Equity Commonwealth

Good afternoon, and thanks for joining this call to discuss Equity Commonwealth's progress for the year ended December 31st, 2024, and an update on the win-down process. At this time, all participants are on a listen-only mode. A question and answer session will follow the formal presentation. If you'd like to ask a question, please press star 1 on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you'd like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the key. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. As a reminder, this conference is being recorded. Please be advised that certain matters discussed during this conference call may constitute forward-looking statements within the meaning of the federal security laws. Please refer to the section titled Forward-Looking Statements in the press release issued yesterday, as well as the section titled Risk Factors in the Company's Quarterly Report on Form 10-K. Quarterly reports on Form 10-Q for subsequent quarters and in our definitive proxy statement on Schedule 14-A, filed on October 2, 2024, for discussion of factors that could cause the company's actual results to materially differ from any forward-looking statements. The company assumes no obligation to update or supplement any forward-looking statements made today. The company posts important information on its website at www.eqcre.com, including information that may be material. On the call today are David Helfen, President and CEO, David Weinberg, COO, and Bill Griffiths, CFO. With that, I'll turn the call over to Bill Griffith.

Thanks. Good morning, everyone, or good afternoon, everyone. Thanks for joining us. I'll review the company's progress for the year, as well as provide an update on our wind-down process. We are excited to announce that the sale of 1225 17th Street Plaza in Denver closed this past Tuesday, February 25th. The gross sale price was $132.5 million, and the net purchase price was approximately $124.4 million after credits, primarily for contractual lease costs. With this sale completed, we have successfully executed on the sale of all of the company's real estate assets. Since taking responsibility for EQC in 2014, we have sold over $7.9 billion in assets disposing of 168 properties and three land parcels, totaling 45.8 million square feet for an aggregate gross sales price of $7.2 billion, as well as $704.8 million of common shares of select income REIT. In addition, we have retired 3.4 billion of debt and preferred shares, repurchased 652 million of our common shares, and paid $3.8 billion in distributions to our common shareholders. We also would like to update you on what we've accomplished since our last call in late October. At our November 12th special shareholder meeting, our shareholders approved the plan of sale with 99% of votes cast in favor of the plan. In December, we paid the liquidation preference and retired the Series D preferred shares for $123.3 million. Also in December, we paid our common shareholders an initial liquidating distribution of $19 per share. And finally, we sold our four remaining properties, 1250 H Street in Washington, DC, 206 East 9th Street and Bridgepoint Square in Austin, Texas, and 1225 17th Street Plaza in Denver, Colorado. As a result of our plan of sale, we have adopted liquidation basis of accounting for our 2024 10K in accordance with GAAP. Under this accounting method, assets are recognized at the amount expected to be collected and our estimated expenses, including wind down costs, are accrued in full as of December 31st, 2024. Future quarters financials will outline changes to the estimates in a statement of changes in net assets. As of December 31st, our net assets and liquidation are approximately $179 million, which are estimated based on projected expenses to be incurred during the period required to complete the plan of sale. As a result, we are updating the estimated aggregate shareholder liquidating distribution range from $20 to $21 per common share previously announced in November to an estimated range of $20.55 to $20.70 per common share, inclusive of the $19 per share distribution paid in December. Looking ahead, we anticipate making our final distribution in mid-April. Given the execution on the sale of all of our assets and the reasonable certainty of our remaining liabilities, this will be the last distribution made while we are a public company, and we do not anticipate any future distributions from the liquidating trust. We expect that the company's common shares will be delisted from the New York Stock Exchange the day before the final distribution payment date. Following that payment, We plan to move forward and transfer the remaining assets and liabilities to a Maryland liquidating trust, and the common shares will be converted into beneficial interest units in the trust on a one-for-one basis. Concurrently with the transfer, we expect that the company will be deregistered with the SEC. We expect to qualify as a REIT in 2025 until the transfer to the liquidating trust. We've been focused on executing the wind down process prudently and efficiently. We are proud of the progress to date, particularly with the sales of the four remaining assets over the last few months. We appreciate the support we've received from our shareholders and want to acknowledge the continued hard work and dedication of the EQC team. With that, David, David and I are happy to take your questions.

At this time, we'll be conducting a question and answer session. If you'd like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you'd like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up the handset before pressing the star keys. One moment, please, while we poll for questions. As a reminder, if you'd like to ask a question, please press star 1 on your telephone keypad. One moment while we poll for questions. There are no questions at this time. At this point, I'd like to turn the call back over to management for closing comments.

Thanks again for joining us. This concludes today's conference. You may disconnect your lines at this time, and we thank you for your participation.