Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2014 |
Accounting Policies [Abstract] | ' |
Basis of Presentation and Significant Accounting Policies | ' |
Basis of Presentation and Significant Accounting Policies |
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Interim Unaudited Financial Information |
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The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013, which was filed with the Securities and Exchange Commission (“SEC”) on March 7, 2014. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this report on Form 10-Q pursuant to the rules and regulations of the SEC. |
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The results for the interim periods shown in this report are not necessarily indicative of future financial results. The accompanying condensed consolidated balance sheets as of June 30, 2014, and December 31, 2013, and condensed consolidated statements of operations and comprehensive loss, changes in equity, and cash flows for the periods ended June 30, 2014 and 2013, have not been audited by our independent registered public accounting firm. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments necessary to present fairly our financial position as of June 30, 2014, and December 31, 2013, and our results of operations and our cash flows for the periods ended June 30, 2014 and 2013. These adjustments are of a normal recurring nature. |
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We have evaluated subsequent events for recognition or disclosure in our condensed consolidated financial statements. |
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Summary of Significant Accounting Policies |
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Described below are certain of our significant accounting policies. The disclosures regarding several of the policies have been condensed or omitted in accordance with interim reporting regulations specified by Form 10-Q. Please see our Annual Report on Form 10-K for a complete listing of all of our significant accounting policies. |
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Real Estate |
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As of June 30, 2014, and December 31, 2013, the cost basis and accumulated depreciation and amortization related to our consolidated real estate properties and related lease intangibles were as follows (in thousands): |
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| | | | Lease Intangibles |
| | | | Assets | | Liabilities |
| | | | | | Acquired Above-Market Leases | | Acquired Below-Market Leases |
| | Buildings and Improvements | | Other Lease Intangibles | | |
as of June 30, 2014 | | | | |
Cost | | $ | 2,266,807 | | | $ | 296,182 | | | $ | 19,171 | | | $ | (72,839 | ) |
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Less: accumulated depreciation and amortization | | (622,719 | ) | | (174,401 | ) | | (13,942 | ) | | 51,521 | |
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Net | | $ | 1,644,088 | | | $ | 121,781 | | | $ | 5,229 | | | $ | (21,318 | ) |
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| | | | Lease Intangibles |
| | | | Assets | | Liabilities |
| | | | | | Acquired Above-Market Leases | | Acquired Below-Market Leases |
| | Buildings and Improvements | | Other Lease Intangibles | | |
as of December 31, 2013 | | | | |
Cost | | $ | 2,255,384 | | | $ | 305,233 | | | $ | 19,264 | | | $ | (76,750 | ) |
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Less: accumulated depreciation and amortization | | (586,585 | ) | | (177,088 | ) | | (13,045 | ) | | 52,180 | |
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Net | | $ | 1,668,799 | | | $ | 128,145 | | | $ | 6,219 | | | $ | (24,570 | ) |
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We amortize the value of in-place leases, in-place tenant improvements and in-place leasing commissions to expense over the initial term of the respective leases. The tenant relationship values are amortized to expense over the tenants’ respective initial lease terms and any anticipated renewal periods, but in no event does the amortization period for intangible assets or liabilities exceed the remaining depreciable life of the building. Should a tenant terminate its lease, the unamortized portion of the acquired lease intangibles related to that tenant would be charged to expense. The estimated remaining average useful lives for acquired lease intangibles range from an ending date of July 2014 to an ending date of November 2025. Anticipated amortization associated with the acquired lease intangibles for each of the following five years is as follows (in thousands): |
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July - December 2014 | $ | 6,386 | | | | | | | | | | | | | | |
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2015 | $ | 9,305 | | | | | | | | | | | | | | |
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2016 | $ | 6,362 | | | | | | | | | | | | | | |
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2017 | $ | 3,816 | | | | | | | | | | | | | | |
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2018 | $ | 3,025 | | | | | | | | | | | | | | |
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Impairment of Real Estate Related Assets |
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For our consolidated real estate assets, we monitor events and changes in circumstances indicating that the carrying amounts of the real estate assets may not be recoverable. When such events or changes in circumstances are present, we assess potential impairment by comparing estimated future undiscounted cash flows expected to be generated over the life of the asset including its eventual disposition, to the carrying amount of the asset. In the event that the carrying amount exceeds the estimated future undiscounted cash flows and also exceeds the fair value of the asset, we recognize an impairment loss to adjust the carrying amount of the asset to its estimated fair value. Our process to estimate the fair value of an asset involves using third-party broker valuation estimates, bona fide purchase offers or the expected sales price of an executed sales agreement, which would be considered Level 1 or Level 2 assumptions within the fair value hierarchy. To the extent that this type of third-party information is unavailable, we estimate projected cash flows and a risk-adjusted rate of return that we believe would be used by a third-party market participant in estimating the fair value of an asset. This is considered a Level 3 assumption within the fair value hierarchy. These projected cash flows are prepared internally by the Company’s asset management professionals and are updated quarterly to reflect in place and projected leasing activity, market revenue and expense growth rates, market capitalization rates, discount rates, and changes in economic and other relevant conditions. The Company’s Chief Financial Officer, Chief Investment Officer and Chief Accounting Officer review these projected cash flows to assure that the valuation is prepared using reasonable inputs and assumptions which are consistent with market data or with assumptions that would be used by a third party market participant and assume the highest and best use of the real estate investment. For the six months ended June 30, 2014 and 2013, we recorded non-cash impairment charges of approximately $8.2 million and $4.9 million, respectively, related to the impairment of consolidated real estate assets. The impairment losses recorded were primarily related to assets assessed for impairment due to changes in management's estimates of the intended hold periods. |
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For our unconsolidated real estate assets, at each reporting date we compare the estimated fair value of our investment to the carrying amount. An impairment charge is recorded to the extent the fair value of our investment is less than the carrying amount and the decline in value is determined to be other than a temporary decline. We had no impairment charges related to our investments in unconsolidated entities for the six months ended June 30, 2014 or 2013. |
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In evaluating our investments for impairment, management makes several estimates and assumptions, including, but not limited to, the projected date of disposition and sales price for each property, the estimated future cash flows of each property during our estimated ownership period, and for unconsolidated investments, the estimated future distributions from the investment. A change in these estimates and assumptions could result in understating or overstating the carrying amount of our investments which could be material to our financial statements. |
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We undergo continuous evaluations of property level performance, credit market conditions and financing options. If our assumptions regarding the cash flows expected to result from the use and eventual disposition of our properties decrease or our expected hold periods decrease, we may incur future impairment charges on our real estate related assets. In addition, we may incur impairment charges on assets classified as held for sale in the future if the carrying amount of the asset upon classification as held for sale exceeds the estimated fair value, less costs to sell. |
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Accounts Receivable, net |
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The following is a summary of our accounts receivable as of June 30, 2014, and December 31, 2013 (in thousands): |
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| June 30, | | December 31, | | | | | | | | | |
2014 | 2013 | | | | | | | | | |
Straight-line rental revenue receivable | $ | 91,109 | | | $ | 88,370 | | | | | | | | | | |
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Tenant receivables | 8,450 | | | 9,389 | | | | | | | | | | |
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Non-tenant receivables | 1,012 | | | 714 | | | | | | | | | | |
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Allowance for doubtful accounts | (1,299 | ) | | (1,289 | ) | | | | | | | | | |
Total | $ | 99,272 | | | $ | 97,184 | | | | | | | | | | |
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Deferred Financing Fees, net |
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The following is a summary of our deferred financing fees as of June 30, 2014, and December 31, 2013 (in thousands): |
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| June 30, | | December 31, | | | | | | | | | |
2014 | 2013 | | | | | | | | | |
Cost | $ | 26,057 | | | $ | 26,044 | | | | | | | | | | |
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Less: accumulated amortization | (17,956 | ) | | (16,066 | ) | | | | | | | | | |
Net | $ | 8,101 | | | $ | 9,978 | | | | | | | | | | |
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Other Intangible Assets, net |
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Other intangible assets consists of a ground lease on one of our properties. As of June 30, 2014, and December 31, 2013, the cost basis and accumulated amortization related to our consolidated other intangibles assets were as follows (in thousands): |
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| June 30, | | December 31, | | | | | | | | | |
2014 | 2013 | | | | | | | | | |
Cost | $ | 2,978 | | | $ | 2,978 | | | | | | | | | | |
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Less: accumulated amortization | (775 | ) | | (715 | ) | | | | | | | | | |
Net | $ | 2,203 | | | $ | 2,263 | | | | | | | | | | |
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We amortize the value of other intangible assets to expense over the estimated remaining useful life which has an ending date of December 2032. Anticipated amortization associated with other intangible assets for each of the following five years is as follows (in thousands): |
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July - December 2014 | $ | 59 | | | | | | | | | | | | | | |
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2015 | $ | 119 | | | | | | | | | | | | | | |
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2016 | $ | 119 | | | | | | | | | | | | | | |
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2017 | $ | 119 | | | | | | | | | | | | | | |
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2018 | $ | 119 | | | | | | | | | | | | | | |
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Revenue Recognition |
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We recognize rental income generated from all leases of consolidated real estate assets on a straight-line basis over the terms of the respective leases, including the effect of rent holidays, if any. The total net increase to rental revenues due to straight-line rent adjustments for the three months ended June 30, 2014 and 2013, was approximately $1.4 million and $2.1 million, respectively, and includes amounts recognized in discontinued operations. The total net increase to rental revenues due to straight-line rent adjustments for the six months ended June 30, 2014 and 2013, was approximately $2.9 million and $5.0 million, respectively, and includes amounts recognized in discontinued operations. As discussed above, our rental revenue also includes amortization of acquired above- and below-market leases. The total net increase to rental revenues due to the amortization of acquired above- and below-market leases for the three months ended June 30, 2014 and 2013, was approximately $1.1 million and $2.3 million, respectively, and includes amounts recognized in discontinued operations. The total net increase to rental revenues due to the amortization of acquired above- and below-market leases for the six months ended June 30, 2014 and 2013, was approximately $2.3 million and $4.6 million, respectively, and includes amounts recognized in discontinued operations. Revenues relating to lease termination fees are recognized on a straight-line basis amortized from the time that a tenant’s right to occupy the leased space is modified through the end of the revised lease term. For the three months ended June 30, 2014 and 2013, we recognized lease termination fees of approximately $0.7 million and $0.2 million, which includes amounts recognized in discontinued operations. For the six months ended June 30, 2014 and 2013, we recognized lease termination fees of approximately $0.9 million, and $0.3 million which includes amounts recognized in discontinued operations. |
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Income Taxes |
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We have elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), and have qualified as a REIT since the year ended December 31, 2004. To qualify as a REIT, we must meet a number of organizational and operational requirements, including a requirement that we distribute at least 90% of our REIT taxable income (excluding net capital gains) to our stockholders. As a REIT, we generally will not be subject to federal income tax at the corporate level (except to the extent we distribute less than 100% of our taxable income and/or net taxable capital gains). We generate certain of our taxable income through various taxable REIT subsidiary (“TRS”) entities. The taxable income of our TRS entities is subject to applicable federal, state, and local income and margin taxes. |
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As of June 30, 2014, we have deferred tax liabilities of approximately $0.9 million and deferred tax assets, net of related valuation allowances, of less than $0.1 million related to various state taxing jurisdictions. At December 31, 2013, we had deferred tax liabilities of approximately $1.3 million and deferred tax assets, net of related valuation allowances, of less than $0.1 million related to various state taxing jurisdictions. |
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We recognize in our financial statements the impact of our tax return positions if it is more likely than not that the tax position will be sustained upon examination (defined as a greater than fifty percent likelihood of being sustained upon audit, based on the technical merits of the tax position). Tax positions that meet the more likely than not threshold are measured at the largest amount of tax benefit that has a greater than fifty percent likelihood of being realized upon settlement. We recognize the tax implications of the portion of a tax position that does not meet the more likely than not threshold together with the accrued interest and penalties in the financial statements as a component of the provision for income taxes. |