.verisresidential.com beginning at 8:30 a.m. Eastern Time on Thursday, July 25, 2024.

A replay of the call will also be accessible Thursday, July 25, 2024, through Sunday, August 25, 2024, by calling (844) 512-2921 (domestic) or (412) 317-6671 (international) and using the passcode, 13747451.
Copies of Veris Residential, Inc.’s second quarter 2024 Form 10-Q and second quarter 2024 Supplemental Operating and Financial Data are available on Veris Residential, Inc.’s website under Financial Results.

In addition, once filed, these items will be available upon request from:
Veris Residential, Inc. Investor Relations Department
Harborside 3, 210 Hudson St., Ste. 400, Jersey City, New Jersey 07311
ABOUT THE COMPANY
Veris Residential, Inc. is a forward-thinking, environmentally and socially conscious real estate investment trust (REIT) that primarily owns, operates, acquires and develops holistically inspired, Class A multifamily properties that meet the sustainability-conscious lifestyle needs of today's residents while seeking to positively impact the communities it serves and the planet at large. The Company is guided by an experienced management team and Board of Directors and is underpinned by leading corporate governance principles; a best-in-class, sustainable approach to operations; and an inclusive culture based on equality and meritocratic empowerment.
For additional information on Veris Residential, Inc. and our properties available for lease, please visit http:// www.verisresidential.com/.
The information in this press release must be read in conjunction with, and is modified in its entirety by, the Quarterly Report on Form 10-Q (the “10-Q”) filed by the Company for the same period with the Securities and Exchange Commission (the “SEC”) and all of the Company’s other public filings with the SEC (the “Public Filings”). In particular, the financial information contained herein is subject to and qualified by reference to the financial statements contained in the 10-Q, the footnotes thereto and the limitations set forth therein. Investors may not rely on the press release without reference to the 10-Q and the Public Filings.



We consider portions of this information, including the documents incorporated by reference, to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of such act. Such forward-looking statements relate to, without limitation, our future economic performance, plans and objectives for future operations and projections of revenue and other financial items. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “potential,” “projected,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue” or comparable terminology. Forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading "Disclosure Regarding Forward-Looking Statements" and "Risk Factors" in the Company's Annual Report on Form 10-K, as may be supplemented or amended by the Company's Quarterly Reports on Form 10-Q, which are incorporated herein by reference. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise, except as required under applicable law.
InvestorsMedia
Anna MalhariAmanda Shpiner/Grace Cartwright
Chief Operating OfficerGasthalter & Co.
investors@verisresidential.comveris-residential@gasthalter.com

Additional details on Company Information page.


Consolidated Balance Sheet
(in thousands) (unaudited)

June 30, 2024December 31, 2023
ASSETS
Rental property
Land and leasehold interests$463,826$474,499
Buildings and improvements2,635,6112,782,468
Tenant improvements8,68230,908
Furniture, fixtures and equipment105,707103,613
3,213,8263,391,488
Less – accumulated depreciation and amortization(390,556)(443,781)
2,823,2702,947,707
Real estate held for sale, net58,608
Net investment in rental property2,823,2703,006,315
Cash and cash equivalents18,39828,007
Restricted cash22,53326,572
Investments in unconsolidated joint ventures120,392117,954
Unbilled rents receivable, net1,8055,500
Deferred charges and other assets, net49,52953,956
Accounts receivable1,9982,742
Total Assets$3,037,925$3,241,046
LIABILITIES & EQUITY
Revolving credit facility and term loans54,189
Mortgages, loans payable and other obligations, net1,632,7651,853,897
Dividends and distributions payable6,3755,540
Accounts payable, accrued expenses and other liabilities47,11755,492
Rents received in advance and security deposits11,28014,985
Accrued interest payable5,8336,580
Total Liabilities1,757,5591,936,494
Redeemable noncontrolling interests9,29424,999
Total Stockholders’ Equity
1,132,4241,137,478
Noncontrolling interests in subsidiaries:
Operating Partnership105,959107,206
Consolidated joint ventures32,68934,869
Total Noncontrolling Interests in Subsidiaries$138,648$142,075
Total Equity$1,271,072$1,279,553
Total Liabilities and Equity$3,037,925$3,241,046


7


Consolidated Statement of Operations
(In thousands, except per share amounts) (unaudited) 1




Three Months Ended June 30,Six Months Ended June 30,
REVENUES2024202320242023
Revenue from leases$60,917$58,192$121,559$114,289
Real estate services8716431,7931,554
Parking income3,9223,9987,6677,726
Other income1,7661,3733,7973,235
Total revenues67,47664,206134,816126,804
EXPENSES
Real estate taxes9,5026,29818,67915,857
Utilities1,7961,7614,0673,824
Operating services12,62812,23225,19823,615
Real estate services expenses4,3664,3899,6086,332
General and administrative8,9759,57220,06319,853
Transaction related costs8903,3191,4064,347
Depreciation and amortization20,31621,83140,43343,619
Land and other impairments, net3,396
Total expenses58,47359,402119,454120,843
OTHER (EXPENSE) INCOME
Interest expense(21,676)(21,692)(43,176)(43,706)
Interest cost of mandatorily redeemable noncontrolling interests(13,390)(13,390)
Interest and other investment income1,5363,9272,0744,043
Equity in earnings of unconsolidated joint ventures
2,9332,7003,1872,633
Gain (loss) on disposition of developable land10,73111,515(22)
Gain on sale of unconsolidated joint venture interests
7,100
Loss from extinguishment of debt, net
(785)(2,657)(785)(2,657)
Other income (expense), net(250)85352,851
Total other (expense) income, net(7,511)(30,259)(20,080)(50,248)
Loss from continuing operations before income tax expense1,492(25,455)(4,718)(44,287)
Provision for income taxes(176)(235)
Loss from continuing operations after income tax expense1,316(25,455)(4,953)(44,287)
Income from discontinued operations1,419(1,192)1,671631
Realized gains (losses) and unrealized gains (losses) on disposition of rental property and impairments, net(3,488)1,548(2,709)
Total discontinued operations, net1,419(4,680)3,219(2,078)
Net Income (loss)2,735(30,135)(1,734)(46,365)
Noncontrolling interest in consolidated joint ventures5436361,0381,223
Noncontrolling interests in Operating Partnership of income from continuing operations(153)2,2653704,542
Noncontrolling interests in Operating Partnership in discontinued operations(122)417(277)176
Redeemable noncontrolling interests(81)(617)(378)(6,983)
Net loss available to common shareholders$2,922$(27,434)$(981)$(47,407)
Basic earnings per common share:
Net income (loss) available to common shareholders
$0.03$(0.30)$(0.01)$(0.56)
Diluted earnings per common share:
Net income (loss) available to common shareholders
$0.03$(0.30)$(0.01)$(0.56)
Basic weighted average shares outstanding92,66391,87392,46991,551
Diluted weighted average shares outstanding(6)
101,952100,854101,160100,691
    






8

FFO, Core FFO and Core AFFO



(in thousands, except per share/unit amounts)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net income (loss) available to common shareholders
$2,922 $(27,434)$(981)$(47,407)
Add (deduct): Noncontrolling interests in Operating Partnership153(2,265)(370)(4,542)
Noncontrolling interests in discontinued operations122(417)277 (176)
Real estate-related depreciation and amortization on continuing operations(1)
22,51424,211 45,146 48,341 
Real estate-related depreciation and amortization on discontinued operations2,128 668 8,943 
Continuing operations: Gain on sale from unconsolidated joint ventures— (7,100)— 
Discontinued operations: Realized (gains) losses and unrealized (gains) losses on disposition of rental property, net3,488 (1,548)2,709 
FFO(2)
$25,711 $(289)$36,092 $7,868 
Add/(Deduct):
Loss from extinguishment of debt, net7852,657 785 2,669 
Land and other impairments— — 3,396 
 (Gain) Loss on disposition of developable land(10,731)— (11,515)22 
Rebranding and Severance/Compensation related costs (G&A)236817 1,873 1,781 
Rebranding and Severance/Compensation related costs (RE Services)838— 2,364 — 
Redemption value adjustments to mandatorily redeemable noncontrolling interests7,6417,641
Amortization of derivative premium8861,6191,7902,752
Transaction related costs8903,3191,4064,347
Core FFO$18,615 $15,764 $32,795 $30,476 
Add (Deduct) Non-Cash Items:
Straight-line rent adjustments(3)
(367)893(342)(360)
Amortization of market lease intangibles, net(9)(49)(16)(79)
Amortization of lease inducements715
Amortization of stock compensation3,2473,6146,9745,761
Non-real estate depreciation and amortization219199429584
Amortization of deferred financing costs1,5696212,8111,832
Deduct:
Non-incremental revenue generating capital expenditures:
Building improvements(1,562)(2,339)(2,602)(4,431)
Tenant improvements and leasing commissions(4)
(78)(195)(87)(547)
Tenant improvements and leasing commissions on space vacant for more than one year302(434)
Core AFFO(2)
$21,634 $18,810 $39,969 $32,817 
Funds from Operations per share/unit-diluted
$0.25$0.00$0.35$0.08
Core Funds from Operations per share/unit-diluted$0.18$0.16$0.32$0.30
Dividends declared per common share$0.06$0.1125



9


Adjusted EBITDA and EBITDAre
($ in thousands) (unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Core FFO (calculated on a previous page)$18,615 $15,764 $32,795 $30,476 
Deduct:
Equity in earnings of unconsolidated joint ventures
(2,990)(2,700)(3,449)(2,633)
Equity in earnings share of depreciation and amortization(2,417)(2,579)(5,142)(5,155)
Add-back:
Interest expense21,67621,69243,17643,706
Amortization of derivative premium(886)(1,619)(1,790)(2,752)
Recurring joint venture distributions4,1774,5395,8786,086
Noncontrolling interests in consolidated joint ventures(543)(636)(1,038)(1,223)
Interest cost for mandatorily redeemable noncontrolling interests5,7495,749
Redeemable noncontrolling interests816173786,983
Income tax expense176(49)2583
Adjusted EBITDA$37,889 $40,778 $71,066 $81,240 
Net income (loss) available to common shareholders
$2,922 $(27,434)$(981)$(47,407)
Add/(Deduct):
Noncontrolling interests in Operating Partnership of income from continuing operations153(2,265)(370)(4,542)
Noncontrolling interests in Operating Partnership in discontinued operations122(417)277(176)
Noncontrolling interests in consolidated joint ventures(a)
(543)(636)(1,038)(1,223)
Redeemable noncontrolling interests816173786,983
Interest cost for mandatorily redeemable noncontrolling interests5,7495,749
Interest expense21,67621,69243,17644,528
Income tax expense176(49)2582
Depreciation and amortization20,31623,95941,10152,713
Deduct:
Discontinued operations: Realized (gains) losses and unrealized (gains) losses on disposition of rental property, net3,488(1,548)2,708
Equity in (earnings) loss of unconsolidated joint ventures(2,933)(2,700)(3,187)(2,632)
Add:
Company's share of property NOI's in unconsolidated joint ventures(1)
10,23510,28717,96323,668
EBITDAre$52,205 $32,291 $96,029 $80,371 
Add:
Loss from extinguishment of debt, net7852,6577852,669
Severance and compensation-related costs1,0748172,7111,965
Transaction related costs
8903,3191,4064,347
Land and other impairments, net3,396
Gain on disposition of developable land(10,731)(11,515)22
Amortization of derivative premium8861,6191,7902,752
Adjusted EBITDAre$45,109 $40,703 $91,206 $95,522 
Net debt at period end(5)
$1,646,023 $1,396,428 $1,646,023 $1,396,428 
Net debt to Adjusted EBITDA10.9x8.6x11.6x8.6x


10

Components of Net Asset Value
($ in thousands)



Real Estate PortfolioOther Assets
Operating Multifamily NOI1 Total  At Share Cash and Cash Equivalents$18,398
New Jersey Waterfront$162,420$138,026Restricted Cash22,533
Massachusetts25,54025,540Other Assets53,332
Other29,46421,730Subtotal Other Assets$94,263
Total Multifamily NOI$217,424$185,297
Commercial NOI26,2445,051Liabilities and Other Considerations
Total NOI$223,668$190,348
Operating - Consolidated Debt at Share$1,571,951
Non-Strategic AssetsOperating - Unconsolidated Debt at Share 296,945
Other Liabilities70,605
Estimated Land Value3$187,311Revolving Credit Facility4
Total Non-Strategic Assets$187,311
Term Loan4
55,000
Preferred Units9,294
Subtotal Liabilities and Other Considerations$2,003,795
Outstanding Shares5
Diluted Weighted Average Shares Outstanding for 2Q 2024 (in 000s)
101,952

1 See Multifamily Operating Portfolio page for more details. The Real Estate Portfolio table is reflective of the quarterly NOI annualized.
2 See Commercial Assets and Developable Land page for more details.
3 Based off 4,139 potential units, see Commercial Assets and Developable Land page for more details.
4 On April 22, 2024, the Company secured a $500 million facility comprised of a $300 million revolver and $200 million delayed-draw term loan. The facility has a three-year term with a one-year extension option and a $200 million accordion feature. The $55 million draw is capped at a strike rate of 3.5%, expiring in July 2026.
5 As of June 30, 2024, 92,821,785 common shares were outstanding.

11

Multifamily Operating Portfolio





(in thousands, except Revenue per home)     

Operating Highlights
Percentage
Occupied
Average Revenue
per Home
NOI
Debt
Balance
OwnershipApartments2Q 20241Q 20242Q 20241Q 20242Q 20241Q 2024
NJ Waterfront
Haus25100.0%75095.3%91.4%$4,842$4,788$7,337$7,279$343,061
Liberty Towers100.0%64894.9%94.7%4,2064,2214,8334,665265,000
BLVD 40174.3%31195.4%95.0%4,1864,1342,2362,470116,510
BLVD 42574.3%41294.6%95.7%4,0523,9953,1613,103131,000
BLVD 475100.0%52395.5%96.4%4,1224,0634,4744,675165,000
Soho Lofts100.0%37796.6%95.9%4,7314,7183,0672,905
Urby Harborside85.0%76296.7%90.7%4,0514,0725,2915,318184,309
RiverHouse 9100.0%31396.6%94.8%4,2754,2422,5652,899110,000
RiverHouse 11100.0%29596.7%95.9%4,3194,4052,3282,518100,000
RiverTrace22.5%31694.7%94.5%3,7643,8042,1762,27382,000
Capstone 40.0%36095.9%96.6%4,4054,3393,1373,159135,000
NJ Waterfront Subtotal
85.0%5,06795.7%94.2%$4,291$4,274$40,605$41,264$1,631,880
Massachusetts
Portside at East Pier100.0%18095.5%94.4%$3,208$3,206$1,198$1,159$56,500
Portside 2 at East Pier100.0%29696.7%95.7%3,3953,3282,1171,99796,222
145 Front at City Square100.0%36593.0%94.2%2,5352,5311,5401,549
The Emery100.0%32694.2%96.1%2,8012,7301,5301,56571,392
Massachusetts Subtotal
100.0%1,16794.7%95.1%$2,931$2,893$6,385$6,270$224,114
Other
The Upton100.0%19387.7%91.8%$4,637$4,614$1,320$1,417$75,000
The James100.0%24094.5%93.9%3,1133,0271,3651,380
Signature Place100.0%19793.7%95.8%3,2103,1579781,01743,000
Quarry Place at Tuckahoe100.0%10897.1%93.9%4,4364,35281570741,000
Riverpark at Harrison45.0%14193.6%92.9%2,9232,88652651430,192
Metropolitan at 40 Park125.0%13092.8%89.9%3,7503,67573571134,100
Station House50.0%37893.4%91.5%2,8512,8731,6271,82388,408
Other Subtotal
73.8%1,38793.1%92.7%$3,411$3,374$7,366$7,569$311,700
Operating Portfolio2,3
85.2%7,62195.1%94.1%$3,923$3,899$54,356$55,103$2,167,694
Metropolitan Lofts4$—$81
Total Portfolio$54,356$55,184


1 As of June 30, 2024, Priority Capital included Metropolitan at $23.3M (Prudential).
2 Excludes approximately 188,209 sqft of ground floor retail of which 139,872 sf was leased as of June 30, 2024.
4 In January 2024, the Company's joint venture sold Lofts at 40 Park ("Metropolitan Lofts") thus it is excluded from same store calculations. Proceeds from the sale were used to repay the outstanding loan balance.
                                                            12

Commercial Assets and Developable Land







($ in thousands)
CommercialLocationOwnership
Rentable
SF
Percentage
Leased
2Q 2024
Percentage
Leased
1Q 2024
NOI
2Q 2024
NOI
1Q 2024
Debt
Balance
Port Imperial Garage SouthWeehawken, NJ70.0%320,426N/AN/A$591$468$31,375
Port Imperial Garage NorthWeehawken, NJ100.0%304,617N/AN/A(1)(57)
Port Imperial Retail SouthWeehawken, NJ70.0%18,06492.0%100.0%77202
Port Imperial Retail NorthWeehawken, NJ100.0%8,400100.0%100.0%12772
Riverwalk at Port ImperialWest New York, NJ100.0%29,92380.0%73.2%111177
Shops at 40 ParkMorristown, NJ25.0%50,97369.0%69.0%6562856,067
Commercial Total80.9%732,40378.4%77.8%$1,561$1,147$37,442




Developable Land Parcels1
NJ Waterfront2,351
Massachusetts849
Other939
Developable Land Parcels Total    4,139








1 The Company has an additional 13,775 SF of potential retail space within land developments that is not represented in this table.
13


Same Store Market Information1





Sequential Quarter Comparison

(NOI in thousands)                     

NOI at ShareOccupancy
Blended Lease Rate2
Apartments2Q 20241Q 2024Change2Q 20241Q 2024Change2Q 20241Q 2024
New Jersey Waterfront5,067$36,180$36,697(1.4)%95.7%94.2%1.5%6.0%4.1%
Massachusetts1,1676,6366,5201.8%94.7%95.1%(0.4)%5.0%2.9%
Other31,3876,1356,170(0.6)%93.1%92.7%0.4%3.0%4.8%
Total7,621$48,951$49,387(0.9)%95.1%94.1%1.0%5.4%4.6%





Year-over-Year Second Quarter Comparison

(NOI in thousands)

NOI at Share
Occupancy
Blended Lease Rate2
Apartments2Q 20242Q 2023Change2Q 20242Q 2023Change2Q 20242Q 2023
New Jersey Waterfront5,067$36,180$36,963(2.1)%95.7%95.8%(0.1)%6.0%12.4%
Massachusetts1,1676,6366,2785.7%94.7%95.2%(0.5)%5.0%10.0%
Other3
1,3876,1356,396(4.1)%93.1%95.0%(1.9)%3.0%9.6%
Total7,621$48,951$49,637(1.4)%95.1%95.6%(0.5)%5.4%11.6%





Average Revenue per Home (based on 7,621 units)


2Q 20241Q 20244Q 20233Q 20232Q 20231Q 2023
New Jersey Waterfront$4,291$4,274$4,219$4,084$4,048$3,919
Massachusetts2,9312,8932,9252,9182,8362,798
Other3
3,4113,3743,3073,3503,3563,227
Total$3,923$3,899$3,855$3,772$3,736$3,622
1 All statistics are based off the current 7,621 Same Store pool.
2 Blended lease rates exclude properties not managed by Veris.
3 "Other" includes properties in Suburban NJ, New York, and Washington, DC. See Multifamily Operating Portfolio page for breakout.
14

Same Store Performance
($ in thousands)





Multifamily Same Store1
Three Months Ended June 30,Six Months Ended June 30, Sequential
20242023Change%20242023Change%2Q241Q24Change%
Apartment Rental Income$67,584$64,277$3,3075.1%$134,281$126,151$8,1306.4%$67,584$66,697$8871.3%
Parking/Other Income7,1616,9382233.2%14,55613,1281,42810.9%7,1617,395(234)(3.2)%
Total Property Revenues2$74,745$71,215$3,5305.0%$148,837$139,279$9,5586.9%$74,745$74,092$6530.9%
Marketing & Administration2,5352,3242119.1%4,6734,66850.1%2,5352,13839718.6%
Utilities2,1882,0551336.5%4,7614,4792826.3%2,1882,573(385)(15.0)%
Payroll4,3154,1851303.1%8,6128,631(19)(0.2)%4,3154,298170.4%
Repairs & Maintenance4,3863,79758915.5%7,9997,10089912.7%4,3863,61377321.4%
Controllable Expenses$13,424$12,361$1,0638.6%$26,045$24,878$1,1674.7%$13,424$12,622$8026.4%
Other Fixed Fees712737(25)(3.4)%1,4331,453(20)(1.4)%712722(10)(1.4)%
Insurance1,7811,78010.1%3,5613,561—%1,7811,78010.1%
Real Estate Taxes9,8776,7003,17747.4%19,45716,5202,93717.8%9,8779,5812963.1%
Non-Controllable Expenses$12,370$9,217$3,15334.2%$24,451$21,534$2,91713.5%$12,370$12,083$2872.4%
Total Property Expenses$25,794$21,578$4,21619.5%$50,496$46,412$4,0848.8%$25,794$24,705$1,0894.4%
Same Store GAAP NOI
$48,951$49,637$(686)(1.4)%$98,341$92,867$5,4745.9%$48,951$49,387$(436)(0.9)%
Real Estate Tax Adjustments32,179(2,179)1,689(1,689)
Normalized Same Store NOI$48,951$47,458$1,4933.1%$98,341$91,178$7,1637.9%$48,951$49,387$(436)(0.9)%
Total Units
7,6217,6217,6217,6217,6217,621
% Ownership
85.2%85.2%85.2%85.2%85.2%85.2%
% Occupied - Quarter End
95.1%95.6%(0.5)%95.1%95.6%(0.5)%95.1%94.1%1.0%
1 Values represent the Company`s pro rata ownership of the operating portfolio. The James and Haus25 were added to the Same Store pool in 1Q 2024.
2 Revenues reported based on Generally Accepted Accounting Principals or "GAAP".
3 Represents tax settlements and final tax rate adjustments recognized that are applicable to prior periods.

15


Debt Profile



($ in thousands)

Lender
Effective
Interest Rate(1)
June 30, 2024December 31, 2023Date of
Maturity
Secured Permanent Loans
Soho Lofts(2)
158,777
145 Front at City Square(3)
63,000
Signature PlaceNationwide Life Insurance Company3.74%43,00043,00008/01/24
Liberty TowersAmerican General Life Insurance Company3.37%265,000265,00010/01/24
Portside 2 at East PierNew York Life Insurance Co.4.56%96,22297,00003/10/26
BLVD 425New York Life Insurance Co.4.17%131,000131,00008/10/26
BLVD 401New York Life Insurance Co.4.29%116,510117,00008/10/26
Portside at East Pier(4)
KKRSOFR + 2.75%56,50056,50009/07/26
The Upton(5)
Bank of New York MellonSOFR + 1.58%75,00075,00010/27/26
RiverHouse 9(6)
JP MorganSOFR + 1.41%110,000110,00006/21/27
Quarry Place at TuckahoeNatixis Real Estate Capital, LLC4.48%41,00041,00008/05/27
BLVD 475The Northwestern Mutual Life Insurance Co.2.91%165,000165,00011/10/27
Haus25Freddie Mac6.04%343,061343,06109/01/28
RiverHouse 11The Northwestern Mutual Life Insurance Co.4.52%100,000100,00001/10/29
Port Imperial Garage SouthAmerican General Life & A/G PC4.85%31,37531,64512/01/29
The Emery
Flagstar Bank
3.21%71,39272,00001/01/31
Principal Balance Outstanding$1,645,060$1,868,983
Unamortized Deferred Financing Costs(12,295)(15,086)
Total Secured Permanent Loans$1,632,765$1,853,897
Secured RCF & Term Loans:
Revolving Credit Facility(7)
JP Morgan and Bank of New York MellonSOFR + 2.10%$—$—04/22/27
Term Loan(7)
JP Morgan and Bank of New York MellonSOFR + 2.62%55,00004/22/27
RCF & Term Loan Balances$55,000$—
Unamortized Deferred Financing Costs(811)
Total RCF & Term Loan Debt$54,189$—
Total Debt$1,686,954$1,853,897







16

Debt Summary and Maturity Schedule
        



As of June 30, 99.9% of the Company`s total pro forma debt portfolio (consolidated and unconsolidated) is hedged or fixed. The Company`s total debt portfolio has a weighted average interest rate of 4.5% and a weighted average maturity of 3.1 years.

($ in thousands)     
Balance%
of Total
Weighted Average
Interest Rate
Weighted Average
Maturity in Years
Fixed Rate & Hedged Debt
Fixed Rate & Hedged Secured Debt$1,700,060100.0%4.43%2.8
Variable Rate Debt
Variable Rate Debt1—%—%
Totals / Weighted Average$1,700,060100.0%4.43%2.8
Unamortized Deferred Financing Costs(13,106)
Total Consolidated Debt, net$1,686,954
Partners’ Share(73,109)
VRE Share of Total Consolidated Debt, net2$1,613,845
Unconsolidated Secured Debt
VRE Share$296,94553.0%4.89%4.8
Partners’ Share263,13147.0%4.89%4.8
Total Unconsolidated Secured Debt$560,076100.0%4.89%4.8
Pro Rata Debt Portfolio
Fixed Rate & Hedged Secured Debt$1,922,37999.9%4.50%3.1
Variable Rate Secured Debt1,5170.1%7.33%0.5
Total Pro Rata Debt Portfolio$1,923,896100.0%4.51%3.1



Pro Forma Debt Maturity Schedule3,4
chart-c20b60478fa54f179e5.jpg    

1 Variable rate debt includes the Revolver and reflects the balances on the Revolver and Term Loan.
2 Minority interest share of consolidated debt is comprised of $33.7 million at BLVD 425, $29.9 million at BLVD 401 and $9.4 million at Port Imperial South Garage.
3 The Unused Term Loan and Unused Revolver Capacity balances are shown with the one-year extension option utilized on the new facilities. The $55 million term loan draw facilitated the repayment of the loan on Soho Lofts on June 28. This draw is capped at 3.5% for two years, expiring July 2026.
4 The graphic reflects consolidated debt balances only.
17

Annex 1: Transaction Activity






2024 Dispositions to Date
$ in thousands except per SF
Location
Transaction
Date
Number of BuildingsSF
Gross Asset
Value
Land
2 Campus Drive
Parsippany-Troy Hills, NJ
1/3/2024N/AN/A$9,700
107 MorganJersey City, NJ4/16/2024N/AN/A54,000
6 Becker/85 LivingstonRoseland, NJ4/30/2024N/AN/A27,900
Subtotal Land$91,600
Multifamily
Metropolitan Lofts1Morristown, NJ1/12/2024154,683$30,300
Subtotal Multifamily154,683$30,300
Office
Harborside 5Jersey City, NJ3/20/20241977,225$85,000
Subtotal Office1977,225$85,000
2024 Dispositions to Date$206,900

1 The joint venture sold the property; releasing approximately $6 million of net proceeds to the Company.
18

Annex 2: Reconciliation of Net Income (Loss) to NOI (three months ended)





2Q 2024
1Q 2024
TotalTotal
Net Income (Loss)$2,735 $(4,469)
Deduct:
Income from discontinued operations(1,419)(252)
Realized gains and unrealized gains on disposition of rental property and impairments, net— (1,548)
Real estate services income(871)(922)
Interest and other investment income(1,536)(538)
Equity in (earnings) losses of unconsolidated joint ventures(2,933)(254)
(Gain) loss on disposition of developable land(10,731)(784)
Loss from extinguishment of debt, net785 — 
Gain on sale of unconsolidated joint venture interests(7,100)
Other income, net250 (255)
Add:
Real estate services expenses4,366 5,242 
General and administrative8,975 11,088 
Transaction related costs890 516 
Depreciation and amortization20,316 20,117 
Interest expense21,676 21,500 
Provision for income taxes176 59 
Net Operating Income (NOI)$42,679 $42,400 


Summary of Consolidated Multifamily NOI by Type (unaudited):2Q 2024
1Q 2024
Total Consolidated Multifamily - Operating Portfolio$40,864 $41,305 
Total Consolidated Commercial905 862 
Total NOI from Consolidated Properties (excl. unconsolidated JVs/subordinated interests)$41,769 $42,167 
NOI (loss) from services, land/development/repurposing & other assets1,166 875 
Total Consolidated Multifamily NOI$42,935 $43,042 















19

Annex 3: Consolidated Statement of Operations and Non-GAAP Financial Footnotes



FFO, Core FFO, AFFO, NOI, Adjusted EBITDA, & EBITDAre

1.Includes the Company’s share from unconsolidated joint ventures, and adjustments for noncontrolling interest of $2.4 million and $2.6 million for the three months ended June 30, 2024 and 2023, respectively, and $5.1 million and $5.2 million for the six months ended June 30, 2024 and 2023, respectively. Excludes non-real estate-related depreciation and amortization of $0.2 million for each of the three months ended June 30, 2024 and 2023, respectively, respectively, and $0.4 million and $0.6 million for the six months ended June 30, 2024 and 2023, respectively.
2.Funds from operations is calculated in accordance with the definition of FFO of the National Association of Real Estate Investment Trusts (Nareit). See Non-GAAP Financial Definitions for information About FFO, Core FFO, AFFO, NOI, Adjusted EBITDA & EBITDAre.
3.Includes the Company's share from unconsolidated joint ventures of $102 thousand and ($13) thousand for the three months ended June 30, 2024 and 2023, respectively, and $93 thousand and $13 thousand for the six months ended June 30, 2024 and 2023, respectively.
4.Excludes expenditures for tenant spaces in properties that have not been owned by the Company for at least a year.
5.Net Debt calculated by taking the sum of secured revolving credit facility, secured term loan, and mortgages, loans payable and other obligations, and deducting cash and cash equivalents and restricted cash, all at period end.
6.Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common units into common shares 8,689 and 8,981 shares for the three months ended June 30, 2024 and 2023, respectively, and 8,691 and 9,140 for the six months ended June 30, 2024 and 2023, respectively, plus dilutive Common Stock Equivalents (i.e. stock options).



20

Annex 4: Unconsolidated Joint Ventures

($ in thousands)
PropertyUnitsPhysical
Occupancy
VRE's Nominal
Ownership1
2Q 2024
NOI2
Total
Debt
VRE Share
of 2Q NOI
VRE Share
of Debt
Multifamily
Urby Harborside76296.7%85.0%$5,291$184,309$4,497$156,663
RiverTrace at Port Imperial31694.7%22.5%2,17682,00049018,450
Capstone at Port Imperial36095.9%40.0%3,137135,0001,25554,000
Riverpark at Harrison14193.6%45.0%52630,19223713,586
Metropolitan at 40 Park13092.8%25.0%73534,1001848,525
Station House37893.4%50.0%1,62788,40881444,204
Total Multifamily2,08795.2%55.0%$13,492$554,009$7,476$295,428
Retail
Shops at 40 ParkN/A69.0%25.0%6566,0671641,517
Total RetailN/A69.0%25.0%$656$6,067$164$1,517
Total UJV$14,148$560,076$7,640$296,945
1 Amounts represent the Company's share based on ownership percentage.
2 The sum of property level revenue, straight line and ASC 805 adjustments; less: operating expenses, real estate taxes and utilities.
21

Annex 5: Debt Profile Footnotes
            


1.Effective rate of debt, including deferred financing costs, comprised of the cost of terminated treasury lock agreements (if any), debt initiation costs, mark-to-market adjustment of acquired debt and other transaction costs, as applicable.
2.The loan on Soho Lofts was repaid in full on June 28, 2024. The term loan was drawn $55 million to assist with this repayment.
3.The loan on 145 Front Street was repaid in full on May 22, 2024.
4.The loan on Portside at East Pier is capped at a strike rate of 3.5%, expiring in September 2026.
5.The loan on Upton is capped at a strike rate of 1.0%, expiring in October 2024.
6.The loan on RiverHouse 9 was capped at a strike rate of 3.0% that expired July 1. Subsequent to quarter end, the Company entered into an interest-rate cap agreement to hedge this mortgage with a strike rate of 3.5%, expiring in July 2026.
7.The facility consists of a $500 million facility with a group of eight lenders, comprised of a $300 million revolver and $200 million delayed-draw term loan. The facility has a three-year term ending April 2027, with a one-year extension option. The $55 million draw is capped at a strike rate of 3.5%, expiring in July 2026. The effective rate on the term loan is the sum of amortization of deferred financing costs of 0.052%, applicable margin of 2.00%, SOFR adjustment of 0.10%, and cap strike rate of 3.50%. Subsequent to quarter-end, the Company successfully met its Sustainability KPI provisions under the revolver and term loan. Effective immediately, the applicable margin on our facility borrowings will decrease by 5 basis points.


Back to Debt Profile page.






































22

Annex 6: Multifamily Property Information




LocationOwnershipApartmentsRentable SFAverage SizeYear Complete
NJ Waterfront
Haus25Jersey City, NJ100.0%750617,7878242022
Liberty TowersJersey City, NJ100.0%648602,2109292003
BLVD 401Jersey City, NJ74.3%311273,1328782016
BLVD 425Jersey City, NJ74.3%412369,5158972003
BLVD 475Jersey City, NJ100.0%523475,4599092011
Soho LoftsJersey City, NJ100.0%377449,0671,1912017
Urby HarborsideJersey City, NJ85.0%762474,4766232017
RiverHouse 9Weehawken, NJ100.0%313245,1277832021
RiverHouse 11Weehawken, NJ100.0%295250,5918492018
RiverTraceWest New York, NJ22.5%316295,7679362014
CapstoneWest New York, NJ40.0%360337,9919392021
NJ Waterfront Subtotal
85.0%5,0674,391,122867
Massachusetts
Portside at East PierEast Boston, MA100.0%180154,8598602015
Portside 2 at East PierEast Boston, MA100.0%296230,6147792018
145 Front at City SquareWorcester, MA100.0%365304,9368352018
The EmeryRevere, MA100.0%326273,1408382020
Massachusetts Subtotal
100.0%1,167963,549826
Other
The UptonShort Hills, NJ100.0%193217,0301,1252021
The JamesPark Ridge, NJ100.0%240215,2838972021
Signature PlaceMorris Plains, NJ100.0%197203,7161,0342018
Quarry Place at TuckahoeEastchester, NY100.0%108105,5519772016
Riverpark at HarrisonHarrison, NJ45.0%141124,7748852014
Metropolitan at 40 ParkMorristown, NJ25.0%130124,2379562010
Station HouseWashington, DC50.0%378290,3487682015
Other Subtotal
73.8%1,3871,280,939924
Operating Portfolio
85.2%7,6216,635,610871




22                                                                         

Annex 7: Noncontrolling Interests in Consolidated Joint Ventures



Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
BLVD 425$92 $54 $172 $71 
BLVD 401(607)(689)(1,159)(1,247)
Port Imperial Garage South11 (16)(15)(61)
Port Imperial Retail South (5)38 29 63 
Other consolidated joint ventures(34)(23)(65)(49)
Net losses in noncontrolling interests$(543)$(636)$(1,038)$(1,223)
Depreciation in noncontrolling interests737 714 1,458 1,426 
Funds from operations - noncontrolling interest in consolidated joint ventures$194 $78 $420 $203 
Interest expense in noncontrolling interest in consolidated joint ventures784 792 1,572 1,584 
Net operating income before debt service in consolidated joint ventures$978 $870 $1,992 $1,787 




24

Non-GAAP Financial Definitions

NON-GAAP FINANCIAL MEASURES
Included in this financial package are Funds from Operations, or FFO, Core Funds from Operations, or Core FFO, net operating income, or NOI and Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization, or Adjusted EBITDA, and EBIDAre or Earnings Before Interest, Taxes, Depreciation, Amortization and Rent Costs, each a “non-GAAP financial measure,” measuring Veris Residential, Inc.’s historical or future financial performance that is different from measures calculated and presented in accordance with generally accepted accounting principles (“U.S. GAAP”), within the meaning of the applicable Securities and Exchange Commission rules. Veris Residential, Inc. believes these metrics can be a useful measure of its performance which is further defined.

Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (Adjusted "EBITDA")
The Company defines Adjusted EBITDA as Core FFO, plus interest expense, plus income tax expense, plus income (loss) in noncontrolling interest in consolidated joint ventures, and plus adjustments to reflect the entity's share of Adjusted EBITDA of unconsolidated joint ventures. The Company presents Adjusted EBITDA because the Company believes that Adjusted EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of the Company’s ability to incur and service debt. Adjusted EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Blended Net Rental Growth Rate or Blended Lease Rate
Weighted average of the net effective change in rent (inclusive of concessions) for a lease with a new resident or for a renewed lease compared to the rent for the prior lease of the identical apartment unit.
Core FFO and Adjusted FFO ("AFFO")
Core FFO is defined as FFO, as adjusted for certain items to facilitate comparative measurement of the Company's performance over time. Adjusted FFO ("AFFO") is defined as Core FFO less (i) recurring tenant improvements, leasing commissions, and capital expenditures, (ii) straight-line rents and amortization of acquired above/below market leases, net, and (iii) other non-cash income, plus (iv) other non-cash charges. Core FFO and Adjusted AFFO are presented solely as supplemental disclosure that the Company's management believes provides useful information to investors and analysts of its results, after adjusting for certain items to facilitate comparability of its performance from period to period. Core FFO and Adjusted FFO are non-GAAP financial measures that are not intended to represent cash flow and are not indicative of cash flows provided by operating activities as determined in accordance with GAAP. As there is not a generally accepted definition established for Core FFO and Adjusted FFO, the Company's measures of Core FFO may not be comparable to the Core FFO and Adjusted FFO reported by other REITs. A reconciliation of net income per share to Core FFO and Adjusted FFO in dollars and per share are included in the financial tables accompanying this press release.

Earnings Before Interest, Tax, Depreciation, Amortization, and Rent Costs ("EBITDAre")
The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or Nareit, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the Nareit definition, or that interpret the Nareit definition differently than the Company does. The White Paper on EBITDAre approved by the Board of Governors of Nareit in September 2017 defines EBITDAre as net income (loss) (computed in accordance with Generally Accepted Accounting Principles, or GAAP), plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property, plus impairment write-downs of depreciated property and investments in unconsolidated joint ventures, plus adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures. The Company presents EBITDAre, because the Company believes that EBITDAre, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of the Company’s ability to incur and service debt. EBITDAre should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Funds From Operations ("FFO")
FFO is defined as net income (loss) before noncontrolling interests in Operating Partnership, computed in accordance with U.S. GAAP, excluding gains or losses from depreciable rental property transactions (including both acquisitions and dispositions), and impairments related to depreciable rental property, plus real estate-related depreciation and amortization. The Company believes that FFO per share is helpful to investors as one of several measures of the performance of an equity REIT. The Company further believes that as FFO per share excludes the effect of depreciation, gains (or losses) from property transactions and impairments related to depreciable rental property (all of which are based on historical costs which may be of limited relevance in evaluating current performance), FFO per share can facilitate comparison of operating performance between equity REITs.
FFO per share should not be considered as an alternative to net income available to common shareholders per share as an indication of the Company’s performance or to cash flows as a measure of liquidity. FFO per share presented
25            

Non-GAAP Financial Definitions
herein is not necessarily comparable to FFO per share presented by other real estate companies due to the fact that not all real estate companies use the same definition. However, the Company’s FFO per share is comparable to the FFO per share of real estate companies that use the current definition of the National Association of Real Estate Investment Trusts (“Nareit”). A reconciliation of net income per share to FFO per share is included in the financial tables accompanying this press release.
NOI and Same Store NOI
NOI represents total revenues less total operating expenses, as reconciled to net income above. The Company considers NOI to be a meaningful non-GAAP financial measure for making decisions and assessing unlevered performance of its property types and markets, as it relates to total return on assets, as opposed to levered return on equity. As properties are considered for sale and acquisition based on NOI estimates and projections, the Company utilizes this measure to make investment decisions, as well as compare the performance of its assets to those of its peers. NOI should not be considered a substitute for net income, and the Company’s use of NOI may not be comparable to similarly titled measures used by other companies. The Company calculates NOI before any allocations to noncontrolling interests, as those interests do not affect the overall performance of the individual assets being measured and assessed.
Same Store NOI is presented for the same store portfolio, which comprises all properties that were owned by the Company throughout both of the reporting periods.
26            

Company Information



Company Information
Corporate HeadquartersStock Exchange ListingContact Information
Veris Residential, Inc.New York Stock ExchangeVeris Residential, Inc.
210 Hudson St., Suite 400Investor Relations Department
Jersey City, New Jersey 07311Trading Symbol210 Hudson St., Suite 400
(732) 590-1010Common Shares: VREJersey City, New Jersey 07311
Anna Malhari
Chief Operating Officer
E-Mail: amalhari@verisresidential.com
Web: www.verisresidential.com
Executive Officers
Mahbod NiaAmanda LombardTaryn Fielder
Chief Executive OfficerChief Financial OfficerGeneral Counsel and Secretary
Anna MalhariJeff Turkanis
Chief Operating OfficerEVP & Chief Investment Officer
Equity Research Coverage
Bank of America Merrill LynchBTIG, LLCCitigroup
Josh DennerleinThomas CatherwoodNicholas Joseph
Evercore ISIGreen Street Advisors JP Morgan
Steve SakwaJohn PawlowskiAnthony Paolone
Truist
Michael R. Lewis
                                                         27









q22024_covera.jpg








Table Of Contents



Page(s)
   Key Financial Data
  Operating Portfolio
Debt
   Reconciliations and Additional Details
   Annex 1: Transaction Activity









    



V E R I S    R E S I D  E  N  T  I  A  L,    I N C.  
NEWS RELEASE
For Immediate Release
Veris Residential, Inc.
Reports Second Quarter 2024 Results
JERSEY CITY, N.J., July 24, 2024 –– Veris Residential, Inc. (NYSE: VRE) (the “Company”), a forward-thinking, environmentally and socially conscious multifamily REIT, today reported results for the second quarter 2024.

Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net Income (Loss) per Diluted Share$0.03$(0.30)$(0.01)$(0.56)
Core FFO per Diluted Share$0.18$0.16$0.32$0.30
Core AFFO per Diluted Share$0.21$0.19$0.40$0.33
Dividend per Diluted Share
$0.06$—$0.1125$—

YEAR-TO-DATE HIGHLIGHTS

Same Store multifamily Blended Net Rental Growth Rate of 5.4% for the quarter and 5.0% year to date.
Same Store NOI growth of 7.9% year over year and 3.1% quarter over quarter, normalized for the impact of successful real estate tax appeals recognized in the prior year.
Expanded occupancy 100 basis points sequentially to 95.1%.
Completed the previously announced sales of three assets for $82 million, bringing the total gross proceeds from non-strategic asset sales this year to over $200 million.
Secured a new $500 million revolver and delayed-draw term loan with a three-plus-one-year term.
Repaid two mortgages, totaling approximately $220 million, utilizing cash on hand and $55 million of the aforementioned term loan.
Raised Core FFO guidance range by approximately 4%, or $0.02, and tightened Same Store NOI guidance range by 50 basis points.

June 30, 2024March 31, 2024
Same Store Units
7,6217,621
Same Store Occupancy95.1%94.1%
Same Store Blended Rental Growth Rate (Quarter)5.4%4.6%
Average Rent per Home$3,923$3,899

Mahbod Nia, Chief Executive Officer, commented: "We are pleased to report another quarter of strong operational and financial results, leading to our decision to raise guidance once again.

"In April we secured a new $500 million credit facility and term loan, signaling a renewed, strategic approach to managing our balance sheet and providing us with substantial liquidity and financial flexibility going forward. We also reduced our overall debt by a further $168 million, primarily utilizing proceeds from non-strategic asset sales. Looking ahead, we remain well-positioned to execute our three-pronged approach to value creation as we seek to maximize value on behalf of our shareholders."

SAME STORE PORTFOLIO PERFORMANCE

The following table shows Same Store performance as well as the benefit of successful real estate tax appeals recognized in the second quarter of last year.




Three Months Ended June 30,Six Months Ended June 30,
20242023%20242023%
Total Property Revenue$74,745$71,2155.0%$148,837$139,2796.9%
Controllable Expenses13,42412,3618.6%26,04524,8784.7%
Non-Controllable Expenses12,3709,21734.2%24,45121,53413.5%
Total Property Expenses25,79421,57819.5%50,49646,4128.8%
Same Store NOI
$48,951$49,637(1.4)%$98,341$92,8675.9%
Real Estate Tax Adjustments2,1791,689
Normalized Same Store NOI$48,951$47,4583.1%$98,341$91,1787.9%

Q2 2024 TRANSACTION ACTIVITY

As previously announced, the Company closed on the sale of 107 Morgan for $54 million, releasing approximately $50 million in net proceeds.

In addition, the Company closed on the sale of two land parcels, 6 Becker Farm and 85 Livingston, in April for $28 million, releasing approximately $28 million in net proceeds inclusive of a $500K reimbursement.

FINANCE AND LIQUIDITY

Virtually all (99.9%) of the Company's debt is hedged or fixed. The Company's total debt portfolio has a weighted average effective interest rate of 4.5% and weighted average maturity of 3.1 years.

Balance Sheet Metric ($ in 000s)June 30, 2024March 31, 2024
Weighted Average Interest Rate4.5%4.4%
Weighted Average Years to Maturity3.13.5
Interest Coverage Ratio
1.7x1.5x
Net Debt$1,646,023$1,714,800
TTM EBITDA
$139,654$142,543
TTM Net Debt to EBITDA
11.8x12.0x

On April 22, 2024, the Company successfully replaced its existing revolving credit facility and term loan package with a new $500 million secured facility package, comprising a $200 million delayed-draw term loan and $300 million revolving credit facility. Both the revolving credit facility and term loan have a three-year term and a one-year extension option. The facility package includes sustainability KPI provisions and a $200 million accordion feature.

On May 22, 2024, the Company repaid the $63 million loan on 145 Front Street using cash on hand. In June, the property was added to the collateral pool of the new facility.

On June 28, 2024, the Company repaid the $158 million loan on Soho Lofts using a combination of cash on hand and a $55 million draw on the term loan. Subsequent to quarter end, the drawn balance of the term loan was hedged using a two-year interest rate cap with a strike rate of 3.5%.

DIVIDEND

The Company paid a dividend of $0.06 per share on July 14, 2024, a 14.3% sequential increase from $0.0525 per share.

ESG

During the quarter, the Company updated its progress towards ESG targets with new data from 2023. Compared to 2019 baseline measurements, the Company recorded a 66% reduction in Scope 1 & 2 emissions and a 22% reduction in Scope 3 emissions. Concurrently, it increased the share of Green-Certified properties in its portfolio to 78% by year-end 2023.

GUIDANCE

The Company is raising the low end of its Same Store NOI guidance range by 50 basis points, and is maintaining the high end of the NOI guidance range, reflecting favorable initial indications for insurance and real estate taxes.




Current GuidanceInitial Guidance
2024 Guidance RangesLowHighLowHigh
Same Store Revenue Growth4.0%5.0%4.0%5.0%
Same Store Expense Growth4.5%5.5%5.0%6.0%
Same Store NOI Growth3.0%5.0%2.5%5.0%

In addition, the Company is raising its Core FFO per share guidance range by $0.02 due to $0.01 of higher than projected deposit income, as a result of higher interest rates and average cash balances in the second quarter as asset sales closed sooner than expected, and $0.01 from the recognition of successful real estate tax appeals, net of recoveries, related to sold Harborside office properties.

Core FFO per Share Guidance LowHigh
Net Loss per Share$(0.21)$(0.17)
Other FFO adjustments per share$(0.16)$(0.16)
Depreciation per Share$0.89$0.89
Core FFO per Share$0.52$0.56

CONFERENCE CALL/SUPPLEMENTAL INFORMATION

An earnings conference call with management is scheduled for Thursday, July 25, 2024, at 8:30 a.m. Eastern Time and will be broadcast live via the Internet at: http://investors.verisresidential.com.

The live conference call is also accessible by dialing (877) 451-6152 (domestic) or (201) 389-0879 (international) and requesting the Veris Residential second quarter 2024 earnings conference call.

The conference call will be rebroadcast on Veris Residential, Inc.'s website at:
http://investors.verisresidential.com beginning at 8:30 a.m. Eastern Time on Thursday, July 25, 2024.

A replay of the call will also be accessible Thursday, July 25, 2024, through Sunday, August 25, 2024, by calling (844) 512-2921 (domestic) or (412) 317-6671 (international) and using the passcode, 13747451.
Copies of Veris Residential, Inc.’s second quarter 2024 Form 10-Q and second quarter 2024 Supplemental Operating and Financial Data are available on Veris Residential, Inc.’s website under Financial Results.

In addition, once filed, these items will be available upon request from:
Veris Residential, Inc. Investor Relations Department
Harborside 3, 210 Hudson St., Ste. 400, Jersey City, New Jersey 07311
ABOUT THE COMPANY
Veris Residential, Inc. is a forward-thinking, environmentally and socially conscious real estate investment trust (REIT) that primarily owns, operates, acquires and develops holistically inspired, Class A multifamily properties that meet the sustainability-conscious lifestyle needs of today's residents while seeking to positively impact the communities it serves and the planet at large. The Company is guided by an experienced management team and Board of Directors and is underpinned by leading corporate governance principles; a best-in-class, sustainable approach to operations; and an inclusive culture based on equality and meritocratic empowerment.
For additional information on Veris Residential, Inc. and our properties available for lease, please visit http:// www.verisresidential.com/.
The information in this press release must be read in conjunction with, and is modified in its entirety by, the Quarterly Report on Form 10-Q (the “10-Q”) filed by the Company for the same period with the Securities and Exchange Commission (the “SEC”) and all of the Company’s other public filings with the SEC (the “Public Filings”). In particular, the financial information contained herein is subject to and qualified by reference to the financial statements contained in the 10-Q, the footnotes thereto and the limitations set forth therein. Investors may not rely on the press release without reference to the 10-Q and the Public Filings.



We consider portions of this information, including the documents incorporated by reference, to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of such act. Such forward-looking statements relate to, without limitation, our future economic performance, plans and objectives for future operations and projections of revenue and other financial items. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “potential,” “projected,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue” or comparable terminology. Forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading "Disclosure Regarding Forward-Looking Statements" and "Risk Factors" in the Company's Annual Report on Form 10-K, as may be supplemented or amended by the Company's Quarterly Reports on Form 10-Q, which are incorporated herein by reference. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise, except as required under applicable law.
InvestorsMedia
Anna MalhariAmanda Shpiner/Grace Cartwright
Chief Operating OfficerGasthalter & Co.
investors@verisresidential.comveris-residential@gasthalter.com

Additional details on Company Information page.


Consolidated Balance Sheet
(in thousands) (unaudited)

June 30, 2024December 31, 2023
ASSETS
Rental property
Land and leasehold interests$463,826$474,499
Buildings and improvements2,635,6112,782,468
Tenant improvements8,68230,908
Furniture, fixtures and equipment105,707103,613
3,213,8263,391,488
Less – accumulated depreciation and amortization(390,556)(443,781)
2,823,2702,947,707
Real estate held for sale, net58,608
Net investment in rental property2,823,2703,006,315
Cash and cash equivalents18,39828,007
Restricted cash22,53326,572
Investments in unconsolidated joint ventures120,392117,954
Unbilled rents receivable, net1,8055,500
Deferred charges and other assets, net49,52953,956
Accounts receivable1,9982,742
Total Assets$3,037,925$3,241,046
LIABILITIES & EQUITY
Revolving credit facility and term loans54,189
Mortgages, loans payable and other obligations, net1,632,7651,853,897
Dividends and distributions payable6,3755,540
Accounts payable, accrued expenses and other liabilities47,11755,492
Rents received in advance and security deposits11,28014,985
Accrued interest payable5,8336,580
Total Liabilities1,757,5591,936,494
Redeemable noncontrolling interests9,29424,999
Total Stockholders’ Equity
1,132,4241,137,478
Noncontrolling interests in subsidiaries:
Operating Partnership105,959107,206
Consolidated joint ventures32,68934,869
Total Noncontrolling Interests in Subsidiaries$138,648$142,075
Total Equity$1,271,072$1,279,553
Total Liabilities and Equity$3,037,925$3,241,046


7


Consolidated Statement of Operations
(In thousands, except per share amounts) (unaudited) 1




Three Months Ended June 30,Six Months Ended June 30,
REVENUES2024202320242023
Revenue from leases$60,917$58,192$121,559$114,289
Real estate services8716431,7931,554
Parking income3,9223,9987,6677,726
Other income1,7661,3733,7973,235
Total revenues67,47664,206134,816126,804
EXPENSES
Real estate taxes9,5026,29818,67915,857
Utilities1,7961,7614,0673,824
Operating services12,62812,23225,19823,615
Real estate services expenses4,3664,3899,6086,332
General and administrative8,9759,57220,06319,853
Transaction related costs8903,3191,4064,347
Depreciation and amortization20,31621,83140,43343,619
Land and other impairments, net3,396
Total expenses58,47359,402119,454120,843
OTHER (EXPENSE) INCOME
Interest expense(21,676)(21,692)(43,176)(43,706)
Interest cost of mandatorily redeemable noncontrolling interests(13,390)(13,390)
Interest and other investment income1,5363,9272,0744,043
Equity in earnings of unconsolidated joint ventures
2,9332,7003,1872,633
Gain (loss) on disposition of developable land10,73111,515(22)
Gain on sale of unconsolidated joint venture interests
7,100
Loss from extinguishment of debt, net
(785)(2,657)(785)(2,657)
Other income (expense), net(250)85352,851
Total other (expense) income, net(7,511)(30,259)(20,080)(50,248)
Loss from continuing operations before income tax expense1,492(25,455)(4,718)(44,287)
Provision for income taxes(176)(235)
Loss from continuing operations after income tax expense1,316(25,455)(4,953)(44,287)
Income from discontinued operations1,419(1,192)1,671631
Realized gains (losses) and unrealized gains (losses) on disposition of rental property and impairments, net(3,488)1,548(2,709)
Total discontinued operations, net1,419(4,680)3,219(2,078)
Net Income (loss)2,735(30,135)(1,734)(46,365)
Noncontrolling interest in consolidated joint ventures5436361,0381,223
Noncontrolling interests in Operating Partnership of income from continuing operations(153)2,2653704,542
Noncontrolling interests in Operating Partnership in discontinued operations(122)417(277)176
Redeemable noncontrolling interests(81)(617)(378)(6,983)
Net loss available to common shareholders$2,922$(27,434)$(981)$(47,407)
Basic earnings per common share:
Net income (loss) available to common shareholders
$0.03$(0.30)$(0.01)$(0.56)
Diluted earnings per common share:
Net income (loss) available to common shareholders
$0.03$(0.30)$(0.01)$(0.56)
Basic weighted average shares outstanding92,66391,87392,46991,551
Diluted weighted average shares outstanding(6)
101,952100,854101,160100,691
    






8

FFO, Core FFO and Core AFFO



(in thousands, except per share/unit amounts)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net income (loss) available to common shareholders
$2,922 $(27,434)$(981)$(47,407)
Add (deduct): Noncontrolling interests in Operating Partnership153(2,265)(370)(4,542)
Noncontrolling interests in discontinued operations122(417)277 (176)
Real estate-related depreciation and amortization on continuing operations(1)
22,51424,211 45,146 48,341 
Real estate-related depreciation and amortization on discontinued operations2,128 668 8,943 
Continuing operations: Gain on sale from unconsolidated joint ventures— (7,100)— 
Discontinued operations: Realized (gains) losses and unrealized (gains) losses on disposition of rental property, net3,488 (1,548)2,709 
FFO(2)
$25,711 $(289)$36,092 $7,868 
Add/(Deduct):
Loss from extinguishment of debt, net7852,657 785 2,669 
Land and other impairments— — 3,396 
 (Gain) Loss on disposition of developable land(10,731)— (11,515)22 
Rebranding and Severance/Compensation related costs (G&A)236817 1,873 1,781 
Rebranding and Severance/Compensation related costs (RE Services)838— 2,364 — 
Redemption value adjustments to mandatorily redeemable noncontrolling interests7,6417,641
Amortization of derivative premium8861,6191,7902,752
Transaction related costs8903,3191,4064,347
Core FFO$18,615 $15,764 $32,795 $30,476 
Add (Deduct) Non-Cash Items:
Straight-line rent adjustments(3)
(367)893(342)(360)
Amortization of market lease intangibles, net(9)(49)(16)(79)
Amortization of lease inducements715
Amortization of stock compensation3,2473,6146,9745,761
Non-real estate depreciation and amortization219199429584
Amortization of deferred financing costs1,5696212,8111,832
Deduct:
Non-incremental revenue generating capital expenditures:
Building improvements(1,562)(2,339)(2,602)(4,431)
Tenant improvements and leasing commissions(4)
(78)(195)(87)(547)
Tenant improvements and leasing commissions on space vacant for more than one year302(434)
Core AFFO(2)
$21,634 $18,810 $39,969 $32,817 
Funds from Operations per share/unit-diluted
$0.25$0.00$0.35$0.08
Core Funds from Operations per share/unit-diluted$0.18$0.16$0.32$0.30
Dividends declared per common share$0.06$0.1125



9


Adjusted EBITDA and EBITDAre
($ in thousands) (unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Core FFO (calculated on a previous page)$18,615 $15,764 $32,795 $30,476 
Deduct:
Equity in earnings of unconsolidated joint ventures
(2,990)(2,700)(3,449)(2,633)
Equity in earnings share of depreciation and amortization(2,417)(2,579)(5,142)(5,155)
Add-back:
Interest expense21,67621,69243,17643,706
Amortization of derivative premium(886)(1,619)(1,790)(2,752)
Recurring joint venture distributions4,1774,5395,8786,086
Noncontrolling interests in consolidated joint ventures(543)(636)(1,038)(1,223)
Interest cost for mandatorily redeemable noncontrolling interests5,7495,749
Redeemable noncontrolling interests816173786,983
Income tax expense176(49)2583
Adjusted EBITDA$37,889 $40,778 $71,066 $81,240 
Net income (loss) available to common shareholders
$2,922 $(27,434)$(981)$(47,407)
Add/(Deduct):
Noncontrolling interests in Operating Partnership of income from continuing operations153(2,265)(370)(4,542)
Noncontrolling interests in Operating Partnership in discontinued operations122(417)277(176)
Noncontrolling interests in consolidated joint ventures(a)
(543)(636)(1,038)(1,223)
Redeemable noncontrolling interests816173786,983
Interest cost for mandatorily redeemable noncontrolling interests5,7495,749
Interest expense21,67621,69243,17644,528
Income tax expense176(49)2582
Depreciation and amortization20,31623,95941,10152,713
Deduct:
Discontinued operations: Realized (gains) losses and unrealized (gains) losses on disposition of rental property, net3,488(1,548)2,708
Equity in (earnings) loss of unconsolidated joint ventures(2,933)(2,700)(3,187)(2,632)
Add:
Company's share of property NOI's in unconsolidated joint ventures(1)
10,23510,28717,96323,668
EBITDAre$52,205 $32,291 $96,029 $80,371 
Add:
Loss from extinguishment of debt, net7852,6577852,669
Severance and compensation-related costs1,0748172,7111,965
Transaction related costs
8903,3191,4064,347
Land and other impairments, net3,396
Gain on disposition of developable land(10,731)(11,515)22
Amortization of derivative premium8861,6191,7902,752
Adjusted EBITDAre$45,109 $40,703 $91,206 $95,522 
Net debt at period end(5)
$1,646,023 $1,396,428 $1,646,023 $1,396,428 
Net debt to Adjusted EBITDA10.9x8.6x11.6x8.6x


10

Components of Net Asset Value
($ in thousands)



Real Estate PortfolioOther Assets
Operating Multifamily NOI1 Total  At Share Cash and Cash Equivalents$18,398
New Jersey Waterfront$162,420$138,026Restricted Cash22,533
Massachusetts25,54025,540Other Assets53,332
Other29,46421,730Subtotal Other Assets$94,263
Total Multifamily NOI$217,424$185,297
Commercial NOI26,2445,051Liabilities and Other Considerations
Total NOI$223,668$190,348
Operating - Consolidated Debt at Share$1,571,951
Non-Strategic AssetsOperating - Unconsolidated Debt at Share 296,945
Other Liabilities70,605
Estimated Land Value3$187,311Revolving Credit Facility4
Total Non-Strategic Assets$187,311
Term Loan4
55,000
Preferred Units9,294
Subtotal Liabilities and Other Considerations$2,003,795
Outstanding Shares5
Diluted Weighted Average Shares Outstanding for 2Q 2024 (in 000s)
101,952

1 See Multifamily Operating Portfolio page for more details. The Real Estate Portfolio table is reflective of the quarterly NOI annualized.
2 See Commercial Assets and Developable Land page for more details.
3 Based off 4,139 potential units, see Commercial Assets and Developable Land page for more details.
4 On April 22, 2024, the Company secured a $500 million facility comprised of a $300 million revolver and $200 million delayed-draw term loan. The facility has a three-year term with a one-year extension option and a $200 million accordion feature. The $55 million draw is capped at a strike rate of 3.5%, expiring in July 2026.
5 As of June 30, 2024, 92,821,785 common shares were outstanding.

11

Multifamily Operating Portfolio





(in thousands, except Revenue per home)     

Operating Highlights
Percentage
Occupied
Average Revenue
per Home
NOI
Debt
Balance
OwnershipApartments2Q 20241Q 20242Q 20241Q 20242Q 20241Q 2024
NJ Waterfront
Haus25100.0%75095.3%91.4%$4,842$4,788$7,337$7,279$343,061
Liberty Towers100.0%64894.9%94.7%4,2064,2214,8334,665265,000
BLVD 40174.3%31195.4%95.0%4,1864,1342,2362,470116,510
BLVD 42574.3%41294.6%95.7%4,0523,9953,1613,103131,000
BLVD 475100.0%52395.5%96.4%4,1224,0634,4744,675165,000
Soho Lofts100.0%37796.6%95.9%4,7314,7183,0672,905
Urby Harborside85.0%76296.7%90.7%4,0514,0725,2915,318184,309
RiverHouse 9100.0%31396.6%94.8%4,2754,2422,5652,899110,000
RiverHouse 11100.0%29596.7%95.9%4,3194,4052,3282,518100,000
RiverTrace22.5%31694.7%94.5%3,7643,8042,1762,27382,000
Capstone 40.0%36095.9%96.6%4,4054,3393,1373,159135,000
NJ Waterfront Subtotal
85.0%5,06795.7%94.2%$4,291$4,274$40,605$41,264$1,631,880
Massachusetts
Portside at East Pier100.0%18095.5%94.4%$3,208$3,206$1,198$1,159$56,500
Portside 2 at East Pier100.0%29696.7%95.7%3,3953,3282,1171,99796,222
145 Front at City Square100.0%36593.0%94.2%2,5352,5311,5401,549
The Emery100.0%32694.2%96.1%2,8012,7301,5301,56571,392
Massachusetts Subtotal
100.0%1,16794.7%95.1%$2,931$2,893$6,385$6,270$224,114
Other
The Upton100.0%19387.7%91.8%$4,637$4,614$1,320$1,417$75,000
The James100.0%24094.5%93.9%3,1133,0271,3651,380
Signature Place100.0%19793.7%95.8%3,2103,1579781,01743,000
Quarry Place at Tuckahoe100.0%10897.1%93.9%4,4364,35281570741,000
Riverpark at Harrison45.0%14193.6%92.9%2,9232,88652651430,192
Metropolitan at 40 Park125.0%13092.8%89.9%3,7503,67573571134,100
Station House50.0%37893.4%91.5%2,8512,8731,6271,82388,408
Other Subtotal
73.8%1,38793.1%92.7%$3,411$3,374$7,366$7,569$311,700
Operating Portfolio2,3
85.2%7,62195.1%94.1%$3,923$3,899$54,356$55,103$2,167,694
Metropolitan Lofts4$—$81
Total Portfolio$54,356$55,184


1 As of June 30, 2024, Priority Capital included Metropolitan at $23.3M (Prudential).
2 Excludes approximately 188,209 sqft of ground floor retail of which 139,872 sf was leased as of June 30, 2024.
4 In January 2024, the Company's joint venture sold Lofts at 40 Park ("Metropolitan Lofts") thus it is excluded from same store calculations. Proceeds from the sale were used to repay the outstanding loan balance.
                                                            12

Commercial Assets and Developable Land







($ in thousands)
CommercialLocationOwnership
Rentable
SF
Percentage
Leased
2Q 2024
Percentage
Leased
1Q 2024
NOI
2Q 2024
NOI
1Q 2024
Debt
Balance
Port Imperial Garage SouthWeehawken, NJ70.0%320,426N/AN/A$591$468$31,375
Port Imperial Garage NorthWeehawken, NJ100.0%304,617N/AN/A(1)(57)
Port Imperial Retail SouthWeehawken, NJ70.0%18,06492.0%100.0%77202
Port Imperial Retail NorthWeehawken, NJ100.0%8,400100.0%100.0%12772
Riverwalk at Port ImperialWest New York, NJ100.0%29,92380.0%73.2%111177
Shops at 40 ParkMorristown, NJ25.0%50,97369.0%69.0%6562856,067
Commercial Total80.9%732,40378.4%77.8%$1,561$1,147$37,442




Developable Land Parcels1
NJ Waterfront2,351
Massachusetts849
Other939
Developable Land Parcels Total    4,139








1 The Company has an additional 13,775 SF of potential retail space within land developments that is not represented in this table.
13


Same Store Market Information1





Sequential Quarter Comparison

(NOI in thousands)                     

NOI at ShareOccupancy
Blended Lease Rate2
Apartments2Q 20241Q 2024Change2Q 20241Q 2024Change2Q 20241Q 2024
New Jersey Waterfront5,067$36,180$36,697(1.4)%95.7%94.2%1.5%6.0%4.1%
Massachusetts1,1676,6366,5201.8%94.7%95.1%(0.4)%5.0%2.9%
Other31,3876,1356,170(0.6)%93.1%92.7%0.4%3.0%4.8%
Total7,621$48,951$49,387(0.9)%95.1%94.1%1.0%5.4%4.6%





Year-over-Year Second Quarter Comparison

(NOI in thousands)

NOI at Share
Occupancy
Blended Lease Rate2
Apartments2Q 20242Q 2023Change2Q 20242Q 2023Change2Q 20242Q 2023
New Jersey Waterfront5,067$36,180$36,963(2.1)%95.7%95.8%(0.1)%6.0%12.4%
Massachusetts1,1676,6366,2785.7%94.7%95.2%(0.5)%5.0%10.0%
Other3
1,3876,1356,396(4.1)%93.1%95.0%(1.9)%3.0%9.6%
Total7,621$48,951$49,637(1.4)%95.1%95.6%(0.5)%5.4%11.6%





Average Revenue per Home (based on 7,621 units)


2Q 20241Q 20244Q 20233Q 20232Q 20231Q 2023
New Jersey Waterfront$4,291$4,274$4,219$4,084$4,048$3,919
Massachusetts2,9312,8932,9252,9182,8362,798
Other3
3,4113,3743,3073,3503,3563,227
Total$3,923$3,899$3,855$3,772$3,736$3,622
1 All statistics are based off the current 7,621 Same Store pool.
2 Blended lease rates exclude properties not managed by Veris.
3 "Other" includes properties in Suburban NJ, New York, and Washington, DC. See Multifamily Operating Portfolio page for breakout.
14

Same Store Performance
($ in thousands)





Multifamily Same Store1
Three Months Ended June 30,Six Months Ended June 30, Sequential
20242023Change%20242023Change%2Q241Q24Change%
Apartment Rental Income$67,584$64,277$3,3075.1%$134,281$126,151$8,1306.4%$67,584$66,697$8871.3%
Parking/Other Income7,1616,9382233.2%14,55613,1281,42810.9%7,1617,395(234)(3.2)%
Total Property Revenues2$74,745$71,215$3,5305.0%$148,837$139,279$9,5586.9%$74,745$74,092$6530.9%
Marketing & Administration2,5352,3242119.1%4,6734,66850.1%2,5352,13839718.6%
Utilities2,1882,0551336.5%4,7614,4792826.3%2,1882,573(385)(15.0)%
Payroll4,3154,1851303.1%8,6128,631(19)(0.2)%4,3154,298170.4%
Repairs & Maintenance4,3863,79758915.5%7,9997,10089912.7%4,3863,61377321.4%
Controllable Expenses$13,424$12,361$1,0638.6%$26,045$24,878$1,1674.7%$13,424$12,622$8026.4%
Other Fixed Fees712737(25)(3.4)%1,4331,453(20)(1.4)%712722(10)(1.4)%
Insurance1,7811,78010.1%3,5613,561—%1,7811,78010.1%
Real Estate Taxes9,8776,7003,17747.4%19,45716,5202,93717.8%9,8779,5812963.1%
Non-Controllable Expenses$12,370$9,217$3,15334.2%$24,451$21,534$2,91713.5%$12,370$12,083$2872.4%
Total Property Expenses$25,794$21,578$4,21619.5%$50,496$46,412$4,0848.8%$25,794$24,705$1,0894.4%
Same Store GAAP NOI
$48,951$49,637$(686)(1.4)%$98,341$92,867$5,4745.9%$48,951$49,387$(436)(0.9)%
Real Estate Tax Adjustments32,179(2,179)1,689(1,689)
Normalized Same Store NOI$48,951$47,458$1,4933.1%$98,341$91,178$7,1637.9%$48,951$49,387$(436)(0.9)%
Total Units
7,6217,6217,6217,6217,6217,621
% Ownership
85.2%85.2%85.2%85.2%85.2%85.2%
% Occupied - Quarter End
95.1%95.6%(0.5)%95.1%95.6%(0.5)%95.1%94.1%1.0%
1 Values represent the Company`s pro rata ownership of the operating portfolio. The James and Haus25 were added to the Same Store pool in 1Q 2024.
2 Revenues reported based on Generally Accepted Accounting Principals or "GAAP".
3 Represents tax settlements and final tax rate adjustments recognized that are applicable to prior periods.

15


Debt Profile



($ in thousands)

Lender
Effective
Interest Rate(1)
June 30, 2024December 31, 2023Date of
Maturity
Secured Permanent Loans
Soho Lofts(2)
158,777
145 Front at City Square(3)
63,000
Signature PlaceNationwide Life Insurance Company3.74%43,00043,00008/01/24
Liberty TowersAmerican General Life Insurance Company3.37%265,000265,00010/01/24
Portside 2 at East PierNew York Life Insurance Co.4.56%96,22297,00003/10/26
BLVD 425New York Life Insurance Co.4.17%131,000131,00008/10/26
BLVD 401New York Life Insurance Co.4.29%116,510117,00008/10/26
Portside at East Pier(4)
KKRSOFR + 2.75%56,50056,50009/07/26
The Upton(5)
Bank of New York MellonSOFR + 1.58%75,00075,00010/27/26
RiverHouse 9(6)
JP MorganSOFR + 1.41%110,000110,00006/21/27
Quarry Place at TuckahoeNatixis Real Estate Capital, LLC4.48%41,00041,00008/05/27
BLVD 475The Northwestern Mutual Life Insurance Co.2.91%165,000165,00011/10/27
Haus25Freddie Mac6.04%343,061343,06109/01/28
RiverHouse 11The Northwestern Mutual Life Insurance Co.4.52%100,000100,00001/10/29
Port Imperial Garage SouthAmerican General Life & A/G PC4.85%31,37531,64512/01/29
The Emery
Flagstar Bank
3.21%71,39272,00001/01/31
Principal Balance Outstanding$1,645,060$1,868,983
Unamortized Deferred Financing Costs(12,295)(15,086)
Total Secured Permanent Loans$1,632,765$1,853,897
Secured RCF & Term Loans:
Revolving Credit Facility(7)
JP Morgan and Bank of New York MellonSOFR + 2.10%$—$—04/22/27
Term Loan(7)
JP Morgan and Bank of New York MellonSOFR + 2.62%55,00004/22/27
RCF & Term Loan Balances$55,000$—
Unamortized Deferred Financing Costs(811)
Total RCF & Term Loan Debt$54,189$—
Total Debt$1,686,954$1,853,897







16

Debt Summary and Maturity Schedule
        



As of June 30, 99.9% of the Company`s total pro forma debt portfolio (consolidated and unconsolidated) is hedged or fixed. The Company`s total debt portfolio has a weighted average interest rate of 4.5% and a weighted average maturity of 3.1 years.

($ in thousands)     
Balance%
of Total
Weighted Average
Interest Rate
Weighted Average
Maturity in Years
Fixed Rate & Hedged Debt
Fixed Rate & Hedged Secured Debt$1,700,060100.0%4.43%2.8
Variable Rate Debt
Variable Rate Debt1—%—%
Totals / Weighted Average$1,700,060100.0%4.43%2.8
Unamortized Deferred Financing Costs(13,106)
Total Consolidated Debt, net$1,686,954
Partners’ Share(73,109)
VRE Share of Total Consolidated Debt, net2$1,613,845
Unconsolidated Secured Debt
VRE Share$296,94553.0%4.89%4.8
Partners’ Share263,13147.0%4.89%4.8
Total Unconsolidated Secured Debt$560,076100.0%4.89%4.8
Pro Rata Debt Portfolio
Fixed Rate & Hedged Secured Debt$1,922,37999.9%4.50%3.1
Variable Rate Secured Debt1,5170.1%7.33%0.5
Total Pro Rata Debt Portfolio$1,923,896100.0%4.51%3.1



Pro Forma Debt Maturity Schedule3,4
chart-e9482cd3e76f426f805a.jpg    

1 Variable rate debt includes the Revolver and reflects the balances on the Revolver and Term Loan.
2 Minority interest share of consolidated debt is comprised of $33.7 million at BLVD 425, $29.9 million at BLVD 401 and $9.4 million at Port Imperial South Garage.
3 The Unused Term Loan and Unused Revolver Capacity balances are shown with the one-year extension option utilized on the new facilities. The $55 million term loan draw facilitated the repayment of the loan on Soho Lofts on June 28. This draw is capped at 3.5% for two years, expiring July 2026.
4 The graphic reflects consolidated debt balances only.
17

Annex 1: Transaction Activity






2024 Dispositions to Date
$ in thousands except per SF
Location
Transaction
Date
Number of BuildingsSF
Gross Asset
Value
Land
2 Campus Drive
Parsippany-Troy Hills, NJ
1/3/2024N/AN/A$9,700
107 MorganJersey City, NJ4/16/2024N/AN/A54,000
6 Becker/85 LivingstonRoseland, NJ4/30/2024N/AN/A27,900
Subtotal Land$91,600
Multifamily
Metropolitan Lofts1Morristown, NJ1/12/2024154,683$30,300
Subtotal Multifamily154,683$30,300
Office
Harborside 5Jersey City, NJ3/20/20241977,225$85,000
Subtotal Office1977,225$85,000
2024 Dispositions to Date$206,900

1 The joint venture sold the property; releasing approximately $6 million of net proceeds to the Company.
18

Annex 2: Reconciliation of Net Income (Loss) to NOI (three months ended)





2Q 2024
1Q 2024
TotalTotal
Net Income (Loss)$2,735 $(4,469)
Deduct:
Income from discontinued operations(1,419)(252)
Realized gains and unrealized gains on disposition of rental property and impairments, net— (1,548)
Real estate services income(871)(922)
Interest and other investment income(1,536)(538)
Equity in (earnings) losses of unconsolidated joint ventures(2,933)(254)
(Gain) loss on disposition of developable land(10,731)(784)
Loss from extinguishment of debt, net785 — 
Gain on sale of unconsolidated joint venture interests(7,100)
Other income, net250 (255)
Add:
Real estate services expenses4,366 5,242 
General and administrative8,975 11,088 
Transaction related costs890 516 
Depreciation and amortization20,316 20,117 
Interest expense21,676 21,500 
Provision for income taxes176 59 
Net Operating Income (NOI)$42,679 $42,400 


Summary of Consolidated Multifamily NOI by Type (unaudited):2Q 2024
1Q 2024
Total Consolidated Multifamily - Operating Portfolio$40,864 $41,305 
Total Consolidated Commercial905 862 
Total NOI from Consolidated Properties (excl. unconsolidated JVs/subordinated interests)$41,769 $42,167 
NOI (loss) from services, land/development/repurposing & other assets1,166 875 
Total Consolidated Multifamily NOI$42,935 $43,042 















19

Annex 3: Consolidated Statement of Operations and Non-GAAP Financial Footnotes



FFO, Core FFO, AFFO, NOI, Adjusted EBITDA, & EBITDAre

1.Includes the Company’s share from unconsolidated joint ventures, and adjustments for noncontrolling interest of $2.4 million and $2.6 million for the three months ended June 30, 2024 and 2023, respectively, and $5.1 million and $5.2 million for the six months ended June 30, 2024 and 2023, respectively. Excludes non-real estate-related depreciation and amortization of $0.2 million for each of the three months ended June 30, 2024 and 2023, respectively, respectively, and $0.4 million and $0.6 million for the six months ended June 30, 2024 and 2023, respectively.
2.Funds from operations is calculated in accordance with the definition of FFO of the National Association of Real Estate Investment Trusts (Nareit). See Non-GAAP Financial Definitions for information About FFO, Core FFO, AFFO, NOI, Adjusted EBITDA & EBITDAre.
3.Includes the Company's share from unconsolidated joint ventures of $102 thousand and ($13) thousand for the three months ended June 30, 2024 and 2023, respectively, and $93 thousand and $13 thousand for the six months ended June 30, 2024 and 2023, respectively.
4.Excludes expenditures for tenant spaces in properties that have not been owned by the Company for at least a year.
5.Net Debt calculated by taking the sum of secured revolving credit facility, secured term loan, and mortgages, loans payable and other obligations, and deducting cash and cash equivalents and restricted cash, all at period end.
6.Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common units into common shares 8,689 and 8,981 shares for the three months ended June 30, 2024 and 2023, respectively, and 8,691 and 9,140 for the six months ended June 30, 2024 and 2023, respectively, plus dilutive Common Stock Equivalents (i.e. stock options).



20

Annex 4: Unconsolidated Joint Ventures

($ in thousands)
PropertyUnitsPhysical
Occupancy
VRE's Nominal
Ownership1
2Q 2024
NOI2
Total
Debt
VRE Share
of 2Q NOI
VRE Share
of Debt
Multifamily
Urby Harborside76296.7%85.0%$5,291$184,309$4,497$156,663
RiverTrace at Port Imperial31694.7%22.5%2,17682,00049018,450
Capstone at Port Imperial36095.9%40.0%3,137135,0001,25554,000
Riverpark at Harrison14193.6%45.0%52630,19223713,586
Metropolitan at 40 Park13092.8%25.0%73534,1001848,525
Station House37893.4%50.0%1,62788,40881444,204
Total Multifamily2,08795.2%55.0%$13,492$554,009$7,476$295,428
Retail
Shops at 40 ParkN/A69.0%25.0%6566,0671641,517
Total RetailN/A69.0%25.0%$656$6,067$164$1,517
Total UJV$14,148$560,076$7,640$296,945
1 Amounts represent the Company's share based on ownership percentage.
2 The sum of property level revenue, straight line and ASC 805 adjustments; less: operating expenses, real estate taxes and utilities.
21

Annex 5: Debt Profile Footnotes
            


1.Effective rate of debt, including deferred financing costs, comprised of the cost of terminated treasury lock agreements (if any), debt initiation costs, mark-to-market adjustment of acquired debt and other transaction costs, as applicable.
2.The loan on Soho Lofts was repaid in full on June 28, 2024. The term loan was drawn $55 million to assist with this repayment.
3.The loan on 145 Front Street was repaid in full on May 22, 2024.
4.The loan on Portside at East Pier is capped at a strike rate of 3.5%, expiring in September 2026.
5.The loan on Upton is capped at a strike rate of 1.0%, expiring in October 2024.
6.The loan on RiverHouse 9 was capped at a strike rate of 3.0% that expired July 1. Subsequent to quarter end, the Company entered into an interest-rate cap agreement to hedge this mortgage with a strike rate of 3.5%, expiring in July 2026.
7.The facility consists of a $500 million facility with a group of eight lenders, comprised of a $300 million revolver and $200 million delayed-draw term loan. The facility has a three-year term ending April 2027, with a one-year extension option. The $55 million draw is capped at a strike rate of 3.5%, expiring in July 2026. The effective rate on the term loan is the sum of amortization of deferred financing costs of 0.052%, applicable margin of 2.00%, SOFR adjustment of 0.10%, and cap strike rate of 3.50%. Subsequent to quarter-end, the Company successfully met its Sustainability KPI provisions under the revolver and term loan. Effective immediately, the applicable margin on our facility borrowings will decrease by 5 basis points.


Back to Debt Profile page.






































22

Annex 6: Multifamily Property Information




LocationOwnershipApartmentsRentable SFAverage SizeYear Complete
NJ Waterfront
Haus25Jersey City, NJ100.0%750617,7878242022
Liberty TowersJersey City, NJ100.0%648602,2109292003
BLVD 401Jersey City, NJ74.3%311273,1328782016
BLVD 425Jersey City, NJ74.3%412369,5158972003
BLVD 475Jersey City, NJ100.0%523475,4599092011
Soho LoftsJersey City, NJ100.0%377449,0671,1912017
Urby HarborsideJersey City, NJ85.0%762474,4766232017
RiverHouse 9Weehawken, NJ100.0%313245,1277832021
RiverHouse 11Weehawken, NJ100.0%295250,5918492018
RiverTraceWest New York, NJ22.5%316295,7679362014
CapstoneWest New York, NJ40.0%360337,9919392021
NJ Waterfront Subtotal
85.0%5,0674,391,122867
Massachusetts
Portside at East PierEast Boston, MA100.0%180154,8598602015
Portside 2 at East PierEast Boston, MA100.0%296230,6147792018
145 Front at City SquareWorcester, MA100.0%365304,9368352018
The EmeryRevere, MA100.0%326273,1408382020
Massachusetts Subtotal
100.0%1,167963,549826
Other
The UptonShort Hills, NJ100.0%193217,0301,1252021
The JamesPark Ridge, NJ100.0%240215,2838972021
Signature PlaceMorris Plains, NJ100.0%197203,7161,0342018
Quarry Place at TuckahoeEastchester, NY100.0%108105,5519772016
Riverpark at HarrisonHarrison, NJ45.0%141124,7748852014
Metropolitan at 40 ParkMorristown, NJ25.0%130124,2379562010
Station HouseWashington, DC50.0%378290,3487682015
Other Subtotal
73.8%1,3871,280,939924
Operating Portfolio
85.2%7,6216,635,610871




23                                                                         

Annex 7: Noncontrolling Interests in Consolidated Joint Ventures



Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
BLVD 425$92 $54 $172 $71 
BLVD 401(607)(689)(1,159)(1,247)
Port Imperial Garage South11 (16)(15)(61)
Port Imperial Retail South (5)38 29 63 
Other consolidated joint ventures(34)(23)(65)(49)
Net losses in noncontrolling interests$(543)$(636)$(1,038)$(1,223)
Depreciation in noncontrolling interests737 714 1,458 1,426 
Funds from operations - noncontrolling interest in consolidated joint ventures$194 $78 $420 $203 
Interest expense in noncontrolling interest in consolidated joint ventures784 792 1,572 1,584 
Net operating income before debt service in consolidated joint ventures$978 $870 $1,992 $1,787 




24

Non-GAAP Financial Definitions

NON-GAAP FINANCIAL MEASURES
Included in this financial package are Funds from Operations, or FFO, Core Funds from Operations, or Core FFO, net operating income, or NOI and Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization, or Adjusted EBITDA, and EBIDAre or Earnings Before Interest, Taxes, Depreciation, Amortization and Rent Costs, each a “non-GAAP financial measure,” measuring Veris Residential, Inc.’s historical or future financial performance that is different from measures calculated and presented in accordance with generally accepted accounting principles (“U.S. GAAP”), within the meaning of the applicable Securities and Exchange Commission rules. Veris Residential, Inc. believes these metrics can be a useful measure of its performance which is further defined.

Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (Adjusted "EBITDA")
The Company defines Adjusted EBITDA as Core FFO, plus interest expense, plus income tax expense, plus income (loss) in noncontrolling interest in consolidated joint ventures, and plus adjustments to reflect the entity's share of Adjusted EBITDA of unconsolidated joint ventures. The Company presents Adjusted EBITDA because the Company believes that Adjusted EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of the Company’s ability to incur and service debt. Adjusted EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Blended Net Rental Growth Rate or Blended Lease Rate
Weighted average of the net effective change in rent (inclusive of concessions) for a lease with a new resident or for a renewed lease compared to the rent for the prior lease of the identical apartment unit.
Core FFO and Adjusted FFO ("AFFO")
Core FFO is defined as FFO, as adjusted for certain items to facilitate comparative measurement of the Company's performance over time. Adjusted FFO ("AFFO") is defined as Core FFO less (i) recurring tenant improvements, leasing commissions, and capital expenditures, (ii) straight-line rents and amortization of acquired above/below market leases, net, and (iii) other non-cash income, plus (iv) other non-cash charges. Core FFO and Adjusted AFFO are presented solely as supplemental disclosure that the Company's management believes provides useful information to investors and analysts of its results, after adjusting for certain items to facilitate comparability of its performance from period to period. Core FFO and Adjusted FFO are non-GAAP financial measures that are not intended to represent cash flow and are not indicative of cash flows provided by operating activities as determined in accordance with GAAP. As there is not a generally accepted definition established for Core FFO and Adjusted FFO, the Company's measures of Core FFO may not be comparable to the Core FFO and Adjusted FFO reported by other REITs. A reconciliation of net income per share to Core FFO and Adjusted FFO in dollars and per share are included in the financial tables accompanying this press release.

Earnings Before Interest, Tax, Depreciation, Amortization, and Rent Costs ("EBITDAre")
The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or Nareit, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the Nareit definition, or that interpret the Nareit definition differently than the Company does. The White Paper on EBITDAre approved by the Board of Governors of Nareit in September 2017 defines EBITDAre as net income (loss) (computed in accordance with Generally Accepted Accounting Principles, or GAAP), plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property, plus impairment write-downs of depreciated property and investments in unconsolidated joint ventures, plus adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures. The Company presents EBITDAre, because the Company believes that EBITDAre, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of the Company’s ability to incur and service debt. EBITDAre should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Funds From Operations ("FFO")
FFO is defined as net income (loss) before noncontrolling interests in Operating Partnership, computed in accordance with U.S. GAAP, excluding gains or losses from depreciable rental property transactions (including both acquisitions and dispositions), and impairments related to depreciable rental property, plus real estate-related depreciation and amortization. The Company believes that FFO per share is helpful to investors as one of several measures of the performance of an equity REIT. The Company further believes that as FFO per share excludes the effect of depreciation, gains (or losses) from property transactions and impairments related to depreciable rental property (all of which are based on historical costs which may be of limited relevance in evaluating current performance), FFO per share can facilitate comparison of operating performance between equity REITs.
FFO per share should not be considered as an alternative to net income available to common shareholders per share as an indication of the Company’s performance or to cash flows as a measure of liquidity. FFO per share presented
25            

Non-GAAP Financial Definitions
herein is not necessarily comparable to FFO per share presented by other real estate companies due to the fact that not all real estate companies use the same definition. However, the Company’s FFO per share is comparable to the FFO per share of real estate companies that use the current definition of the National Association of Real Estate Investment Trusts (“Nareit”). A reconciliation of net income per share to FFO per share is included in the financial tables accompanying this press release.
NOI and Same Store NOI
NOI represents total revenues less total operating expenses, as reconciled to net income above. The Company considers NOI to be a meaningful non-GAAP financial measure for making decisions and assessing unlevered performance of its property types and markets, as it relates to total return on assets, as opposed to levered return on equity. As properties are considered for sale and acquisition based on NOI estimates and projections, the Company utilizes this measure to make investment decisions, as well as compare the performance of its assets to those of its peers. NOI should not be considered a substitute for net income, and the Company’s use of NOI may not be comparable to similarly titled measures used by other companies. The Company calculates NOI before any allocations to noncontrolling interests, as those interests do not affect the overall performance of the individual assets being measured and assessed.
Same Store NOI is presented for the same store portfolio, which comprises all properties that were owned by the Company throughout both of the reporting periods.
26            

Company Information



Company Information
Corporate HeadquartersStock Exchange ListingContact Information
Veris Residential, Inc.New York Stock ExchangeVeris Residential, Inc.
210 Hudson St., Suite 400Investor Relations Department
Jersey City, New Jersey 07311Trading Symbol210 Hudson St., Suite 400
(732) 590-1010Common Shares: VREJersey City, New Jersey 07311
Anna Malhari
Chief Operating Officer
E-Mail: amalhari@verisresidential.com
Web: www.verisresidential.com
Executive Officers
Mahbod NiaAmanda LombardTaryn Fielder
Chief Executive OfficerChief Financial OfficerGeneral Counsel and Secretary
Anna MalhariJeff Turkanis
Chief Operating OfficerEVP & Chief Investment Officer
Equity Research Coverage
Bank of America Merrill LynchBTIG, LLCCitigroup
Josh DennerleinThomas CatherwoodNicholas Joseph
Evercore ISIGreen Street Advisors JP Morgan
Steve SakwaJohn PawlowskiAnthony Paolone
Truist
Michael R. Lewis
                                                         27
v3.24.2
Cover
Jul. 24, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 24, 2024
Entity Registrant Name VERIS RESIDENTIAL, INC.
Entity Incorporation, State or Country Code MD
Entity File Number 1-13274
Entity Tax Identification Number 22-3305147
Entity Address, Address Line One Harborside 3, 210 Hudson St.
Entity Address, Address Line Two Ste. 400
Entity Address, City or Town Jersey City
Entity Address, State or Province NJ
Entity Address, Postal Zip Code 7311
City Area Code 732
Local Phone Number 590-1010
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01
Trading Symbol VRE
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000924901

Veris Residential (NYSE:VRE)
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