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0001873923false00018739232024-08-082024-08-08

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 (Date of earliest event reported): August 8, 2024
ORION OFFICE REIT INC.
(Exact name of Registrant as specified in its charter)
Maryland 001-40873 87-1656425
(State or Other Jurisdiction of Incorporation or Organization)        (Commission File Number) (I.R.S. Employer Identification No.)
2398 E. Camelback Road, Suite 1060
Phoenix, AZ 85016
(Address of principal executive offices, including zip code)
(602) 698-1002
(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:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-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 Securities Exchange Act of 1934:
Title of each class: Trading symbol(s): Name of each exchange on which registered:
Common Stock  $0.001 par value per share ONL New 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 x
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.   ¨



Item 2.02. Results of Operations and Financial Condition.
On August 8, 2024, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its second quarter 2024 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended June 30, 2024, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for 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. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.   Description
99.1  
99.2  
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)




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.
ORION OFFICE REIT INC.
By: /s/ Gavin B. Brandon
Name: Gavin B. Brandon
Title: Chief Financial Officer, Executive Vice President and Treasurer

Date: August 8, 2024


EX-99.1 2 exhibit991orionpressreleas.htm EX-99.1 Document




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Exhibit 99.1






FOR IMMEDIATE RELEASE

Orion Office REIT Inc. Announces Second Quarter 2024 Results

- Completed 470,000 Square Feet of Leasing and an Additional 55,000 Square Feet Subsequent to Quarter End Bringing Total Leasing 2024 Year-to-Date to 633,000 Square Feet and Since Spin to 2.4 Million Square Feet -
- Sold One Vacant Property Bringing Total Properties Sold Since the Spin to 18 and 1.9 Million Square Feet -
- Repaid $9.0 Million in Debt Obligations Bringing Total Since Spin to $158.0 Million -
- Declares Dividend of $0.10 Per Share for Second Quarter 2024 -
- Narrows 2024 Guidance Range on Key Metrics -

Phoenix, AZ, August 8, 2024 -- Orion Office REIT Inc. (NYSE: ONL) (“Orion” or the “Company”), a fully-integrated real estate investment trust (“REIT”) focused on the ownership, acquisition and management of a diversified portfolio of single-tenant net lease office properties located across the U.S., announced today its operating results for the second quarter ended June 30, 2024.
Paul McDowell, Orion’s Chief Executive Officer, commented, “We were pleased with our continued leasing momentum that resulted in the signing of two larger leases or lease renewals during the quarter and one tenant extension option elected subsequent to quarter end, bringing our total to 633,000 square feet of leasing activity executed year-to-date, more than doubling our leasing activity for all of last year. We believe that our low leverage balance sheet coupled with our recently extended credit facility revolver continue to provide the financial flexibility needed to navigate the current environment. With the completion of an additional asset sale this quarter, we also have made strong progress in our ongoing efforts to transform our portfolio with the sale of 18 non-core assets totaling 1.9 million square feet since the spin-off of our shares from Realty Income. We are proud of the substantial progress made to date, which we have achieved while reducing debt and maintaining FFO and Core FFO profitability.”
Second Quarter 2024 Financial and Operating Highlights
•Total revenues of $40.1 million
•Net loss attributable to common stockholders of $(33.8) million, or $(0.60) per share
•Funds from Operations (“FFO”) of $10.9 million, or $0.20 per share
•Core FFO of $14.2 million, or $0.25 per share
•EBITDA of $13.8 million, EBITDAre of $19.5 million and Adjusted EBITDA of $20.5 million
•Net Debt to Annualized Most Recent Quarter Adjusted EBITDA of 5.67x and Net Debt to Annualized Year-to-Date Adjusted EBITDA of 4.92x
Financial Results
During the second quarter 2024, the Company generated total revenues of $40.1 million, as compared to $52.0 million in the same quarter of 2023. The Company’s net loss attributable to common stockholders was $(33.8) million, or $(0.60) per share, during the second quarter of 2024, as compared to $(15.7) million, or $(0.28) per share, reported in the same quarter of 2023. Core FFO for the second quarter of 2024 was $14.2 million, or $0.25 per share, as compared to $26.9 million, or $0.48 per share in the same quarter of 2023.
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Leasing Activity
During the second quarter 2024, the Company entered into the following new leases and lease renewals (square feet in thousands):
Location New Lease or Renewal Square Feet Term Expected Commencement or Previous Expiration New Expected Expiration
Covington, KY Renewal 413 4.0 years July 2024 July 2028
Parsippany, NJ New Lease 56 15.4 years August 2025 December 2040
The Woodlands, TX New Lease 1 2.3 years July 2024 September 2026
Subsequent to quarter end, the tenant at the Company’s approximately 55,000 square foot property in Nashville, Tennessee exercised a 5.0-year renewal option, bringing the previously scheduled lease expiration from September 2025 to September 2030.
Disposition Activity
During the second quarter 2024, the Company closed on one vacant property disposition for 96,000 square feet for a gross sales price of $2.1 million. The Company also has agreements currently in place to sell one Operating Property and six Non-Operating Properties for an aggregate gross sales price of $39.0 million. The Company’s pending sale agreements are subject to a variety of conditions outside of our control, such as the buyer’s satisfactory completion of its due diligence and receipt of governmental approvals, and therefore, we cannot provide any assurance the transactions will close on the agreed upon price or other terms, or at all.
Real Estate Portfolio
As of June 30, 2024, the Company’s real estate portfolio consisted of 69 Operating Properties as well as a 20% ownership interest in the Arch Street Joint Venture, the Company’s Unconsolidated Joint Venture with an affiliate of Arch Street Capital Partners, LLC, comprising six properties. The Company’s Occupancy Rate was 79.7%, with 72.3% of Annualized Base Rent derived from Investment-Grade Tenants, and the portfolio’s Weighted Average Remaining Lease Term was 4.2 years. The Company’s Occupancy Rate was 80.9% adjusted for one Operating Property that is currently under agreement to be sold. Please see “About the Data” below for more information regarding the Company’s Operating Properties.
As of June 30, 2024, the Unconsolidated Joint Venture owned six real estate assets which had an Occupancy Rate of 100%, with 40.4% of Annualized Base Rent derived from Investment-Grade Tenants and a Weighted Average Remaining Lease Term of 5.8 years.
Balance Sheet and Liquidity
As of June 30, 2024, the Company had total debt of $489.3 million, comprising $107.0 million under the Company’s credit facility revolver, $355.0 million under the Company’s securitized mortgage loan (the “CMBS Loan”) and $27.3 million which represents the Company’s pro rata share of mortgage indebtedness of the Unconsolidated Joint Venture. During the second quarter 2024, the Company elected its option to extend the maturity date on the credit facility revolver for an additional 18 months from November 12, 2024 to May 12, 2026. The Unconsolidated Joint Venture mortgage debt is scheduled to mature in November 2024 and includes extension options which may be exercised if applicable conditions are met.
As of June 30, 2024, the Company had $267.9 million of liquidity, comprising $24.9 million cash and cash equivalents, including the Company’s pro rata share of cash from the Unconsolidated Joint Venture, as well as $243.0 million of available capacity on the credit facility revolver.
Dividend
On August 7, 2024, the Company’s Board of Directors declared a quarterly cash dividend of $0.10 per share for the third quarter of 2024, payable on October 15, 2024, to stockholders of record as of September 30, 2024.
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2024 Outlook
The Company is narrowing its 2024 Core FFO and Net Debt to Adjusted EBITDA guidance ranges to reflect greater certainty in its estimates for the remainder of the year. The Company’s 2024 General and Administrative Expenses guidance range is unchanged from last quarter.
Low High
Core FFO per share $0.97 - $1.01
General and Administrative Expenses $19.5 million - $20.5 million
Net Debt to Adjusted EBITDA 6.2x - 6.6x
The Company’s guidance is based on current plans and assumptions and subject to the risks and uncertainties more fully described in the Company’s filings with the SEC. The Company reminds investors that its guidance estimates include assumptions with regard to rent receipts and property operating expense reimbursements, the amount and timing of acquisitions, dispositions, leasing transactions, capital expenditures, interest rate fluctuations and expected borrowings, and other factors. These assumptions are uncertain and difficult to accurately predict and actual results may differ materially from our estimates. See “Forward-Looking Statements” below.
Webcast and Conference Call Information
Orion will host a webcast and conference call to review its financial results at 10:00 a.m. ET on Friday, August 9, 2024. The webcast and call will be hosted by Paul McDowell, Chief Executive Officer and President, and Gavin Brandon, Chief Financial Officer, Executive Vice President and Treasurer. To participate, the webcast can be accessed live by visiting the “Investors” section of Orion’s website at onlreit.com/investors. To join the conference call, callers from the United States and Canada should dial 1-877-407-3982, and international callers should dial 1-201-493-6780, ten minutes prior to the scheduled call time.
Replay Information
A replay of the webcast may be accessed by visiting the “Investors” section of Orion’s website at onlreit.com/investors. The conference call replay will be available after 1:00 p.m. ET on Friday, August 9, 2024 through 11:59 p.m. ET on Friday, August 23, 2024. To access the replay, callers may dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and use passcode, 13745191.
Non-GAAP Financial Measures
To supplement the presentation of the Company’s financial results prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), this press release and the accompanying quarterly supplemental information as of and for the quarter ended June 30, 2024 (the “Supplemental Information Package”) contain certain financial measures that are not prepared in accordance with GAAP, including Funds from Operations (“FFO”), Core Funds from Operations (“Core FFO”), Funds Available for Distribution (“FAD”), Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (“EBITDAre”), and Adjusted EBITDA. Please see the attachments to this press release for how Orion defines these non-GAAP financial measures and a reconciliation to the most directly comparable GAAP measure.
About Orion Office REIT Inc.
Orion Office REIT Inc. is an internally-managed real estate investment trust engaged in the ownership, acquisition and management of a diversified portfolio of office buildings located in high-quality suburban markets across the U.S. and leased primarily on a single-tenant net lease basis to creditworthy tenants. The Company was founded on July 1, 2021, spun-off from Realty Income (NYSE: O) on November 12, 2021 and began trading on the New York Stock Exchange on November 15, 2021. The Company is headquartered in Phoenix, Arizona and has an office in New York, New York. For additional information on the Company and its properties, please visit onlreit.com.
Investor Relations:
Email: investors@onlreit.com
Phone: 602-675-0338

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About the Data
This data and other information described herein are as of and for the three and six months ended June 30, 2024, unless otherwise indicated. Future performance may not be consistent with past performance and is subject to change and inherent risks and uncertainties. This information should be read in conjunction with the consolidated and combined financial statements and the Management's Discussion and Analysis of Financial Condition and Results of Operations sections contained in Orion Office REIT Inc.'s (the "Company," "Orion," "us," "our" and "we") Quarterly Reports on Form 10-Q for the periods ended June 30, 2024 and March 31, 2024 and the Annual Report on Form 10-K for the year ended December 31, 2023.
As of June 30, 2024, we commenced classifying certain of our properties which are being repositioned, redeveloped, developed or held for sale, as Non-Operating Properties rather than Operating Properties. We believe separately classifying Non-Operating Properties from Operating Properties provides better transparency into our portfolio and is therefore a more useful presentation to investors. See the section “Non-Operating Properties” below and the definitions of Operating Properties and Non-Operating Properties in the “Definitions” section below.
During the quarter ended June 30, 2024, we completed a parcel split of the property located in Amherst, NY, which included two buildings. As a result of the split, the two parcels and respective buildings on the parcels are being reported as two separate Operating Properties.

Definitions
Annualized Base Rent is the monthly aggregate cash amount charged to tenants under our leases (including monthly base rent receivables and certain fixed contractually obligated reimbursements by our tenants), as of the final date of the applicable period, multiplied by 12, including the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture. Annualized Base Rent is not indicative of future performance.
CPI refers to a lease in which base rent is adjusted based on changes in a consumer price index.
Credit Rating of a tenant refers to the Standard & Poor's or Moody's credit rating and such rating also may reflect the rating assigned by Standard & Poor's or Moody's to the lease guarantor or the parent company as applicable.
Double Net Lease ("NN") is a lease under which the tenant agrees to pay all operating expenses associated with the property (e.g., real estate taxes, insurance, maintenance), but excludes some or all major repairs (e.g., roof, structure, parking lot, in each case, as further defined in the applicable lease).
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") and Adjusted EBITDA
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. ("Nareit"), an industry trade group, has promulgated a supplemental performance measure known as Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate. Nareit defines EBITDAre as net income (loss) computed in accordance with GAAP, adjusted for interest expense, income tax expense (benefit), depreciation and amortization, impairment write-downs on real estate, gains or losses from disposition of property and our pro rata share of EBITDAre adjustments related to the Unconsolidated Joint Venture. We calculated EBITDAre in accordance with Nareit's definition described above.
In addition to EBITDAre, we use Adjusted EBITDA as a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. Adjusted EBITDA, as defined by the Company, represents EBITDAre, modified to exclude non-routine items such as transaction related expenses and spin related expenses. We also exclude certain non-cash items such as impairments of intangible and right of use assets, gains or losses on derivatives, gains or losses on the extinguishment or forgiveness of debt, amortization of intangibles, above-market lease assets and deferred lease incentives, net of amortization of below-market lease liabilities and our pro rata share of Adjusted EBITDA adjustments related to the Unconsolidated Joint Venture. Management believes that excluding these costs from EBITDAre provides investors with supplemental performance information that is consistent with the performance models and analysis used by management, and provides investors a view of the performance of our portfolio over time. Therefore, EBITDAre and Adjusted EBITDA should not be considered as an alternative to net income (loss), as determined under GAAP. The Company uses Adjusted EBITDA as one measure of its operating performance when formulating corporate goals and evaluating the effectiveness of the Company's strategies. EBITDAre and Adjusted EBITDA may not be comparable to similarly titled measures of other companies.
Enterprise Value equals the sum of the Implied Equity Market Capitalization and Net Debt, in each case, as of an applicable date.
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Fixed Charge Coverage Ratio is (a) Adjusted EBITDA divided by (b) the sum of (i) Interest Expense, excluding non-cash amortization and (ii) secured debt principal amortization on Adjusted Principal Outstanding. Management believes that Fixed Charge Coverage Ratio is a useful supplemental measure of our ability to satisfy fixed financing obligations.
Fixed Dollar or Percent Increase refers to a lease that requires contractual rent increases during the term of the lease agreement. A Fixed Dollar or Percent Increase lease may include a period of free rent at the beginning or end of the lease.
Flat refers to a lease that requires equal rent payments, with no contractual increases, throughout the term of the lease agreement. A Flat lease may include a period of free rent at the beginning or end of the lease.
Funds Available for Distribution ("FAD")
Funds available for distribution, as defined by the Company, represents Core FFO, as defined below, modified to exclude capital expenditures and leasing costs, as well as certain non-cash items such as amortization of above market leases, net of amortization of below market lease liabilities, straight-line rental revenue, amortization of the Unconsolidated Joint Venture basis difference and our pro rata share of FAD adjustments related to the Unconsolidated Joint Venture. Management believes that adjusting these items from Core FFO provides investors with supplemental performance information that is consistent with the performance models and analysis used by management and provides useful information regarding the Company's ability to fund its dividend.
However, not all REITs calculate FAD and those that do may not calculate FAD the same way, so comparisons with other REITs may not be meaningful. FAD should not be considered as an alternative to net income (loss) or cash flow provided by (used in) operating activities as determined under GAAP.
Nareit Funds from Operations ("Nareit FFO" or "FFO") and Core Funds from Operations ("Core FFO")
Due to certain unique operating characteristics of real estate companies, as discussed below, Nareit has promulgated a supplemental performance measure known as FFO, which we believe to be an appropriate supplemental performance measure to reflect the operating performance of the Company. FFO is not equivalent to our net income (loss) as determined under GAAP.
Nareit defines FFO as net income (loss) computed in accordance with GAAP adjusted for gains or losses from disposition of real estate assets, depreciation and amortization of real estate assets, impairment write-downs on real estate, and our pro rata share of FFO adjustments related to the Unconsolidated Joint Venture. We calculate FFO in accordance with Nareit's definition described above.
In addition to FFO, we use Core FFO as a non-GAAP supplemental financial performance measure to evaluate the operating performance of the Company. Core FFO, as defined by the Company, excludes from FFO items that we believe do not reflect the ongoing operating performance of our business such as transaction related expenses, spin related expenses, amortization of deferred lease incentives, amortization of deferred financing costs, equity-based compensation, amortization of premiums and discounts on debt, net and gains or losses on extinguishment of swaps and/or debt, and our pro rata share of Core FFO adjustments related to the Unconsolidated Joint Venture.
We believe that FFO and Core FFO allow for a comparison of the performance of our operations with other publicly-traded REITs, as FFO and Core FFO, or a substantially similar measure, are routinely reported by publicly-traded REITs, each adjust for items that we believe do not reflect the ongoing operating performance of our business and we believe are often used by analysts and investors for comparison purposes.
For all of these reasons, we believe FFO and Core FFO, in addition to net income (loss), as determined under GAAP, are helpful supplemental performance measures and useful in understanding the various ways in which our management evaluates the performance of the Company over time. However, not all REITs calculate FFO and Core FFO the same way, so comparisons with other REITs may not be meaningful. FFO and Core FFO should not be considered as alternatives to net income (loss) and are not intended to be used as a liquidity measure indicative of cash flow available to fund our cash needs. Neither the SEC, Nareit, nor any other regulatory body has evaluated the acceptability of the exclusions used to adjust FFO in order to calculate Core FFO and its use as a non-GAAP financial performance measure.
GAAP is an abbreviation for generally accepted accounting principles in the United States.
Gross Lease is a lease under which the landlord is responsible for all expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs).
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Gross Real Estate Investments represent total gross real estate and related assets of Operating Properties and the Company's pro rata share of such amounts related to properties owned by the Unconsolidated Joint Venture, net of gross intangible lease liabilities. As of June 30, 2024, the Company has revised its definition of Operating Properties to exclude Non-Operating Properties. This change in definition has also been applied retrospectively to the calculation of Gross Real Estate Investments for comparison purposes. Gross Real Estate Investments should not be considered as an alternative to the Company's real estate investments balance as determined under GAAP or any other GAAP financial measures and should only be considered together with, and as a supplement to, the Company's financial information prepared in accordance with GAAP.
GSA CPI refers to a General Services Administration ("GSA") lease that includes a contractually obligated operating cost component of rent which is adjusted annually based on changes in a consumer price index.
Implied Equity Market Capitalization equals shares of common stock outstanding as of an applicable date, multiplied by the closing sale price of the Company's stock as reported on the New York Stock Exchange on such date.
Industry is derived from the Global Industry Classification Standard ("GICS") Methodology that was developed by Morgan Stanley Capital International ("MSCI") in collaboration with S&P Dow Jones Indices to establish a global, accurate, complete and widely accepted approach to defining industries and classifying securities by industry.
Interest Coverage Ratio equals Adjusted EBITDA divided by Interest Expense, excluding non-cash amortization. Management believes that Interest Coverage Ratio is a useful supplemental measure of our ability to service our debt obligations.
Interest Expense, excluding non-cash amortization is a non-GAAP measure that represents interest expense incurred on the outstanding principal balance of our debt and the Company's pro rata share of the Unconsolidated Joint Venture's interest expense incurred on its outstanding principal balance. This measure excludes the amortization of deferred financing costs, premiums and discounts, which is included in interest expense in accordance with GAAP. Interest Expense, excluding non-cash amortization should not be considered as an alternative to the Company's interest expense as determined under GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to the Company's financial information prepared in accordance with GAAP.
Investment-Grade Tenants are those with a Credit Rating of BBB- or higher from Standard & Poor’s or a Credit Rating of Baa3 or higher from Moody’s. The ratings may reflect those assigned by Standard & Poor’s or Moody’s to the lease guarantor or the parent company, as applicable.
Leased Rate equals the sum of Leased Square Feet divided by Rentable Square Feet and includes the Company’s pro rata share of such amounts related to the Unconsolidated Joint Venture, in each case, as of an applicable date.
Leased Square Feet is Rentable Square Feet leased for which revenue recognition has commenced in accordance with GAAP and signed leases for vacant space with future commencement dates and includes such amounts related to the Unconsolidated Joint Venture.
Modified Gross Lease is a lease under which the landlord is responsible for most expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs), but passes through some operating expenses to the tenant.
Month-to-Month refers to a lease that is outside of the contractual lease expiration, but the tenant has not vacated and continues to pay rent which may also include holdover rent if applicable.
Net Debt, Principal Outstanding and Adjusted Principal Outstanding 
Principal Outstanding is a non-GAAP measure that represents the Company's outstanding principal debt balance, excluding certain GAAP adjustments, such as premiums and discounts, financing and issuance costs, and related accumulated amortization. Adjusted Principal Outstanding includes the Company's pro rata share of the Unconsolidated Joint Venture's outstanding principal debt balance. We believe that the presentation of Principal Outstanding and Adjusted Principal Outstanding, which show our contractual debt obligations, provides useful information to investors to assess our overall financial flexibility, capital structure and leverage. Principal Outstanding and Adjusted Principal Outstanding should not be considered as alternatives to the Company's consolidated debt balance as determined under GAAP or any other GAAP financial measures and should only be considered together with, and as a supplement to, the Company's financial information prepared in accordance with GAAP.
Net Debt is a non-GAAP measure used to show the Company's Adjusted Principal Outstanding, less all cash and cash equivalents and the Company's pro rata share of the Unconsolidated Joint Venture's cash and cash equivalents, and less cash deposited with the credit facility lenders that was, in accordance with the terms of the credit facility revolver, used to prepay borrowings upon expiration or termination of the Company’s interest rate swap agreements.
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We believe that the presentation of Net Debt provides useful information to investors because our management reviews Net Debt as part of its management of our overall liquidity, financial flexibility, capital structure and leverage.
Net Debt Leverage Ratio equals Net Debt divided by Gross Real Estate Investments. The Net Debt Leverage Ratio for certain prior periods has been updated to reflect the Company’s revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.
Net Operating Income ("NOI") and Cash NOI
NOI is a non-GAAP performance measure used to evaluate the operating performance of a real estate company. NOI represents total revenues less property operating expenses and excludes fee revenue earned for services to the Unconsolidated Joint Venture, impairment, depreciation and amortization, general and administrative expenses, transaction related expenses and spin related expenses. Cash NOI excludes the impact of certain GAAP adjustments included in rental revenue, such as straight-line rental revenue, amortization of above-market intangible lease assets and below-market lease intangible liabilities, and amortization of deferred lease incentives. Cash NOI includes the pro rata share of such amounts from properties owned by the Unconsolidated Joint Venture. It is management's view that NOI and Cash NOI provide investors relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. NOI and Cash NOI should not be considered as an alternative to operating income in accordance with GAAP. Further, NOI and Cash NOI may not be comparable to similarly titled measures of other companies.
Non-Operating Properties refers to all properties owned and consolidated by the Company as of the applicable date which have been excluded from Operating Properties due to the properties being repositioned, redeveloped, developed or held for sale.
Occupancy Rate equals the sum of Occupied Square Feet divided by Rentable Square Feet and includes the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture, in each case, as of an applicable date.
Occupied Square Feet is Rentable Square Feet leased for which revenue recognition has commenced in accordance with GAAP and includes such amounts related to the Unconsolidated Joint Venture.
Operating Properties refers to all properties owned and consolidated by the Company as of the applicable date, excluding Non-Operating Properties.
Property Operating Expense includes reimbursable and non-reimbursable costs to operate a property, including real estate taxes, utilities, insurance, repairs, maintenance, legal, property management fees, etc.
Rentable Square Feet is leasable square feet of Operating Properties and the Company's pro rata share of leasable square feet of properties owned by the Unconsolidated Joint Venture.
Triple Net Lease ("NNN") is a lease under which the tenant agrees to pay all expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs in accordance with the lease terms).
Unconsolidated Joint Venture means the Company's investment in the unconsolidated joint venture with an affiliate of Arch Street Capital Partners, LLC.
Unencumbered Asset Ratio equals Unencumbered Gross Real Estate Investments divided by Gross Real Estate Investments. Management believes that Unencumbered Asset Ratio is a useful supplemental measure of our overall liquidity and leverage. The Unencumbered Asset Ratio for certain prior periods has been updated to reflect the Company’s revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.
Unencumbered Gross Real Estate Investments equals Gross Real Estate Investments, excluding Gross Real Estate Investments related to properties serving as collateral for the Company's CMBS Loan and the Company's pro rata share of properties owned by the Unconsolidated Joint Venture that are pledged as collateral under mortgage debt. Unencumbered Gross Real Estate Investments includes otherwise unencumbered properties which are part of the unencumbered property pool under our credit facility and therefore generally are not available to simultaneously serve as collateral under other borrowings. Unencumbered Gross Real Estate Investments for certain prior periods has been updated to reflect the Company’s revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.
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Weighted Average Remaining Lease Term is the number of years remaining on each respective lease as of the applicable date, weighted based on Annualized Base Rent and includes the years remaining on each of the respective leases of the Unconsolidated Joint Venture, weighted based on the Company's pro rata share of Annualized Base Rent related to the Unconsolidated Joint Venture.
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Forward-Looking Statements
Information set forth in this press release includes “forward-looking statements” which reflect the Company's expectations and projections regarding future events and plans, future financial condition, results of operations, liquidity and business, including leasing and occupancy, acquisitions, dispositions, rent receipts, expected borrowings and financing costs and the payment of future dividends. Generally, the words "anticipates," "assumes," "believes," "continues," "could," "estimates," "expects," "goals," "intends," "may," "plans," "projects," "seeks," "should," "targets," "will," "guidance," variations of such words and similar expressions identify forward-looking statements. These forward-looking statements are based on information currently available to the Company and involve a number of known and unknown assumptions and risks, uncertainties and other factors, which may be difficult to predict and beyond the Company's control, that could cause actual events and plans or could cause the Company's business, 2024 financial outlook, financial condition, liquidity and results of operations to differ materially from those expressed or implied in the forward-looking statements. Further, information regarding historical rent collections should not serve as an indication of future rent collections.
The following factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements:
•the risk of rising interest rates, including that our borrowing costs may increase and we may be unable to extend or refinance our debt obligations on favorable terms and in a timely manner, or at all;
•the risk of inflation, including that our operating costs, such as insurance premiums, utilities, real estate taxes, capital expenditures and repair and maintenance costs, may rise;
•conditions associated with the global market, including an oversupply of office space, tenant credit risk and general economic conditions and geopolitical conditions;
•the extent to which changes in workplace practices and office space utilization, including remote and hybrid work arrangements, will continue and the impact that may have on demand for office space at our properties;
•our ability to acquire new properties and sell non-core assets on favorable terms and in a timely manner, or at all;
•our ability to comply with the terms of our credit agreements or to meet the debt obligations on our properties;
•our ability to access the capital markets to raise additional equity or refinance maturing debt on favorable terms and in a timely manner, or at all;
•changes in the real estate industry and in performance of the financial markets and interest rates and our ability to effectively hedge against interest rate changes;
•the risk of tenants defaulting on their lease obligations, which is heightened due to our focus on single-tenant properties;
•our ability to renew leases with existing tenants or re-let vacant space to new tenants on favorable terms and in a timely manner, or at all;
•the cost of rent concessions, tenant improvement allowances and leasing commissions;
•the potential for termination of existing leases pursuant to tenant termination rights;
•the amount, growth and relative inelasticity of our expenses;
•risks associated with the ownership and development of real property;
•risks accompanying our investment in and the management of OAP/VER Venture, LLC (the “Arch Street Joint Venture”), our unconsolidated joint venture, in which we hold a non-controlling ownership interest, including that the unconsolidated joint venture may be unable to satisfy the extension conditions or otherwise extend or refinance its outstanding mortgage debt on or prior to maturity;
•our ability to close pending real estate transactions, which may be subject to conditions that are outside of our control;
•our ability to accurately forecast the payment of future dividends on our common stock, and the amount of such dividends;
•risks associated with acquisitions, including the risk that we may not be in a position, or have the opportunity in the future, to make suitable property acquisitions on advantageous terms and/or that such acquisitions will fail to perform as expected;
•risks associated with the fact that we have a limited operating history and our future performance is difficult to predict;
•our properties may be subject to impairment charges;
•risks resulting from losses in excess of insured limits or uninsured losses;
•risks associated with the potential volatility of our common stock; and
•the risk that we may fail to maintain our income tax qualification as a real estate investment trust.
Additional factors that may affect future results are contained in the Company's filings with the SEC, which are available at the SEC’s website at www.sec.gov.
9


The Company disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of changes in underlying assumptions or factors, new information, future events or otherwise, except as required by law.
10


ORION OFFICE REIT INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)

(Unaudited)
June 30, 2024 December 31, 2023
Assets
Real estate investments, at cost:
Land $ 222,730  $ 223,264 
Buildings, fixtures and improvements 1,060,726  1,097,132 
Total real estate investments, at cost 1,283,456  1,320,396 
Less: accumulated depreciation 172,476  158,791 
Total real estate investments, net 1,110,980  1,161,605 
Accounts receivable, net 23,122  24,663 
Intangible lease assets, net 97,977  126,364 
Cash and cash equivalents 24,224  22,473 
Other assets, net 83,550  88,828 
Total assets $ 1,339,853  $ 1,423,933 
Liabilities and Equity
Mortgages payable, net $ 353,200  $ 352,856 
Credit facility revolver 107,000  116,000 
Accounts payable and accrued expenses 26,941  30,479 
Below-market lease liabilities, net 5,536  8,074 
Distributions payable 5,595  5,578 
Other liabilities, net 24,090  23,943 
Total liabilities 522,362  536,930 
Common stock 56  56 
Additional paid-in capital 1,146,199  1,144,636 
Accumulated other comprehensive loss (14) (264)
Accumulated deficit (330,136) (258,805)
Total stockholders' equity 816,105  885,623 
Non-controlling interest 1,386  1,380 
Total equity 817,491  887,003 
Total liabilities and equity $ 1,339,853  $ 1,423,933 
11


ORION OFFICE REIT INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except for per share data) (Unaudited)

Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Revenues:
Rental $ 39,923  $ 51,824  $ 86,918  $ 101,814 
Fee income from unconsolidated joint venture 201  200  403  400 
Total revenues 40,124  52,024  87,321  102,214 
Operating expenses:
Property operating 15,757  15,487  31,756  30,831 
General and administrative 4,544  4,565  9,493  8,874 
Depreciation and amortization 38,614  27,877  63,118  56,043 
Impairments 5,680  11,819  25,365  15,573 
Transaction related 167  150  277  255 
Total operating expenses 64,762  59,898  130,009  111,576 
Other (expenses) income:
Interest expense, net (8,058) (7,222) (16,204) (14,361)
Loss on extinguishment of debt, net (1,078) (504) (1,078) (504)
Other income, net 209  165  372  201 
Equity in loss of unconsolidated joint venture, net (163) (95) (279) (218)
Total other (expenses) income, net (9,090) (7,656) (17,189) (14,882)
Loss before taxes (33,728) (15,530) (59,877) (24,244)
Provision for income taxes (73) (185) (150) (345)
Net loss (33,801) (15,715) (60,027) (24,589)
Net income attributable to non-controlling interest —  (15) (6) (26)
Net loss attributable to common stockholders $ (33,801) $ (15,730) $ (60,033) $ (24,615)
Weighted-average shares outstanding - basic and diluted 55,910  56,680  55,857  56,661 
Basic and diluted net loss per share attributable to common stockholders $ (0.60) $ (0.28) $ (1.07) $ (0.43)


12


ORION OFFICE REIT INC.
FFO, CORE FFO AND FAD
(In thousands, except for per share data) (Unaudited)

Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Net loss attributable to common stockholders $ (33,801) $ (15,730) $ (60,033) $ (24,615)
Adjustments:
Depreciation and amortization of real estate assets 38,582  27,852  63,054  55,994 
Impairment of real estate 5,680  11,819  25,365  15,573 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 464  463  928  925 
FFO attributable to common stockholders $ 10,925  $ 24,404  $ 29,314  $ 47,877 
Transaction related 167  150  277  255 
Amortization of deferred financing costs 914  1,060  1,838  2,108 
Amortization of deferred lease incentives, net 124  99  247  201 
Equity-based compensation 935  689  1,725  1,215 
Loss on extinguishment of debt, net 1,078  504  1,078  504 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 28  29  57  58 
Core FFO attributable to common stockholders $ 14,171  $ 26,935  $ 34,536  $ 52,218 
Amortization of above and below market leases, net (429) (274) (966) (489)
Straight-line rental revenue 240  (2,275) (309) (4,959)
Unconsolidated Joint Venture basis difference amortization 113  114  227  247 
Capital expenditures and leasing costs (6,319) (2,172) (9,764) (5,510)
Other adjustments, net 74  74  182  205 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable (22) (41) (43) (81)
FAD attributable to common stockholders $ 7,828  $ 22,361  $ 23,863  $ 41,631 
Weighted-average shares outstanding - basic 55,910  56,680  55,857  56,661 
Effect of weighted-average dilutive securities (1)
99  11  37  12 
Weighted-average shares outstanding - diluted 56,009  56,691  55,894  56,673 
FFO attributable to common stockholders per diluted share $ 0.20  $ 0.43  $ 0.52  $ 0.84 
Core FFO attributable to common stockholders per diluted share $ 0.25  $ 0.48  $ 0.62  $ 0.92 
FAD attributable to common stockholders per diluted share $ 0.14  $ 0.39  $ 0.43  $ 0.73 
____________________________________
(1)Dilutive securities include unvested restricted stock units net of assumed repurchases in accordance with the treasury stock method and exclude performance-based restricted stock units for which the performance thresholds have not been met by the end of the applicable reporting period. Such dilutive securities are not included when calculating net loss per diluted share applicable to the Company for the three and six months ended June 30, 2024 and 2023, as the effect would be antidilutive.

13


ORION OFFICE REIT INC.
EBITDA, EBITDAre AND ADJUSTED EBITDA
(In thousands) (Unaudited)

Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
 Net loss attributable to common stockholders $ (33,801) $ (15,730) $ (60,033) $ (24,615)
 Adjustments:
Interest expense 8,058  7,222  16,204  14,361 
Depreciation and amortization 38,614  27,877  63,118  56,043 
Provision for income taxes 73  185  150  345 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 902  861  1,762  1,715 
 EBITDA $ 13,846  $ 20,415  $ 21,201  $ 47,849 
Impairment of real estate 5,680  11,819  25,365  15,573 
EBITDAre $ 19,526  $ 32,234  $ 46,566  $ 63,422 
Transaction related 167  150  277  255 
Amortization of above and below market leases, net (429) (274) (966) (489)
Amortization of deferred lease incentives, net 124  100  247  201 
Loss on extinguishment and forgiveness of debt, net 1,078  504  1,078  504 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable (8) (8) (15) (15)
Adjusted EBITDA $ 20,458  $ 32,706  $ 47,187  $ 63,878 

14


ORION OFFICE REIT INC.
FINANCIAL AND OPERATIONS STATISTICS AND RATIOS
(Dollars in thousands) (Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Interest expense - as reported $ 8,058  $ 7,222  $ 16,204  $ 14,361 
Adjustments:
Amortization of deferred financing costs and other non-cash charges (914) (1,059) (1,838) (2,108)
Proportionate share of Unconsolidated Joint Venture Interest Expense, excluding non-cash amortization
409  366  775  729 
Interest Expense, excluding non-cash amortization $ 7,553  $ 6,529  $ 15,141  $ 12,982 

Three Months Ended June 30, Six Months Ended June 30,
Interest Coverage Ratio 2024 2023 2024 2023
Interest Expense, excluding non-cash amortization (1)
$ 7,553 $ 6,529 $ 15,141 $ 12,982
Adjusted EBITDA (2)
20,458 32,706 47,187 63,878
Interest Coverage Ratio 2.71x 5.01x 3.12x 4.92x
Fixed Charge Coverage Ratio
Interest Expense, excluding non-cash amortization (1)
$ 7,553 $ 6,529 $ 15,141 $ 12,982
Secured debt principal amortization
Proportionate share of Unconsolidated Joint Venture adjustments for secured debt principal amortization
46 46
Total fixed charges 7,599 6,529 15,187 12,982
Adjusted EBITDA (2)
20,458 32,706 47,187 63,878
Fixed Charge Coverage Ratio 2.69x 5.01x 3.11x 4.92x
____________________________________
(1)Refer to the Statement of Operations for interest expense calculated in accordance with GAAP and to the Supplemental Information Package for the required reconciliation to the most directly comparable GAAP financial measure.
(2)Refer to the Statement of Operations for net income calculated in accordance with GAAP and to the EBITDA, EBITDAre and Adjusted EBITDA section above for the required reconciliation to the most directly comparable GAAP financial measure.


Net Debt June 30, 2024 December 31, 2023
Mortgages payable, net $ 353,200  $ 352,856 
Credit facility revolver 107,000  116,000 
Total debt - as reported 460,200  468,856 
Deferred financing costs, net 1,800  2,144 
Principal Outstanding 462,000  471,000 
Proportionate share of Unconsolidated Joint Venture Principal Outstanding
27,286  27,332 
Adjusted Principal Outstanding 489,286  498,332 
Cash and cash equivalents (24,224) (22,473)
Proportionate share of Unconsolidated Joint Venture cash and cash equivalents
(720) (650)
Net Debt $ 464,342  $ 475,209 
15


ORION OFFICE REIT INC.
FINANCIAL AND OPERATIONS STATISTICS AND RATIOS
(Dollars in thousands) (Unaudited)
June 30, 2024 December 31, 2023
Total real estate investments, at cost - as reported $ 1,283,456  $ 1,320,396 
Adjustments:
Gross intangible lease assets 307,744  333,658 
Gross intangible lease liabilities (29,779) (31,250)
Non-Operating Properties total real estate investments, at cost (1)
(11,113) — 
Proportionate share of Unconsolidated Joint Venture Gross Real Estate Investments
45,552  45,548 
Gross Real Estate Investments (1)
$ 1,595,860  $ 1,668,352 


June 30, 2024 December 31, 2023
Net Debt Ratios
Net Debt (2)
$ 464,342 $ 475,209
Annualized Most Recent Quarter Adjusted EBITDA 81,832 98,588
Net Debt to Annualized Quarter-to-Date Adjusted EBITDA Ratio 5.67x 4.82x
Net Debt (2)
$ 464,342 $ 475,209
Annualized Year-to-Date Adjusted EBITDA (3)
94,374 118,542
Net Debt to Annualized Year-to-Date Adjusted EBITDA Ratio (3)
4.92x 4.01x
Net Debt (2)
$ 464,342 $ 475,209
Gross Real Estate Investments (1) (2)
1,595,860 1,668,352
Net Debt Leverage Ratio 29.1  % 28.5  %
Unencumbered Assets/Real Estate Assets
Unencumbered Gross Real Estate Investments $ 983,429 $ 1,060,660
Gross Real Estate Investments (1) (2)
1,595,860 1,668,352
Unencumbered Asset Ratio 61.6  % 63.6  %
____________________________________
(1)As of June 30, 2024, the Company has revised its definition of Operating Properties to exclude Non-Operating Properties. This change in definition has also been applied retrospectively to the calculation of Gross Real Estate Investments for comparison purposes.
(2)Refer to the Balance Sheets for total debt and real estate investments, at cost calculated in accordance with GAAP and to the table above for the required reconciliation to the most directly comparable GAAP financial measure. The Company's otherwise unencumbered properties are part of the unencumbered property pool under the related loan agreements and therefore, generally are not available to simultaneously serve as collateral under other borrowings.
(3)Year-to-date Adjusted EBITDA for December 31, 2023 has not been annualized for the purpose of this calculation.
16


ORION OFFICE REIT INC.
CORE FUNDS FROM OPERATIONS PER DILUTED SHARE - 2024 GUIDANCE
(Unaudited)

The Company expects its 2024 Core FFO per diluted share to be in a range between $0.97 and $1.01. This guidance assumes:
• General & Administrative Expenses: $19.5 million to $20.5 million
• Net Debt to Adjusted EBITDA: 6.2x to 6.6x

The estimated net income per diluted share is not a projection and is provided solely to satisfy the disclosure requirements of the U.S. Securities and Exchange Commission.
The Company does not provide a reconciliation of Net Debt to Adjusted EBITDA guidance to the most directly comparable GAAP measure, due to the inherent difficulty and uncertainty in quantifying certain adjustments principally related to the Company’s investment in the unconsolidated joint venture.
Low High
Diluted net loss per share attributable to common stockholders $ (1.07) $ (1.03)
Depreciation and amortization of real estate assets
1.84  1.84 
Proportionate share of adjustments for Unconsolidated Joint Venture 0.03  0.03 
FFO attributable to common stockholders per diluted share 0.80  0.84 
Adjustments (1)
0.17  0.17 
Core FFO attributable to common stockholders per diluted share $ 0.97  $ 1.01 
____________________________________
(1)Includes transaction related expenses, amortization of deferred lease incentives, amortization of deferred financing costs, equity-based compensation, and our proportionate share of such adjustments for the Unconsolidated Joint Venture.

17
EX-99.2 3 exhibit992orionsupplementa.htm EX-99.2 Document
Exhibit 99.2                                                
orion_supplemental-coverx2.jpg



Q2 2024 SUPPLEMENTAL INFORMATION
Orion Supplemental Information
June 30, 2024

Section Page
About the Data
Forward-Looking Statements
Company Overview
Balance Sheets
Statements of Operations
Funds From Operations (FFO), Core FFO and Funds Available for Distribution (FAD)
EBITDA, EBITDAre and Adjusted EBITDA
Capital Structure
Debt Detail
Ratio Analysis
Credit Facility Revolver Covenants
Net Operating Income (NOI) and Cash NOI
Leasing Activity
Vacant Property Operating Expenses
Dispositions
Diversification Statistics: Real Estate Portfolio
Tenants Comprising Over 1% of Annualized Base Rent
Tenant Industry Diversification
Lease Expirations
Lease Summary
Operating Property Geographic Diversification
Operating Property Type
Full Portfolio
Non-Operating Properties
Unconsolidated Joint Venture Investment Summary
Definitions



Orion Office REIT Inc. | WWW.ONLREIT.COM | 2



Q2 2024 SUPPLEMENTAL INFORMATION
About the Data
This data and other information described herein are as of and for the quarter ended June 30, 2024, unless otherwise indicated. Future performance may not be consistent with past performance and is subject to change and inherent risks and uncertainties. This information should be read in conjunction with the consolidated and combined financial statements and the Management's Discussion and Analysis of Financial Condition and Results of Operations sections contained in Orion Office REIT Inc.'s (the "Company," "Orion," "us," "our" and "we") Quarterly Reports on Form 10-Q for the periods ended June 30, 2024 and March 31, 2024 and the Annual Report on Form 10-K for the year ended December 31, 2023.
As of June 30, 2024, we commenced classifying certain of our properties which are being repositioned, redeveloped, developed or held for sale, as Non-Operating Properties rather than Operating Properties. We believe separately classifying Non-Operating Properties from Operating Properties provides better transparency into our portfolio and is therefore a more useful presentation to investors. See the section “Non-Operating Properties” below and the definitions of Operating Properties and Non-Operating Properties in the “Definitions” section.
During the quarter ended June 30, 2024, we completed a parcel split of the property located in Amherst, NY, which included two buildings. As a result of the split, the two parcels and respective buildings on the parcels are being reported as two separate Operating Properties.



Orion Office REIT Inc. | WWW.ONLREIT.COM | 3



Q2 2024 SUPPLEMENTAL INFORMATION
Forward-Looking Statements
Information set forth herein includes “forward-looking statements” which reflect the Company's expectations and projections regarding future events and plans, future financial condition, results of operations, liquidity and business, including leasing and occupancy, acquisitions, dispositions, rent receipts, expected borrowings and financing costs and the payment of future dividends. Generally, the words "anticipates," "assumes," "believes," "continues," "could," "estimates," "expects," "goals," "intends," "may," "plans," "projects," "seeks," "should," "targets," "will," "guidance," variations of such words and similar expressions identify forward-looking statements. These forward-looking statements are based on information currently available to the Company and involve a number of known and unknown assumptions and risks, uncertainties and other factors, which may be difficult to predict and beyond the Company's control, that could cause actual events and plans or could cause the Company's business, financial condition, liquidity and results of operations to differ materially from those expressed or implied in the forward-looking statements. Further, information regarding historical rent collections should not serve as an indication of future rent collections.
The following factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements:
•the risk of rising interest rates, including that our borrowing costs may increase and we may be unable to extend or refinance our debt obligations on favorable terms and in a timely manner, or at all;
•the risk of inflation, including that our operating costs, such as insurance premiums, utilities, real estate taxes, capital expenditures and repair and maintenance costs, may rise;
•conditions associated with the global market, including an oversupply of office space, tenant credit risk and general economic conditions and geopolitical conditions;
•the extent to which changes in workplace practices and office space utilization, including remote and hybrid work arrangements, will continue and the impact that may have on demand for office space at our properties;
•our ability to acquire new properties and sell non-core assets on favorable terms and in a timely manner, or at all;
•our ability to comply with the terms of our credit agreements or to meet the debt obligations on our properties;
•our ability to access the capital markets to raise additional equity or refinance maturing debt on favorable terms and in a timely manner, or at all;
•changes in the real estate industry and in performance of the financial markets and interest rates and our ability to effectively hedge against interest rate changes;
•the risk of tenants defaulting on their lease obligations, which is heightened due to our focus on single-tenant properties;
•our ability to renew leases with existing tenants or re-let vacant space to new tenants on favorable terms and in a timely manner, or at all;
•the cost of rent concessions, tenant improvement allowances and leasing commissions;
•the potential for termination of existing leases pursuant to tenant termination rights;
•the amount, growth and relative inelasticity of our expenses;
•risks associated with the ownership and development of real property;
•risks accompanying our investment in and the management of OAP/VER Venture, LLC, our unconsolidated joint venture, in which we hold a non-controlling ownership interest, including that the unconsolidated joint venture may be unable to satisfy the extension conditions or otherwise extend or refinance its outstanding mortgage debt on or prior to maturity;
•our ability to close pending real estate transactions, which may be subject to conditions that are outside of our control;
•our ability to accurately forecast the payment of future dividends on our common stock, and the amount of such dividends;
•risks associated with acquisitions, including the risk that we may not be in a position, or have the opportunity in the future, to make suitable property acquisitions on advantageous terms and/or that such acquisitions will fail to perform as expected;
•risks associated with the fact that we have a limited operating history and our future performance is difficult to predict;
•our properties may be subject to impairment charges;
•risks resulting from losses in excess of insured limits or uninsured losses;
•risks associated with the potential volatility of our common stock; and



Orion Office REIT Inc. | WWW.ONLREIT.COM | 4



Q2 2024 SUPPLEMENTAL INFORMATION
•the risk that we may fail to maintain our income tax qualification as a real estate investment trust.
Additional factors that may affect future results are contained in the Company's filings with the SEC, which are available at the SEC’s website at www.sec.gov. The Company disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of changes in underlying assumptions or factors, new information, future events or otherwise, except as required by law.




Orion Office REIT Inc. | WWW.ONLREIT.COM | 5



Q2 2024 SUPPLEMENTAL INFORMATION
Company Overview
(unaudited)
Orion is a real estate company incorporated in the state of Maryland on July 1, 2021, which has elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes, commencing with our initial taxable year ended December 31, 2021.
Orion is an internally managed REIT engaged in the ownership, acquisition and management of a diversified portfolio of office buildings in high-quality suburban markets across the U.S. and leased primarily on a single-tenant net lease basis to creditworthy tenants. Our portfolio is comprised of traditional office buildings, as well as governmental office, medical office, flex/laboratory and R&D, and flex/industrial properties. As of June 30, 2024, Orion owned and operated a portfolio of 69 office properties totaling approximately 8.0 million leasable square feet located within 29 states. In addition, Orion owns a 20% equity interest in one Unconsolidated Joint Venture with an affiliate of Arch Street Capital Partners, which, as of June 30, 2024, owned a portfolio consisting of six office properties totaling approximately 1.0 million leasable square feet located within six states. As of June 30, 2024, approximately 72.3% of our Annualized Base Rent was from Investment-Grade Tenants, our Occupancy Rate was 79.7%, or 80.9% adjusted for one Operating Property that is currently under agreement to be sold, and our Weighted Average Remaining Lease Term was 4.2 years.
Orion's Annualized Base Rent as of June 30, 2024 was approximately $129.8 million. The top tenants, tenant industries and geographic locations of the Company's Operating Properties are outlined in the following sections: "Tenants Comprising Over 1% of Annualized Base Rent," "Tenant Industry Diversification," and "Operating Property Geographic Diversification," respectively.

Tenants, Trademarks and Logos
Orion is not affiliated or associated with, is not endorsed by, does not endorse, and is not sponsored by or a sponsor of the tenants or of their products or services pictured or mentioned. The names, logos and all related product and service names, design marks and slogans are the trademarks or service marks of their respective companies.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 6



Q2 2024 SUPPLEMENTAL INFORMATION
Company Overview (cont.)
Senior Management Board of Directors
Paul H. McDowell, Chief Executive Officer, President Reginald H. Gilyard, Non-Executive Chairman, Independent Director
Gavin B. Brandon, Executive Vice President, Chief Financial Officer and Treasurer Kathleen R. Allen, Ph.D., Independent Director
Christopher H. Day, Executive Vice President, Chief Operating Officer Richard J. Lieb, Independent Director
Gary E. Landriau, Executive Vice President, Chief Investment Officer Gregory J. Whyte, Independent Director
Paul C. Hughes, General Counsel and Secretary Paul H. McDowell, Chief Executive Officer, President and Director
Revea L. Schmidt, Senior Vice President, Chief Accounting Officer
Corporate Offices and Contact Information
2398 E. Camelback Road, Suite 1060 122 E. 42nd Street, Suite 5100
Phoenix, AZ 85016 New York, NY 10168
602-698-1002
www.ONLREIT.com
 
Trading Symbol: ONL
 
Stock Exchange Listing: New York Stock Exchange
 
Transfer Agent
Computershare Trust Company, N.A.
462 South 4th Street, Suite 1600
Louisville, KY 40202
855-866-0787
Orion Office REIT Inc. | WWW.ONLREIT.COM | 7



Q2 2024 SUPPLEMENTAL INFORMATION
Balance Sheets
(unaudited, in thousands)
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Assets
Real estate investments, at cost:
Land $ 222,730  $ 223,439  $ 223,264  $ 227,203  $ 229,105 
Buildings, fixtures and improvements 1,060,726  1,081,788  1,097,132  1,106,383  1,111,646 
Total real estate investments, at cost 1,283,456  1,305,227  1,320,396  1,333,586  1,340,751 
Less: accumulated depreciation 172,476  165,490  158,791  156,904  149,147 
Total real estate investments, net 1,110,980  1,139,737  1,161,605  1,176,682  1,191,604 
Accounts receivable, net 23,122  24,942  24,663  26,911  24,960 
Intangible lease assets, net 97,977  110,145  126,364  144,304  161,885 
Cash and cash equivalents 24,224  23,618  22,473  32,286  42,209 
Real estate assets held for sale, net —  —  —  3,818  16,251 
Other assets, net 83,550  87,077  88,828  120,390  90,998 
Total assets $ 1,339,853  $ 1,385,519  $ 1,423,933  $ 1,504,391  $ 1,527,907 
Liabilities and Equity
Mortgages payable, net $ 353,200  $ 353,028  $ 352,856  $ 352,683  $ 352,509 
Credit facility revolver 107,000  116,000  116,000  175,000  175,000 
Accounts payable and accrued expenses 26,941  23,732  30,479  30,570  22,326 
Below-market lease liabilities, net 5,536  6,753  8,074  9,481  10,996 
Distributions payable 5,595  5,587  5,578  5,578  5,670 
Other liabilities, net 24,090  24,468  23,943  21,811  23,682 
Total liabilities 522,362  529,568  536,930  595,123  590,183 
Common stock 56  56  56  56  57 
Additional paid-in capital 1,146,199  1,145,264  1,144,636  1,143,825  1,148,155 
Accumulated other comprehensive (loss) income
(14) (45) (264) 986  3,026 
Accumulated deficit (330,136) (290,710) (258,805) (237,026) (214,929)
Total stockholders' equity 816,105  854,565  885,623  907,841  936,309 
Non-controlling interest 1,386  1,386  1,380  1,427  1,415 
Total equity 817,491  855,951  887,003  909,268  937,724 
Total liabilities and equity $ 1,339,853  $ 1,385,519  $ 1,423,933  $ 1,504,391  $ 1,527,907 


Orion Office REIT Inc. | WWW.ONLREIT.COM | 8



Q2 2024 SUPPLEMENTAL INFORMATION
Statements of Operations
(unaudited, in thousands, except per share data)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Revenues:
Rental $ 39,923  $ 46,995  $ 43,551  $ 48,876  $ 51,824 
Fee income from unconsolidated joint venture 201  202  200  200  200 
Total revenues 40,124  47,197  43,751  49,076  52,024 
Operating expenses:
Property operating 15,757  15,999  14,446  15,506  15,487 
General and administrative 4,544  4,949  5,479  4,367  4,565 
Depreciation and amortization 38,614  24,504  26,055  27,013  27,877 
Impairments 5,680  19,685  6,136  11,403  11,819 
Transaction related 167  110  148  101  150 
Total operating expenses 64,762  65,247  52,264  58,390  59,898 
Other (expenses) income:
Interest expense, net (8,058) (8,146) (7,928) (7,380) (7,222)
Gain on disposition of real estate assets —  —  13  18  — 
Loss on extinguishment of debt, net (1,078) —  —  —  (504)
Other income, net 209  163  273  437  165 
Equity in loss of unconsolidated joint venture, net (163) (116) (109) (108) (95)
Total other (expenses) income, net (9,090) (8,099) (7,751) (7,033) (7,656)
Loss before taxes (33,728) (26,149) (16,264) (16,347) (15,530)
Provision for income taxes (73) (77) 49  (160) (185)
Net loss (33,801) (26,226) (16,215) (16,507) (15,715)
Net (income) loss attributable to non-controlling interest —  (6) 47  (12) (15)
Net loss attributable to common stockholders $ (33,801) $ (26,232) $ (16,168) $ (16,519) $ (15,730)
Weighted-average shares outstanding - basic and diluted 55,910  55,803  55,782  56,543  56,680 
Basic and diluted net loss per share attributable to common stockholders $ (0.60) $ (0.47) $ (0.29) $ (0.29) $ (0.28)




Orion Office REIT Inc. | WWW.ONLREIT.COM | 9



Q2 2024 SUPPLEMENTAL INFORMATION
Funds From Operations (FFO), Core FFO and Funds Available for Distribution (FAD)
(unaudited, in thousands, except per share data)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Net loss attributable to common stockholders $ (33,801) $ (26,232) $ (16,168) $ (16,519) $ (15,730)
Adjustments:
Depreciation and amortization of real estate assets 38,582  24,472  26,029  26,988  27,852 
Gain on disposition of real estate assets —  —  (13) (18) — 
Impairment of real estate 5,680  19,685  6,136  11,403  11,819 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 464  464  463  463  463 
FFO attributable to common stockholders $ 10,925  $ 18,389  $ 16,447  $ 22,317  $ 24,404 
Transaction related 167  110  148  101  150 
Amortization of deferred financing costs 914  924  933  933  1,060 
Amortization of deferred lease incentives, net 124  123  115  (14) 99 
Equity-based compensation 935  790  826  687  689 
Loss on extinguishment of debt, net 1,078  —  —  —  504 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 28  29  30  29  29 
Core FFO attributable to common stockholders $ 14,171  $ 20,365  $ 18,499  $ 24,053  $ 26,935 
Amortization of above and below market leases, net (429) (537) (361) (346) (274)
Straight-line rental revenue 240  (549) 679  (1,369) (2,275)
Unconsolidated Joint Venture basis difference amortization 113  114  114  113  114 
Capital expenditures and leasing costs (6,319) (3,445) (7,443) (8,359) (2,172)
Other adjustments, net 74  108  116  66  74 
Proportionate share of Unconsolidated Joint Venture adjustments for the items above, as applicable (22) (21) (36) (40) (41)
FAD attributable to common stockholders $ 7,828  $ 16,035  $ 11,568  $ 14,118  $ 22,361 
Weighted-average shares outstanding - basic 55,910  55,803  55,782  56,543  56,680 
Effect of weighted-average dilutive securities (1)
99  55  37  26  11 
Weighted-average shares outstanding - diluted 56,009  55,858  55,819  56,569  56,691 
FFO attributable to common stockholders per diluted share $ 0.20  $ 0.33  $ 0.29  $ 0.39  $ 0.43 
Core FFO attributable to common stockholders per diluted share $ 0.25  $ 0.36  $ 0.33  $ 0.43  $ 0.48 
FAD attributable to common stockholders per diluted share $ 0.14  $ 0.29  $ 0.21  $ 0.25  $ 0.39 
___________________________________
(1)Dilutive securities include unvested restricted stock units net of assumed repurchases in accordance with the treasury stock method and exclude performance-based restricted stock units for which the thresholds have not been met by the end of the applicable reporting period. Such dilutive securities are not included when calculating net loss per diluted share applicable to the Company for the periods presented above, as the effect would be antidilutive.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 10



Q2 2024 SUPPLEMENTAL INFORMATION
EBITDA, EBITDAre and Adjusted EBITDA
(unaudited, in thousands)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Net loss attributable to common stockholders $ (33,801) $ (26,232) $ (16,168) $ (16,519) $ (15,730)
 Adjustments:
Interest expense 8,058  8,146  7,928  7,380  7,222 
Depreciation and amortization 38,614  24,504  26,055  27,013  27,877 
Provision for income taxes 73  77  (49) 160  185 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable 902  860  864  864  861 
EBITDA $ 13,846  $ 7,355  $ 18,630  $ 18,898  $ 20,415 
Gain on disposition of real estate assets —  —  (13) (18) — 
Impairment of real estate 5,680  19,685  6,136  11,403  11,819 
EBITDAre $ 19,526  $ 27,040  $ 24,753  $ 30,283  $ 32,234 
Transaction related 167  110  148  101  150 
Amortization of above and below market leases, net (429) (537) (361) (346) (274)
Amortization of deferred lease incentives, net 124  123  115  (14) 100 
Loss on extinguishment of debt, net 1,078  —  —  —  504 
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable (8) (7) (8) (7) (8)
Adjusted EBITDA $ 20,458  $ 26,729  $ 24,647  $ 30,017  $ 32,706 
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 11



Q2 2024 SUPPLEMENTAL INFORMATION
Capital Structure
(unaudited, dollars and shares in thousands, except per share amounts)




chart-88576cf428e94ff0a35.jpg
Common equity 29.1%
Mortgages payable 51.4%
Credit facility revolver (4)
15.5%
Proportionate share of Unconsolidated Joint Venture debt 4.0%
                            
Fixed vs. Variable Rate Debt
Fixed 72.6  %
Variable (4)
27.4  %
Orion Capitalization Table
June 30, 2024
Common stock outstanding 55,948
Stock price $ 3.59
Implied Equity Market Capitalization $ 200,853
Wtd. Avg. Maturity
(Years)
Interest Rate (1)
June 30, 2024
Mortgages payable 2.6 4.97  % $ 355,000
Proportionate share of Unconsolidated Joint Venture debt (2)
0.4 6.93  % 27,286
Total secured debt 2.5 5.11  % $ 382,286
Total unsecured credit facility revolver (3) (4)
1.9 8.66  % $ 107,000
Total Principal Outstanding 2.3 5.89  % $ 489,286
Total Capitalization $ 690,139
Cash and cash equivalents 24,224
Proportionate share of Unconsolidated Joint Venture cash and cash equivalents 720
Enterprise Value $ 665,195
Net Debt/Enterprise Value 69.8  %
Net Debt/Gross Real Estate Investments 29.1  %
Fixed Charge Coverage Ratio 2.69x
Liquidity (5)
$ 267,944
Net Debt/Annualized Most Recent Quarter Adjusted EBITDA 5.67x
Net Debt/Annualized Year-to-Date Adjusted EBITDA 4.92x

___________________________________
(1)Interest rate for variable rate debt represents the interest rate in effect as of June 30, 2024.
(2)The Unconsolidated Joint Venture mortgages payable mature on November 27, 2024 with two successive one-year options to extend the maturity an additional 24 months until November 27, 2026 if certain financial and operating covenants and other customary conditions are satisfied. We cannot provide any assurance that the Unconsolidated Joint Venture will be able to satisfy the extension conditions or otherwise extend or refinance this debt obligation on or prior to maturity. The Unconsolidated Joint Venture mortgages payable have a variable interest rate which is determined, at the election of the borrower, on the basis of Daily Simple SOFR or a base rate, in the case of a SOFR loan, plus 1.60% per annum, and in the case of a base rate loan, plus 0.50% per annum; however, following the scheduled expiration of its swap agreement which effectively fixed the interest rate on the mortgage notes at 5.19% per annum until May 27, 2024, the Unconsolidated Joint Venture entered into an interest rate cap agreement to hedge against interest rate volatility on the mortgage notes. Under the agreement, the benchmark rate for the mortgage notes will not exceed 6.00%, effective from May 27, 2024 until November 27, 2024.
(3)Under the related loan agreements, these borrowings which are secured only by a pledge of equity interests are treated as unsecured indebtedness. The Company's otherwise unencumbered properties are part of the unencumbered property pool under the related loan agreements and therefore, generally are not available to simultaneously serve as collateral under other borrowings.
(4)The credit facility revolver matures on May 12, 2026, following the Company's election during the quarter ended June 30, 2024 of its option to extend the maturity out 18 months from November 12, 2024. There was $107.0 million outstanding on the credit facility revolver as of June 30, 2024 and it is a variable rate facility with the interest rate determined, at the election of the borrower, on the basis of Daily Simple SOFR, Term SOFR or a base rate, in the case of a SOFR loan, plus 3.35% per annum, and in the case of a base rate loan, plus 2.25% per annum. However, the Company entered into interest rate collar agreements on a total notional amount of $60.0 million to hedge against interest rate volatility on the credit facility revolver. Under the agreements, the benchmark rate for the credit facility revolver will float between 5.50% per annum and 4.20% per annum on $25.0 million, and 5.50% per annum and 4.035% per annum on $35.0 million, effective from November 13, 2023 until May 12, 2025.
(5)Liquidity represents cash and cash equivalents of $24.9 million, including the Company's pro rata share of cash from the Unconsolidated Joint Venture, as well as $243.0 million available capacity on our credit facility revolver as of June 30, 2024. On May 3, 2024, the Company entered into an amendment to its credit facility revolver. Under the terms of the amendment, the Company has rightsized the revolver to $350.0 million, through a $75.0 million-capacity reduction, while making a proportional reduction in the minimum value of the unencumbered asset pool required under the credit agreement and certain other modifications to financial covenants.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 12


Q2 2024 SUPPLEMENTAL INFORMATION

Debt Detail
(unaudited, dollars in thousands)
Principal Payments Due Total 2024 2025 2026 2027
Credit facility revolver (1)
$ 107,000  $ —  $ —  $ 107,000  $ — 
Mortgages payable 355,000  —  —  —  355,000 
Proportionate share of Unconsolidated Joint Venture debt (2)
27,286  27,286  —  —  — 
Total Principal Outstanding $ 489,286  $ 27,286  $ —  $ 107,000  $ 355,000 

Debt Type Percentage of Principal Outstanding
Interest Rate (3)
Weighted-Average Years to Maturity
Credit facility revolver (1)
21.9  % 8.66  % 1.9
Mortgages payable 72.6  % 4.97  % 2.6
Proportionate share of Unconsolidated Joint Venture debt (2)
5.5  % 6.93  % 0.4
Total 100.0  % 5.89  % 2.3
Total unsecured debt 21.9  % 8.66  % 1.9
Total secured debt 78.1  % 5.11  % 2.5
Total 100.0  % 5.89  % 2.3
Total fixed-rate debt 72.6  % 4.97  % 2.6
Total variable-rate debt 27.4  % 8.31  % 1.6
Total 100.0  % 5.89  % 2.3
___________________________________
(1)The credit facility revolver matures on May 12, 2026, following the Company's election during the quarter ended June 30, 2024 of its option to extend the maturity out 18 months from November 12, 2024. There was $107.0 million outstanding on the credit facility revolver as of June 30, 2024 and it is a variable rate facility with the interest rate determined, at the election of the borrower, on the basis of Daily Simple SOFR, Term SOFR or a base rate, in the case of a SOFR loan, plus 3.35% per annum, and in the case of a base rate loan, plus 2.25% per annum. However, the Company entered into interest rate collar agreements on a total notional amount of $60.0 million to hedge against interest rate volatility on the credit facility revolver. Under the agreements, the benchmark rate for the credit facility revolver will float between 5.50% per annum and 4.20% per annum on $25.0 million, and 5.50% per annum and 4.035% per annum on $35.0 million, effective from November 13, 2023 until May 12, 2025.
(2)The Unconsolidated Joint Venture mortgages payable mature on November 27, 2024 with two successive one-year options to extend the maturity an additional 24 months until November 27, 2026 if certain financial and operating covenants and other customary conditions are satisfied. We cannot provide any assurance that the Unconsolidated Joint Venture will be able to satisfy the extension conditions or otherwise extend or refinance this debt obligation on or prior to maturity. The Unconsolidated Joint Venture mortgages payable have a variable interest rate which is determined, at the election of the borrower, on the basis of Daily Simple SOFR or a base rate, in the case of a SOFR loan, plus 1.60% per annum, and in the case of a base rate loan, plus 0.50% per annum; however, following the scheduled expiration of its swap agreement which effectively fixed the interest rate on the mortgage notes at 5.19% per annum until May 27, 2024, the Unconsolidated Joint Venture entered into an interest rate cap agreement to hedge against interest rate volatility on the mortgage notes. Under the agreement, the benchmark rate for the mortgage notes will not exceed 6.00%, effective from May 27, 2024 until November 27, 2024.
(3)Interest rate for variable rate debt represents the interest rate in effect as of June 30, 2024.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 13



Q2 2024 SUPPLEMENTAL INFORMATION
Ratio Analysis
(unaudited, dollars in thousands)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Interest Coverage Ratio
Interest Expense, excluding non-cash amortization (1)
$ 7,553 $ 7,588 $ 7,365 $ 6,818 $ 6,529
Adjusted EBITDA (2)
20,458 26,729 24,647 30,017 32,706
Interest Coverage Ratio 2.71x 3.52x 3.35x 4.40x 5.01x
Fixed Charge Coverage Ratio
Interest Expense, excluding non-cash amortization (1)
$ 7,553 $ 7,588 $ 7,365 $ 6,818 $ 6,529
Secured debt principal amortization
Proportionate share of Unconsolidated Joint Venture adjustments for secured debt principal amortization 46
Total fixed charges 7,599 7,588 7,365 6,818 6,529
Adjusted EBITDA (2)
20,458 26,729 24,647 30,017 32,706
Fixed Charge Coverage Ratio 2.69x 3.52x 3.35x 4.40x 5.01x
___________________________________
(1)Refer to the Statements of Operations section for interest expense calculated in accordance with GAAP and to the Definitions section for the required reconciliation to the most directly comparable GAAP financial measure.
(2)Refer to the Statements of Operations section for net loss calculated in accordance with GAAP and to the EBITDA, EBITDAre and Adjusted EBITDA section for the required reconciliation to the most directly comparable GAAP financial measure.
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Net Debt Ratios
Net Debt (1)
$ 464,342 $ 474,081 $ 475,209 $ 491,140 $ 514,418
Annualized Most Recent Quarter Adjusted EBITDA 81,832 106,916 98,588 120,068 130,824
Net Debt to Annualized Most Recent Quarter Adjusted EBITDA Ratio
5.67x 4.43x 4.82x 4.09x 3.93x
Net Debt (1)
$ 464,342 $ 474,081 $ 475,209 $ 491,140 $ 514,418
Annualized Year-to-Date Adjusted EBITDA (2)
94,374 106,916 118,542 125,193 127,756
Net Debt to Annualized Year-to-Date Adjusted EBITDA Ratio 4.92x 4.43x 4.01x 3.92x 4.03x
Net Debt (1)
$ 464,342 $ 474,081 $ 475,209 $ 491,140 $ 514,418
Gross Real Estate Investments (1)
1,595,860 1,632,914 1,668,352 1,694,527 1,700,301
Net Debt Leverage Ratio 29.1  % 29.0  % 28.5  % 29.0  % 30.3  %
Unencumbered Assets/Real Estate Assets
Unencumbered Gross Real Estate Investments (1)
$ 983,429 $ 1,021,402 $ 1,060,660 $ 1,088,604 $ 1,096,518
Gross Real Estate Investments (1)
1,595,860 1,632,914 1,668,352 1,694,527 1,700,301
Unencumbered Asset Ratio 61.6  % 62.6  % 63.6  % 64.2  % 64.5  %
___________________________________
(1)Refer to the Balance Sheets section for total debt and real estate investments, at cost calculated in accordance with GAAP and to the Definitions section for the required reconciliation to the most directly comparable GAAP financial measure. The Company's otherwise unencumbered properties are part of the unencumbered property pool under the related loan agreements and therefore, generally are not available to simultaneously serve as collateral under other borrowings. As of June 30, 2024, the Company has revised its definition of Operating Properties to exclude Non-Operating Properties. This change in definition has also been applied retrospectively to the calculation of Gross Real Estate Investments for comparison purposes.
(2)Year-to-date Adjusted EBITDA for December 31, 2023 has not been annualized for the purpose of this calculation.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 14



Q2 2024 SUPPLEMENTAL INFORMATION
Credit Facility Revolver Covenants
(unaudited)
The following is a summary of financial covenants for the Company's credit facility revolver as defined and calculated per the terms of the facility's credit agreement. These calculations are presented to investors to show the Company's compliance with the financial covenants and are not measures of our liquidity or performance. As of June 30, 2024, the Company believes it is in compliance with these covenants based on the covenant limits and calculations in place at that time.
Credit Facility Revolver Financial Covenants Required June 30, 2024
Ratio of total indebtedness to total asset value ≤ 60% 37.8%
Ratio of adjusted EBITDA to fixed charges ≥ 1.5x 2.81x
Ratio of secured indebtedness to total asset value ≤ 40% 30.1%
Ratio of unsecured indebtedness to unencumbered asset value
≤ 60% (1)
12.4%
Ratio of unencumbered adjusted NOI to unsecured interest expense ≥ 2.00x 5.80x
Unencumbered asset value ≥ $500.0 million $781.7 million
___________________________________
(1)If the ratio of unsecured indebtedness to unencumbered asset value exceeds 35% as of the end of two consecutive fiscal quarters, the Company will be required, within 90 days and subject to cure rights, to grant the administrative agent a first priority lien on all the properties included in the pool of unencumbered assets (other than properties identified for disposition by the Company so long as such properties are sold within one year of such identification).
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 15



Q2 2024 SUPPLEMENTAL INFORMATION
Net Operating Income (NOI) and Cash NOI
(unaudited, dollars in thousands)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Rental revenue:
Cash rental revenue $ 30,306  $ 31,678  $ 33,466  $ 35,491  $ 36,410 
Fixed reimbursements 1,445  1,446  1,436  1,737  1,399 
Variable reimbursements 7,469  11,196  7,646  9,203  10,679 
Straight-line rental revenue (240) 549  (679) 1,369  2,275 
Amortization of above and below market leases, net 429  537  361  346  274 
Amortization of deferred lease incentives, net (124) (123) (115) 14  (100)
Other rental revenue 638  1,712  1,436  716  887 
Total rental revenue 39,923  46,995  43,551  48,876  51,824 
Property operating expense (15,757) (15,999) (14,446) (15,506) (15,487)
NOI $ 24,166  $ 30,996  $ 29,105  $ 33,370  $ 36,337 
Adjustments:
Straight-line rental revenue 240  (549) 679  (1,369) (2,275)
Amortization of above and below market leases, net (429) (537) (361) (346) (274)
Amortization of deferred lease incentives, net 124  123  115  (14) 100 
Other non-cash adjustments 48  48  49  47  48 
Proportionate share of Unconsolidated Joint Venture Cash NOI 855  880  868  863  861 
 Cash NOI $ 25,004  $ 30,961  $ 30,455  $ 32,551  $ 34,797 
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 16



Q2 2024 SUPPLEMENTAL INFORMATION
Leasing Activity
(unaudited, square feet and dollars in thousands)
During the three months ended June 30, 2024 and 2023, we entered into new and renewal leases as summarized in the following tables:
Three Months Ended June 30, 2024
New Leases Renewals Total
Number of leases 2 1 3
Rentable square feet leased 57 413 470
Weighted average rental rate change (cash basis) (1) (2)
N/A 1.1  % 1.1  %
Tenant rent concessions and leasing costs (3)
$ 11,510  $ 791  $ 12,301 
Tenant rent concessions and leasing costs per rentable square foot (4)
$ 201.15  $ 1.91  $ 26.14 
Weighted average lease term (by rentable square feet) (years) (5)
15.1 4.0 5.3
Tenant rent concessions and leasing costs per rentable square foot per year $ 13.34  $ 0.48  $ 4.89 
Three Months Ended June 30, 2023
New Leases Renewals Total
Number of leases 1 1 2
Rentable square feet leased 3 44 47
Weighted average rental rate change (cash basis) (1) (2)
(18.2) % 8.0  % 6.7  %
Tenant rent concessions and leasing costs (3)
$ 43  $ 81  $ 124 
Tenant rent concessions and leasing costs per rentable square foot (4)
$ 14.07  $ 1.85  $ 2.66 
Weighted average lease term (by rentable square feet) (years) (5)
3.0 3.0 3.0
Tenant rent concessions and leasing costs per rentable square foot per year $ 4.69  $ 0.62  $ 0.89 
____________________________________
(1)Represents weighted average percentage increase or decrease in (i) the annualized monthly cash amount charged to the applicable tenants (including monthly base rent receivables and certain fixed contractually obligated reimbursements by the applicable tenants, which may include estimates) as of the commencement date of the new lease term (excluding any full or partial rent abatement period) compared to (ii) the annualized monthly cash amount charged to the applicable tenants (including the monthly base rent receivables and certain fixed contractually obligated reimbursements by the applicable tenants, which may include estimates) as of the expiration date of the prior lease term. Contractually obligated reimbursements include estimated amortization of certain landlord funded improvements under our United States Government leases. If a space has been or will be vacant for more than 12 months prior to the commencement of a new lease or was previously otherwise not generating full cash rental revenue, the lease will be excluded from the rental rate change calculation.
(2)Excludes two new leases for approximately 57,000 square feet for the three months ended June 30, 2024 that had been or will be vacant for more than 12 months at the time the new lease commences. There were no excluded leases for the three months ended June 30, 2023.
(3)Includes tenant improvement allowances and base building allowances, leasing commissions and free rent (includes estimates of property operating expenses, where applicable). Beginning in 2024, the Company has updated this calculation to also include estimates for certain reimbursable and non-reimbursable landlord funded improvements, and has applied this change retrospectively for comparison purposes. For our multi-tenant properties, we have allocated the estimated cost of landlord funded improvements that benefit the property generally and/or the common areas and not the tenant's premises in particular, to the applicable lease based on square footage of the related tenant.
(4)Includes reimbursable tenant improvement allowances of $34.09 per rentable square foot for new leases and $4.14 per rentable square feet in total for the three months ended June 30, 2024. There were no reimbursable landlord funded improvements included in the tenant rent concessions and leasing costs for the three months ended June 30, 2024 and there were no reimbursable landlord funded improvements or reimbursable tenant improvement allowances for the three months ended June 30, 2023.
(5)Weighted average lease term does not include specified periods of the stated lease term during which a tenant has the right to terminate their space without a termination fee, or "non-firm terms." The total weighted average lease term for new leases and renewals executed during the three months ended June 30, 2024 and 2023, would be 5.3 years and 4.9 years for leases, respectively, if such non-firm terms were included.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 17



Q2 2024 SUPPLEMENTAL INFORMATION
Leasing Activity (cont.)
(unaudited, square feet and dollars in thousands)
During the six months ended June 30, 2024 and 2023, we entered into new and renewal leases as summarized in the following tables:
Six Months Ended June 30, 2024
New Leases Renewals Total
Number of leases 4 4 8
Rentable square feet leased 149 429 578
Weighted average rental rate change (cash basis) (1) (2)
N/A 2.2  % 2.2  %
Tenant rent concessions and leasing costs (3)
$ 19,942  $ 1,479  $ 21,421 
Tenant rent concessions and leasing costs per rentable square foot (4)
$ 133.47  $ 3.45  $ 37.01 
Weighted average lease term (by rentable square feet) (years) (5)
10.2 4.3 5.8
Tenant rent concessions and leasing costs per rentable square foot per year $ 13.06  $ 0.81  $ 6.39 
Six Months Ended June 30, 2023
New Leases Renewals Total
Number of leases 3 3 6
Rentable square feet leased 18 111 129
Weighted average rental rate change (cash basis) (1) (2)
(19.8) % 17.3  % 13.5  %
Tenant rent concessions and leasing costs (3)
$ 799  $ 1,065  $ 1,864 
Tenant rent concessions and leasing costs per rentable square foot (4)
$ 44.19  $ 9.62  $ 14.48 
Weighted average lease term (by rentable square feet) (years) (5)
7.8 9.8 9.5
Tenant rent concessions and leasing costs per rentable square foot per year $ 5.65  $ 0.98  $ 1.52 
____________________________________
(1)Represents weighted average percentage increase or decrease in (i) the annualized monthly cash amount charged to the applicable tenants (including monthly base rent receivables and certain fixed contractually obligated reimbursements by the applicable tenants, which may include estimates) as of the commencement date of the new lease term (excluding any full or partial rent abatement period) compared to (ii) the annualized monthly cash amount charged to the applicable tenants (including the monthly base rent receivables and certain fixed contractually obligated reimbursements by the applicable tenants, which may include estimates) as of the expiration date of the prior lease term. Contractually obligated reimbursements include estimated amortization of certain landlord funded improvements under our United States Government leases. If a space has been or will be vacant for more than 12 months prior to the commencement of a new lease or was previously otherwise not generating full cash rental revenue, the lease will be excluded from the rental rate change calculation.
(2)Excludes four new leases for approximately 149,000 square feet and one new lease for approximately 4,000 square feet for the six months ended June 30, 2024 and 2023, respectively, that had been or will be vacant for more than 12 months at the time the new lease commences.
(3)Includes tenant improvement allowances and base building allowances, leasing commissions and free rent (includes estimates of property operating expenses, where applicable). Beginning in 2024, the Company has updated this calculation to also include estimates for certain reimbursable and non-reimbursable landlord funded improvements, and has applied this change retrospectively for comparison purposes. For our multi-tenant properties, we have allocated the estimated cost of landlord funded improvements that benefit the property generally and/or the common areas and not the tenant's premises in particular, to the applicable lease based on square footage of the related tenant.
(4)Includes reimbursable landlord funded improvements of $32.02 per rentable square foot for new leases, $0.63 per rentable square foot for renewals, and $8.73 per rentable square foot in total for the six months ended June 30, 2024. Includes reimbursable tenant improvement allowances of $13.05 per rentable square foot for new leases and $3.37 per rentable square foot in total for the six months ended June 30, 2024. There were no reimbursable landlord funded improvements or reimbursable tenant improvement allowances for the six months ended June 30, 2023.
(5)Weighted average lease term does not include specified periods of the stated lease term during which a tenant has the right to terminate their space without a termination fee, or "non-firm terms." The total weighted average lease term for new leases and renewals executed during the six months ended June 30, 2024 and 2023, would be 7.0 years and 10.2 years, respectively, if such non-firm terms were included.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 18



Q2 2024 SUPPLEMENTAL INFORMATION
Vacant Property Operating Expenses
(unaudited, in thousands for the six months ended June 30, 2024)
Square Feet Total Expenses
Operating Properties
Fully vacant - full period 813  $ 3,055 
Fully vacant - partial period (1)
596  1,550 
Fully vacant subtotal (2)
1,409  4,605 
Partially vacant (3)
352  1,452 
Total 1,761  $ 6,057 
Non-Operating Properties
Fully vacant - full period N/A $ 2,267 
Grand Total $ 8,324 
____________________________________
(1)Represents two Operating Properties that became fully vacant and one that was disposed during the six months ended June 30, 2024.
(2)The Company had nine fully vacant Operating Properties as of June 30, 2024. All expenses are a component of property operating expenses in the consolidated statements of operations and represent expenses we do not expect to be reimbursed.
(3)The Company does not record property operating expenses at the suite level; therefore, the total expenses for the six months ended June 30, 2024 for partially vacant properties are estimated by multiplying the vacant square feet of the partially vacant properties by the total annualized expenses per square foot for fully vacant properties and prorating for the six months ended June 30, 2024.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 19



Q2 2024 SUPPLEMENTAL INFORMATION
Dispositions
(unaudited, square feet and dollars in thousands)
The following table summarizes the Company's disposition activity during the six months ended June 30, 2024.

Date Sold
Property Location
Square Feet
Gross Sale Price
Lease Term (Years)
05/29/2024 St. Charles, MO 96 $2,100 Vacant

See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 20


Q2 2024 SUPPLEMENTAL INFORMATION
Diversification Statistics: Real Estate Portfolio
(unaudited, percentages based on portfolio Annualized Base Rent as of June 30, 2024, other than Occupancy Rate and Leased Rate which are based on Rentable Square Feet as of June 30, 2024)

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Statistics
(square feet and dollars in thousands)
Operating Properties 69 
Unconsolidated Joint Venture Properties
Rentable Square Feet 8,202 
Annualized Base Rent $ 129,790 
Occupancy Rate 79.7  %
Leased Rate 81.4  %
Weighted Average Remaining Lease Term 4.2 
Investment-Grade Tenants 72.3  %
NN leases 66.5  %
NNN leases 12.5  %

See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 21



Q2 2024 SUPPLEMENTAL INFORMATION
Tenants Comprising Over 1% of Annualized Base Rent
(unaudited, square feet and dollars in thousands as of June 30, 2024)
Tenant Number of Leases Occupied Square Feet Occupied Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio Credit Rating
General Services Administration 15  725  8.8  % $ 19,516  15.0  % AA+
Merrill Lynch 482  5.9  % 12,465  9.6  % A-
Highmark Western & Northeastern NY 430  5.2  % 8,450  6.5  % NR
Cigna/Express Scripts 365  4.5  % 7,009  5.4  % A-
Coterra Energy 309  3.8  % 5,866  4.5  % BBB
MDC Holdings Inc. 144  1.8  % 4,385  3.4  % BBB
T-Mobile 217  2.6  % 4,020  3.1  % BBB
Charter Communications 264  3.2  % 3,803  2.9  % BB+
Banner Life Insurance 116  1.4  % 3,581  2.8  % A
Encompass Health 65  0.8  % 3,505  2.7  % BB-
Top Ten Tenants 29  3,117  38.0  % 72,600  55.9  %
Remaining Tenants:
Collins Aerospace 207  2.5  % 3,440  2.7  % BBB+
Home Depot/HD Supply 153  1.9  % 3,173  2.4  % A
AT&T 203  2.5  % 3,023  2.3  % BBB
Ingram Micro 170  2.1  % 2,898  2.2  % BB-
Linde 175  2.1  % 2,800  2.2  % A
Maximus 168  2.0  % 2,610  2.0  % BB+
Citigroup 64  0.8  % 2,459  1.9  % BBB+
Hasbro 136  1.7  % 2,446  1.9  % BBB
CVS/Aetna 127  1.6  % 2,334  1.8  % BBB
NetJets 140  1.7  % 2,015  1.6  % NR
Pulte Mortgage 95  1.2  % 2,005  1.6  % BBB
Elementis 66  0.8  % 1,980  1.5  % NR
FedEx 90  1.1  % 1,744  1.3  % BBB
GE Vernova 152  1.9  % 1,713  1.3  % BBB+
AGCO 126  1.5  % 1,607  1.2  % BBB-
Intermec 81  1.0  % 1,503  1.2  % A
Abbott Laboratories 131  1.6  % 1,412  1.1  % AA-
Becton Dickinson 72  0.9  % 1,397  1.1  % BBB
Ifm Efector 45  0.6  % 1,316  1.0  % NR
Life Insurance Company of N.A. 54  0.7  % 1,262  1.0  % AA+
Total 51  5,572  68.2  % $ 115,737  89.2  %
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 22



Q2 2024 SUPPLEMENTAL INFORMATION
Tenant Industry Diversification
(unaudited, square feet and dollars in thousands as of June 30, 2024)
Industry
Number of Leases (1)
Occupied Square Feet Occupied Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
Government & Public Services 17  769  9.4  % $ 20,064  15.5  %
Health Care Equipment & Services 11  937  11.4  % 18,213  14.0  %
Financial Institutions 616  7.5  % 15,720  12.1  %
Insurance 600  7.3  % 13,292  10.3  %
Capital Goods 10  846  10.3  % 12,790  9.9  %
Consumer Durables & Apparel 375  4.6  % 8,835  6.8  %
Telecommunication Services 419  5.1  % 7,043  5.4  %
Materials 366  4.5  % 5,959  4.6  %
Energy 309  3.8  % 5,866  4.5  %
Software & Services 265  3.2  % 4,971  3.8  %
Top Ten Tenant Industries 61  5,502  67.1  % 112,753  86.9  %
Remaining Tenant Industries:
Commercial & Professional Services 10  293  3.6  % 4,847  3.7  %
Transportation 279  3.4  % 4,530  3.5  %
Media & Entertainment 264  3.2  % 3,803  2.9  %
Retailing 157  1.9  % 3,247  2.5  %
Utilities 26  0.3  % 394  0.3  %
Restaurant 13  0.2  % 168  0.1  %
Real Estate —  % 48  0.1  %
Total 86  6,537  79.7  % $ 129,790  100.0  %
__________________________________
(1) The Company has certain Operating Properties that are subject to multiple leases.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 23



Q2 2024 SUPPLEMENTAL INFORMATION
Lease Expirations
(unaudited, square feet and dollars in thousands as of June 30, 2024)
Year of Expiration
Number of Leases
Expiring (1)
Occupied
 Square Feet
Occupied Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
2024 885  10.8  % $ 16,453  12.7  %
2025 11  944  11.5  % 17,628  13.6  %
2026 16  803  9.8  % 18,894  14.6  %
2027 13  973  11.9  % 16,284  12.5  %
2028 12  992  12.1  % 20,789  16.0  %
2029 398  4.9  % 6,171  4.8  %
2030 142  1.7  % 5,275  4.1  %
2031 11  0.1  % 429  0.3  %
2032 300  3.7  % 3,875  3.0  %
2033 358  4.4  % 6,273  4.8  %
Thereafter 10  731  8.8  % 17,719  13.6  %
Total 86  6,537  79.7  % $ 129,790  100.0  %
__________________________________
(1) The Company has certain Operating Properties that are subject to multiple leases.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 24



Q2 2024 SUPPLEMENTAL INFORMATION
Lease Summary
(unaudited, square feet and dollars in thousands as of June 30, 2024)

Rent Escalations
Number of Leases (1)
Occupied
Square Feet
Occupied Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
Fixed Dollar or Percent Increase 63  5,592  68.2  % $ 105,332  81.2  %
Flat 111  1.4  % 1,722  1.3  %
GSA CPI 14  689  8.3  % 18,775  14.5  %
CPI 145  1.8  % 3,961  3.0  %
Total 86  6,537  79.7  % $ 129,790  100.0  %



Tenant Expense Obligations
Number of Leases (1)
Occupied
Square Feet
Occupied Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
NN 52  4,627  56.4  % $ 86,296  66.5  %
Modified Gross 19  971  11.8  % 27,114  20.9  %
NNN 12  931  11.4  % 16,283  12.5  %
Gross 0.1  % 97  0.1  %
Total 86  6,537  79.7  % $ 129,790  100.0  %
__________________________________
(1) The Company has certain Operating Properties that are subject to multiple leases.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 25



Q2 2024 SUPPLEMENTAL INFORMATION
Operating Property Geographic Diversification
(unaudited, square feet and dollars in thousands as of June 30, 2024)
Location Number of Properties Rentable Square Feet Rentable Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
Texas 15  1,352  16.5  % $ 21,079  16.2  %
New Jersey 714  8.7  % 14,445  11.1  %
New York 781  9.5  % 14,407  11.1  %
Kentucky 458  5.6  % 10,355  8.0  %
Colorado 571  7.0  % 8,103  6.2  %
Oklahoma 585  7.1  % 6,996  5.4  %
California 244  3.0  % 5,538  4.3  %
Maryland 236  2.9  % 4,667  3.6  %
Tennessee 240  2.9  % 4,667  3.6  %
Georgia 284  3.5  % 4,635  3.6  %
Top Ten States 45  5,465  66.7  % 94,892  73.1  %
Remaining States:
Virginia 240  2.9  % 4,623  3.6  %
Ohio 237  2.9  % 3,579  2.8  %
Rhode Island 206  2.5  % 3,243  2.5  %
Missouri 207  2.5  % 2,981  2.3  %
South Carolina 64  0.8  % 2,459  1.9  %
Wisconsin 155  1.9  % 2,357  1.8  %
Arizona 91  1.1  % 2,282  1.8  %
Illinois 163  2.0  % 2,224  1.7  %
Iowa 92  1.1  % 1,999  1.5  %
West Virginia 63  0.8  % 1,457  1.1  %
Nebraska 180  2.2  % 1,366  1.0  %
Pennsylvania 233  2.8  % 1,316  1.0  %
Oregon 69  0.8  % 1,165  0.9  %
Kansas 196  2.4  % 1,075  0.8  %
Idaho 35  0.4  % 741  0.6  %
Massachusetts 378  4.6  % 727  0.6  %
Indiana 83  1.0  % 581  0.4  %
Minnesota 39  0.5  % 493  0.4  %
Florida 0.1  % 230  0.2  %
Total 75  8,202  100.0  % $ 129,790  100.0  %
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 26



Q2 2024 SUPPLEMENTAL INFORMATION
Operating Property Type
(unaudited, square feet and dollars in thousands as of June 30, 2024)
Property Type Number of Properties Rentable Square Feet Rentable Square Feet as a % of Total Portfolio Annualized Base Rent Annualized Base Rent as a % of Total Portfolio
Traditional Office 47  6,268  76.5  % $ 92,201  71.0  %
Governmental Office 16  789  9.6  % 20,154  15.5  %
Medical Office 155  1.9  % 5,787  4.5  %
Flex/Laboratory and R&D 171  2.1  % 3,752  2.9  %
Flex/Industrial 819  9.9  % 7,896  6.1  %
Total 75  8,202  100.0  % $ 129,790  100.0  %
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 27



Q2 2024 SUPPLEMENTAL INFORMATION
Full Portfolio (1)
(unaudited, as of June 30, 2024)
Industry Address Rentable Square Feet Occupancy Rate Leased Rate Weighted Average Remaining Lease Term Annualized Base Rent
Commercial & Professional Services 4335 Paredes Line Road Brownsville, TX 78 100.0  % 100.0  % 3.9  $ 1,535 
Telecommunication Services 3750 Wheeler Road Augusta, GA 78 100.0  % 100.0  % 3.3  1,712 
Telecommunication Services 4080 27th Court SE Salem, OR 69 100.0  % 100.0  % 2.8  1,165 
Financial Institutions 11 Ewall Street Mount Pleasant, SC 64 100.0  % 100.0  % 1.3  2,459 
Health Care Equipment & Services 8455 University Place Drive St. Louis, MO 181 100.0  % 100.0  % 4.5  2,587 
Government & Public Services 2305 Hudson Boulevard Brownsville, TX 11 100.0  % 100.0  % 9.6  347 
Government & Public Services 257 Bosley Industrial Park Parkersburg, WV 63 100.0  % 100.0  % 14.9  1,457 
Government & Public Services 2805 Pine Mill Road Paris, TX 11 100.0  % 100.0  % 7.2  429 
Government & Public Services 3381 U.S. Highway 277 Eagle Pass, TX 20 100.0  % 100.0  % 13.8  550 
Government & Public Services 2475 Cliff Creek Crossing Drive Dallas, TX 17 100.0  % 100.0  % 0.3  788 
Government & Public Services 3644 Avtech Parkway Redding, CA 44 100.0  % 100.0  % 2.3  1,347 
Government & Public Services 5100 W 36th Street Minneapolis, MN 39 100.0  % 100.0  % 5.8  493 
Government & Public Services 4551 State Route 11 (E) Malone, NY 29 100.0  % 100.0  % 2.0  1,036 
Government & Public Services 2600 Voyager Avenue Sioux City, IA 11 100.0  % 100.0  % 2.1  497 
Government & Public Services 135 Circle Lane Knoxville, TN 26 100.0  % 100.0  % 2.1  736 
Health Care Equipment & Services 2304 State Highway 121 Bedford, TX 65 100.0  % 100.0  % 6.3  3,505 
Government & Public Services 3369 U.S. Highway 277 Eagle Pass, TX 9 100.0  % 100.0  % 14.6  307 
Transportation 942 S. Shady Grove Road Memphis, TN 90 100.0  % 100.0  % 10.5  1,744 
Transportation 4151 Bridgeway Avenue Columbus, OH 140 100.0  % 100.0  % 7.8  2,015 
Capital Goods 601 Third Street SE Cedar Rapids, IA 81 100.0  % 100.0  % 3.7  1,502 
Consumer Durables & Apparel 15 LaSalle Square Providence, RI 136 100.0  % 100.0  % 0.6  2,446 
Materials 100 Sci Park Boulevard East Windsor, NJ 66 100.0  % 100.0  % 2.8  1,980 
Media & Entertainment 6005 Fair Lakes Road East Syracuse, NY 109 100.0  % 100.0  % 1.4  1,447 
Government & Public Services 310 Canaveral Groves Boulevard Cocoa, FL 6 100.0  % 100.0  % 0.7  230 
Government & Public Services 103 & 104 Airport Road Grangeville, ID 35 100.0  % 100.0  % 3.3  741 
Government & Public Services 2901 Alta Mesa Boulevard Fort Worth, TX 16 100.0  % 100.0  % 1.6  588 
Government & Public Services 59 Dunning Way Plattsburgh, NY 13 100.0  % 100.0  % 9.3  576 
Financial Institutions 480 Jefferson Boulevard Warwick, RI 70 100.0  % 100.0  % —  797 
Capital Goods 1800 Nelson Road Longmont, CO 152 100.0  % 100.0  % 0.3  1,713 
Health Care Equipment & Services 1850 Norman Drive North Waukegan, IL 130 100.0  % 100.0  % 8.0  1,412 
Health Care Equipment & Services 1333 - 1385 East Shaw Avenue Fresno, CA 127 100.0  % 100.0  % 2.5  2,334 
Telecommunication Services 2270 Lakeside Boulevard Richardson, TX 203 100.0  % 100.0  % 2.8  3,023 
Health Care Equipment & Services 5859 Farinon Drive San Antonio, TX 96 75.8  % 75.8  % 1.8  1,397 
Energy 202 S. Cheyenne Tulsa, OK 330 97.1  % 97.1  % 1.1  5,971 
Vacant 7475 S. Joliet Street Englewood, CO 60 —  % —  % —  — 
Consumer Durables & Apparel 4340 & 4350 South Monaco Street Denver, CO 264 54.7  % 54.7  % 2.3  4,385 
Vacant 2250 Lakeside Boulevard Richardson, TX 116 —  % —  % —  — 
Commercial & Professional Services 3833 Greenway Drive Lawrence, KS 90 100.0  % 100.0  % 3.9  1,075 
Vacant 2201 Noria Road Lawrence, KS 106 —  % —  % —  — 
Materials 1585 Sawdust Road The Woodlands, TX 175 100.0  % 100.0  % 8.9  2,800 
Consumer Durables & Apparel 7390 S. Iola Street Englewood, CO 95 100.0  % 100.0  % 1.1  2,005 
Vacant 41 Moores Road Malvern, PA 188 —  % —  % —  — 
Media & Entertainment 1254 - 1320 N. Dr. MLK Jr. Drive Milwaukee, WI 155 100.0  % 100.0  % 3.0  2,357 
Telecommunication Services 695 Grassmere Park Nashville, TN 69 100.0  % 100.0  % 2.6  1,143 
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 28



Q2 2024 SUPPLEMENTAL INFORMATION
Industry Address Rentable Square Feet Occupancy Rate Leased Rate Weighted Average Remaining Lease Term Annualized Base Rent
Commercial & Professional Services 1575 Sawdust Road The Woodlands, TX 153 78.6  % 78.6  % 3.7  2,410 
Retailing 101 Riverview Parkway Santee, CA 73 100.0  % 100.0  % 4.4  1,857 
Materials 6752 Baymeadow Drive Glen Burnie, MD 120 100.0  % 100.0  % 2.5  1,086 
Vacant 6655 North MacArthur Boulevard Irving, TX 172 —  % —  % —  — 
Capital Goods 2087 East 71st Street Tulsa, OK 108 100.0  % 100.0  % 0.8  1,025 
Government & Public Services 333 Scott Street Covington, KY 438 96.7  % 96.7  % 4.1  10,032 
Software & Services 1759 Wehrle Drive Amherst, NY 170 100.0  % 100.0  % 9.3  2,898 
Commercial & Professional Services 6377 Emerald Drive Dublin, OH 68 100.0  % 100.0  % 0.4  1,116 
Capital Goods 22640 Davis Drive Sterling, VA 207 100.0  % 100.0  % 4.8  3,440 
Capital Goods 1100 Atwater Drive, Lot 11A Malvern, PA 45 100.0  % 100.0  % 4.1  1,316 
Health Care Equipment & Services 7353 Company Drive Indianapolis, IN 83 100.0  % 100.0  % 1.8  581 
Health Care Equipment & Services 1640 Dallas Parkway Plano, TX 210 70.5  % 70.5  % 1.4  3,400 
Capital Goods 1705 Kellie Drive Blair, NE 30 100.0  % 100.0  % 0.5  523 
Vacant 3100 Quail Springs Parkway Oklahoma City, OK 147 —  % —  % —  — 
Software & Services 777 Research Road Lincoln, NE 150 39.4  % 96.5  % 3.8  843 
Insurance 249 - 257 West Genesee Street Buffalo, NY 430 100.0  % 100.0  % 0.1  8,450 
Insurance 3275 Bennett Creek Avenue Urbana, MD 116 100.0  % 100.0  % 2.2  3,581 
Health Care Equipment & Services 100 Airpark Center Drive East Nashville, TN 55 100.0  % 100.0  % 1.3  1,044 
Retailing 3074 Chastain Meadows Parkway NW Kennesaw, GA 80 100.0  % 100.0  % 3.8  1,317 
Capital Goods 4205 River Green Parkway Duluth, GA 126 100.0  % 100.0  % 2.1  1,606 
Vacant 8 Sylvan Way Parsippany, NJ 166 —  % 33.6  % —  — 
Vacant 174 & 176 Middlesex Turnpike Bedford, MA 328 —  % —  % —  — 
Financial Institutions 1500 - 1600 Merrill Lynch Drive Hopewell, NJ 482 100.0  % 100.0  % 11.4  12,465 
Health Care Equipment & Services 3003 N. 3rd Street Phoenix, AZ 91 100.0  % 100.0  % 0.4  2,282 
Vacant 395 S. Youngs Road Amherst, NY 30 —  % —  % —  — 
Capital Goods 70 Mechanic Street Foxboro, MA 50 100.0  % 100.0  % 3.4  727 
Health Care Equipment & Services 577 Aptakisic Road Lincolnshire, IL 33 100.0  % 100.0  % 2.3  812 
Transportation 360 Westar Boulevard Westerville, OH 29 100.0  % 100.0  % 7.5  448 
Software & Services 12975 Worldgate Drive Herndon, VA 33 100.0  % 100.0  % 5.6  1,183 
Transportation 580 Atlas Air Way Erlanger, KY 20 100.0  % 100.0  % 11.8  323 
Utilities 700 Market Street St. Louis, MO 26 100.0  % 100.0  % 10.7  394 
__________________________________
(1)Includes the properties owned by the Company's Unconsolidated Joint Venture and excludes Non-Operating Properties.

See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 29



Q2 2024 SUPPLEMENTAL INFORMATION
Non-Operating Properties
(unaudited, dollars in thousands as of June 30, 2024)
Address Category Acres Net Carrying Value
1411 - 1435 Lake Cook Road Deerfield, IL (1)
Land 37.4 $ 11,113 
__________________________________
(1)Includes six-properties designated as Non-Operating Properties during the quarter ended June 30, 2024.
See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 30


Q2 2024 SUPPLEMENTAL INFORMATION
Unconsolidated Joint Venture Investment Summary
(unaudited, square feet and dollars in thousands)

The following table summarizes the Company's investments in the Arch Street Unconsolidated Joint Venture as of June 30, 2024.

Legal Ownership Percentage (1)
Tenant Industry Pro Rata Share of Gross Real Estate Investments Pro Rata Share of Rentable Square Feet Pro Rata Share of Annualized Base Rent Pro Rata Share of Principal Outstanding
Schneider Electric - Foxboro, MA 20% Capital Goods $ 8,336  50  $ 727  $ 5,081 
Sysmex - Lincolnshire, IL 20% Health Care Equipment & Services 9,239  33  812  5,439 
DHL - Westerville, OH 20% Transportation 6,676  29  448  3,965 
Peraton - Herndon, VA 20% Software & Services 9,812  33  1,183  5,990 
Atlas Air - Erlanger, KY 20% Transportation 5,330  20  323  3,157 
Spire Energy - St. Louis, MO 20% Utilities 6,159  26  394  3,654 
$ 45,552  191  $ 3,887  $ 27,286 
__________________________________
(1)Legal ownership percentage may, at times, not equal the Company's economic interest because of various provisions in the joint venture agreement regarding capital contributions, distributions of cash flow based on capital account balances and allocations of profits and losses.

See the Definitions section for a description of the Company's non-GAAP and operating metrics.
Orion Office REIT Inc. | WWW.ONLREIT.COM | 31



Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
Annualized Base Rent is the monthly aggregate cash amount charged to tenants under our leases (including monthly base rent receivables and certain fixed contractually obligated reimbursements by our tenants), as of the final date of the applicable period, multiplied by 12, including the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture. Annualized Base Rent is not indicative of future performance.
CPI refers to a lease in which base rent is adjusted based on changes in a consumer price index.
Credit Rating of a tenant refers to the Standard & Poor's or Moody's credit rating and such rating also may reflect the rating assigned by Standard & Poor's or Moody's to the lease guarantor or the parent company as applicable.
Double Net Lease ("NN") is a lease under which the tenant agrees to pay all operating expenses associated with the property (e.g., real estate taxes, insurance, maintenance), but excludes some or all major repairs (e.g., roof, structure, parking lot, in each case, as further defined in the applicable lease).
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") and Adjusted EBITDA
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. ("Nareit"), an industry trade group, has promulgated a supplemental performance measure known as Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate. Nareit defines EBITDAre as net income (loss) computed in accordance with GAAP, adjusted for interest expense, income tax expense (benefit), depreciation and amortization, impairment write-downs on real estate, gains or losses from disposition of property and our pro rata share of EBITDAre adjustments related to the Unconsolidated Joint Venture. We calculated EBITDAre in accordance with Nareit's definition described above.
In addition to EBITDAre, we use Adjusted EBITDA as a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. Adjusted EBITDA, as defined by the Company, represents EBITDAre, modified to exclude non-routine items such as transaction related expenses and spin related expenses. We also exclude certain non-cash items such as impairments of intangible and right of use assets, gains or losses on derivatives, gains or losses on the extinguishment or forgiveness of debt, amortization of intangibles, above-market lease assets and deferred lease incentives, net of amortization of below-market lease liabilities and our pro rata share of Adjusted EBITDA adjustments related to the Unconsolidated Joint Venture. Management believes that excluding these costs from EBITDAre provides investors with supplemental performance information that is consistent with the performance models and analysis used by management, and provides investors a view of the performance of our portfolio over time. Therefore, EBITDAre and Adjusted EBITDA should not be considered as an alternative to net income (loss), as determined under GAAP. The Company uses Adjusted EBITDA as one measure of its operating performance when formulating corporate goals and evaluating the effectiveness of the Company's strategies. EBITDAre and Adjusted EBITDA may not be comparable to similarly titled measures of other companies.
Enterprise Value equals the sum of the Implied Equity Market Capitalization and Net Debt, in each case, as of an applicable date.
Fixed Charge Coverage Ratio is (a) Adjusted EBITDA divided by (b) the sum of (i) Interest Expense, excluding non-cash amortization and (ii) secured debt principal amortization on Adjusted Principal Outstanding. Management believes that Fixed Charge Coverage Ratio is a useful supplemental measure of our ability to satisfy fixed financing obligations.
Fixed Dollar or Percent Increase refers to a lease that requires contractual rent increases during the term of the lease agreement. A Fixed Dollar or Percent Increase lease may include a period of free rent at the beginning or end of the lease.
Flat refers to a lease that requires equal rent payments, with no contractual increases, throughout the term of the lease agreement. A Flat lease may include a period of free rent at the beginning or end of the lease.

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
Funds Available for Distribution ("FAD")
Funds available for distribution, as defined by the Company, represents Core FFO, as defined below, modified to exclude capital expenditures and leasing costs, as well as certain non-cash items such as amortization of above market leases, net of amortization of below market lease liabilities, straight-line rental revenue, amortization of the Unconsolidated Joint Venture basis difference and our pro rata share of FAD adjustments related to the Unconsolidated Joint Venture. Management believes that adjusting these items from Core FFO provides investors with supplemental performance information that is consistent with the performance models and analysis used by management and provides useful information regarding the Company's ability to fund its dividend.
However, not all REITs calculate FAD and those that do may not calculate FAD the same way, so comparisons with other REITs may not be meaningful. FAD should not be considered as an alternative to net income (loss) or cash flow provided by (used in) operating activities as determined under GAAP.
Nareit Funds from Operations ("Nareit FFO" or "FFO") and Core Funds from Operations ("Core FFO")
Due to certain unique operating characteristics of real estate companies, as discussed below, Nareit has promulgated a supplemental performance measure known as FFO, which we believe to be an appropriate supplemental performance measure to reflect the operating performance of the Company. FFO is not equivalent to our net income (loss) as determined under GAAP.
Nareit defines FFO as net income (loss) computed in accordance with GAAP adjusted for gains or losses from disposition of real estate assets, depreciation and amortization of real estate assets, impairment write-downs on real estate, and our pro rata share of FFO adjustments related to the Unconsolidated Joint Venture. We calculate FFO in accordance with Nareit's definition described above.
In addition to FFO, we use Core FFO as a non-GAAP supplemental financial performance measure to evaluate the operating performance of the Company. Core FFO, as defined by the Company, excludes from FFO items that we believe do not reflect the ongoing operating performance of our business such as transaction related expenses, spin related expenses, amortization of deferred lease incentives, amortization of deferred financing costs, equity-based compensation, amortization of premiums and discounts on debt, net and gains or losses on extinguishment of swaps and/or debt, and our pro rata share of Core FFO adjustments related to the Unconsolidated Joint Venture.
We believe that FFO and Core FFO allow for a comparison of the performance of our operations with other publicly-traded REITs, as FFO and Core FFO, or a substantially similar measure, are routinely reported by publicly-traded REITs, each adjust for items that we believe do not reflect the ongoing operating performance of our business and we believe are often used by analysts and investors for comparison purposes.
For all of these reasons, we believe FFO and Core FFO, in addition to net income (loss), as determined under GAAP, are helpful supplemental performance measures and useful in understanding the various ways in which our management evaluates the performance of the Company over time. However, not all REITs calculate FFO and Core FFO the same way, so comparisons with other REITs may not be meaningful. FFO and Core FFO should not be considered as alternatives to net income (loss) and are not intended to be used as a liquidity measure indicative of cash flow available to fund our cash needs. Neither the SEC, Nareit, nor any other regulatory body has evaluated the acceptability of the exclusions used to adjust FFO in order to calculate Core FFO and its use as a non-GAAP financial performance measure.
GAAP is an abbreviation for generally accepted accounting principles in the United States.
Gross Lease is a lease under which the landlord is responsible for all expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs).

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
Gross Real Estate Investments represent total gross real estate and related assets of Operating Properties and the Company's pro rata share of such amounts related to properties owned by the Unconsolidated Joint Venture, net of gross intangible lease liabilities. As of June 30, 2024, the Company has revised its definition of Operating Properties to exclude Non-Operating Properties. This change in definition has also been applied retrospectively to the calculation of Gross Real Estate Investments for comparison purposes. Gross Real Estate Investments should not be considered as an alternative to the Company's real estate investments balance as determined under GAAP or any other GAAP financial measures and should only be considered together with, and as a supplement to, the Company's financial information prepared in accordance with GAAP.
The following table shows a reconciliation of Gross Real Estate Investments to the amounts presented in accordance with GAAP on the balance sheets for the periods presented (in thousands):
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Total real estate investments, at cost - as reported $ 1,283,456  $ 1,305,227  $ 1,320,396  $ 1,333,586  $ 1,340,751 
Adjustments:
Gross intangible lease assets 307,744  311,914  333,658  346,643  345,416 
Gross intangible lease liabilities (29,779) (29,779) (31,250) (31,250) (31,317)
Non-Operating Properties total real estate investments, at cost (11,113) —  —  —  — 
Proportionate share of Unconsolidated Joint Venture Gross Real Estate Investments
45,552  45,552  45,548  45,548  45,451 
Gross Real Estate Investments $ 1,595,860  $ 1,632,914  $ 1,668,352  $ 1,694,527  $ 1,700,301 
GSA CPI refers to a General Services Administration ("GSA") lease that includes a contractually obligated operating cost component of rent which is adjusted annually based on changes in a consumer price index.
Implied Equity Market Capitalization equals shares of common stock outstanding as of an applicable date, multiplied by the closing sale price of the Company's stock as reported on the New York Stock Exchange on such date.
Industry is derived from the Global Industry Classification Standard ("GICS") Methodology that was developed by Morgan Stanley Capital International ("MSCI") in collaboration with S&P Dow Jones Indices to establish a global, accurate, complete and widely accepted approach to defining industries and classifying securities by industry.
Interest Coverage Ratio equals Adjusted EBITDA divided by Interest Expense, excluding non-cash amortization. Management believes that Interest Coverage Ratio is a useful supplemental measure of our ability to service our debt obligations.
Interest Expense, excluding non-cash amortization is a non-GAAP measure that represents interest expense incurred on the outstanding principal balance of our debt and the Company's pro rata share of the Unconsolidated Joint Venture's interest expense incurred on its outstanding principal balance. This measure excludes the amortization of deferred financing costs, premiums and discounts, which is included in interest expense in accordance with GAAP. Interest Expense, excluding non-cash amortization should not be considered as an alternative to the Company's interest expense as determined under GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to the Company's financial information prepared in accordance with GAAP.
The following table shows a reconciliation of Interest Expense, excluding non-cash amortization to interest expense presented in accordance with GAAP on the statements of operations for the periods presented (in thousands):

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Interest expense, net - as reported $ 8,058  $ 8,146  $ 7,928  $ 7,380  $ 7,222 
Adjustments:
Amortization of deferred financing costs and other non-cash charges (914) (924) (933) (933) (1,059)
Proportionate share of Unconsolidated Joint Venture Interest Expense, excluding non-cash amortization
409  366  370  371  366 
Interest Expense, excluding non-cash amortization $ 7,553  $ 7,588  $ 7,365  $ 6,818  $ 6,529 
Investment-Grade Tenants are those with a Credit Rating of BBB- or higher from Standard & Poor’s or a Credit Rating of Baa3 or higher from Moody’s. The ratings may reflect those assigned by Standard & Poor’s or Moody’s to the lease guarantor or the parent company, as applicable.
Leased Rate equals the sum of Leased Square Feet divided by Rentable Square Feet and includes the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture, in each case, as of an applicable date.
Leased Square Feet is Rentable Square Feet leased for which revenue recognition has commenced in accordance with GAAP and signed leases for vacant space with future commencement dates and includes such amounts related to the Unconsolidated Joint Venture.
Modified Gross Lease is a lease under which the landlord is responsible for most expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs), but passes through some operating expenses to the tenant.
Month-to-Month refers to a lease that is outside of the contractual lease expiration, but the tenant has not vacated and continues to pay rent which may also include holdover rent if applicable.
Net Debt, Principal Outstanding and Adjusted Principal Outstanding 
Principal Outstanding is a non-GAAP measure that represents the Company's outstanding principal debt balance, excluding certain GAAP adjustments, such as premiums and discounts, financing and issuance costs, and related accumulated amortization. Adjusted Principal Outstanding includes the Company's pro rata share of the Unconsolidated Joint Venture's outstanding principal debt balance. We believe that the presentation of Principal Outstanding and Adjusted Principal Outstanding, which show our contractual debt obligations, provides useful information to investors to assess our overall financial flexibility, capital structure and leverage. Principal Outstanding and Adjusted Principal Outstanding should not be considered as alternatives to the Company's consolidated debt balance as determined under GAAP or any other GAAP financial measures and should only be considered together with, and as a supplement to, the Company's financial information prepared in accordance with GAAP.
Net Debt is a non-GAAP measure used to show the Company's Adjusted Principal Outstanding, less all cash and cash equivalents and the Company's pro rata share of the Unconsolidated Joint Venture's cash and cash equivalents, and less cash deposited with the credit facility lenders that was, in accordance with the terms of the credit facility revolver, used to prepay borrowings upon expiration or termination of the Company’s interest rate swap agreements. We believe that the presentation of Net Debt provides useful information to investors because our management reviews Net Debt as part of its management of our overall liquidity, financial flexibility, capital structure and leverage.
The following table shows a reconciliation of Net Debt, Principal Outstanding and Adjusted Principal Outstanding to the amounts presented in accordance with GAAP on the balance sheets for the periods presented (in thousands):

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30,
2023
Mortgages payable, net $ 353,200  $ 353,028  $ 352,856  $ 352,683  $ 352,509 
Credit facility revolver 107,000  116,000  116,000  175,000  175,000 
Total debt - as reported 460,200  469,028  468,856  527,683  527,509 
Deferred financing costs, net 1,800  1,972  2,144  2,317  2,491 
Principal Outstanding 462,000  471,000  471,000  530,000  530,000 
Proportionate share of Unconsolidated Joint Venture Principal Outstanding
27,286  27,332  27,332  27,332  27,332 
Adjusted Principal Outstanding $ 489,286  $ 498,332  $ 498,332  $ 557,332  $ 557,332 
Cash and cash equivalents (24,224) (23,618) (22,473) (32,286) (42,209)
Restricted cash deposited with credit facility lenders —  —  —  (33,198) — 
Proportionate share of Unconsolidated Joint Venture cash and cash equivalents
(720) (633) (650) (708) (705)
Net Debt $ 464,342  $ 474,081  $ 475,209  $ 491,140  $ 514,418 
Net Debt Leverage Ratio equals Net Debt divided by Gross Real Estate Investments. The Net Debt Leverage Ratio for certain prior periods has been updated to reflect the Company's revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.
Net Operating Income ("NOI") and Cash NOI
NOI is a non-GAAP performance measure used to evaluate the operating performance of a real estate company. NOI represents total revenues less property operating expenses and excludes fee revenue earned for services to the Unconsolidated Joint Venture, impairment, depreciation and amortization, general and administrative expenses, transaction related expenses and spin related expenses. Cash NOI excludes the impact of certain GAAP adjustments included in rental revenue, such as straight-line rental revenue, amortization of above-market intangible lease assets and below-market lease intangible liabilities, and amortization of deferred lease incentives. Cash NOI includes the pro rata share of such amounts from properties owned by the Unconsolidated Joint Venture. It is management's view that NOI and Cash NOI provide investors relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. NOI and Cash NOI should not be considered as an alternative to operating income in accordance with GAAP. Further, NOI and Cash NOI may not be comparable to similarly titled measures of other companies.

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
The following table shows the calculation of NOI and Cash NOI for the periods presented (in thousands):
Three Months Ended
June 30, 2024 March 31, 2024 December 31, 2023 September 30, 2023 June 30, 2023
Total revenues $ 40,124  $ 47,197  $ 43,751  $ 49,076  $ 52,024 
Less: total operating expenses (64,762) (65,247) (52,264) (58,390) (59,898)
Fee income from unconsolidated joint venture (201) (202) (200) (200) (200)
Transaction related 167  110  148  101  150 
General and administrative 4,544  4,949  5,479  4,367  4,565 
Depreciation and amortization 38,614  24,504  26,055  27,013  27,877 
Impairment of real estate 5,680  19,685  6,136  11,403  11,819 
NOI 24,166  30,996  29,105  33,370  36,337 
Straight-line rental revenue 240  (549) 679  (1,369) (2,275)
Amortization of above and below market leases, net (429) (537) (361) (346) (274)
Amortization of deferred lease incentives, net 124  123  115  (14) 100 
Other non-cash adjustments 48  48  49  47  48 
Proportionate share of Unconsolidated Joint Venture Cash NOI
855  880  868  863  861 
 Cash NOI $ 25,004  $ 30,961  $ 30,455  $ 32,551  $ 34,797 
Non-Operating Properties refers to all properties owned and consolidated by the Company as of the applicable date which have been excluded from Operating Properties due to the properties being repositioned, redeveloped, developed or held for sale.
Occupancy Rate equals the sum of Occupied Square Feet divided by Rentable Square Feet and includes the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture, in each case, as of an applicable date.
Occupied Square Feet is Rentable Square Feet leased for which revenue recognition has commenced in accordance with GAAP and includes such amounts related to the Unconsolidated Joint Venture.
Operating Properties refers to all properties owned and consolidated by the Company as of the applicable date, excluding Non-Operating Properties.
Property Operating Expense includes reimbursable and non-reimbursable costs to operate a property, including real estate taxes, utilities, insurance, repairs, maintenance, legal, property management fees, etc.
Rentable Square Feet is leasable square feet of Operating Properties and the Company's pro rata share of leasable square feet of properties owned by the Unconsolidated Joint Venture.
Triple Net Lease ("NNN") is a lease under which the tenant agrees to pay all expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs in accordance with the lease terms).
Unconsolidated Joint Venture means the Company's investment in the unconsolidated joint venture with an affiliate of Arch Street Capital Partners, LLC.
Unencumbered Asset Ratio equals Unencumbered Gross Real Estate Investments divided by Gross Real Estate Investments. Management believes that Unencumbered Asset Ratio is a useful supplemental measure of our overall liquidity and leverage. The Unencumbered Asset Ratio for certain prior periods has been updated to reflect the Company's revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.

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Q2 2024 SUPPLEMENTAL INFORMATION
Definitions (cont.)
(unaudited, in thousands, except share and per share data)
Unencumbered Gross Real Estate Investments equals Gross Real Estate Investments, excluding Gross Real Estate Investments related to properties serving as collateral for the Company's CMBS Loan and the Company's pro rata share of properties owned by the Unconsolidated Joint Venture that are pledged as collateral under mortgage debt. Unencumbered Gross Real Estate Investments includes otherwise unencumbered properties which are part of the unencumbered property pool under our credit facility and therefore generally are not available to simultaneously serve as collateral under other borrowings. Unencumbered Gross Real Estate Investments for certain prior periods has been updated to reflect the Company's revised definition of Operating Properties to exclude Non-Operating Properties, and the corresponding impact on the calculation of Gross Real Estate Investments.
Weighted Average Remaining Lease Term is the number of years remaining on each respective lease as of the applicable date, weighted based on Annualized Base Rent and includes the years remaining on each of the respective leases of the Unconsolidated Joint Venture, weighted based on the Company's pro rata share of Annualized Base Rent related to the Unconsolidated Joint Venture.

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