Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Entity information | ||
Entity Registrant Name | RETAIL PROPERTIES OF AMERICA, INC. | |
Entity Central Index Key | 1,222,840 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 237,383,080 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Investment properties: | ||
Land | $ 1,281,900 | $ 1,254,131 |
Building and other improvements | 4,459,618 | 4,428,554 |
Developments in progress | 3,000 | 5,157 |
Gross investment properties | 5,744,518 | 5,687,842 |
Less accumulated depreciation | (1,476,970) | (1,433,195) |
Net investment properties (includes $115,222 and $0 from consolidated variable interest entities, respectively) | 4,267,548 | 4,254,647 |
Cash and cash equivalents | 29,788 | 51,424 |
Accounts and notes receivable (net of allowances of $7,148 and $7,910, respectively) | 79,523 | 82,804 |
Acquired lease intangible assets, net | 146,522 | 138,766 |
Assets associated with investment properties held for sale | 48,533 | 0 |
Other assets, net | 136,422 | 93,610 |
Total assets | 4,708,336 | 4,621,251 |
Liabilities: | ||
Mortgages payable, net | 1,032,287 | 1,123,136 |
Unsecured notes payable, net | 495,818 | 495,576 |
Unsecured term loans, net | 447,005 | 447,526 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Accounts payable and accrued expenses | 56,137 | 69,800 |
Distributions payable | 39,320 | 39,297 |
Acquired lease intangible liabilities, net | 108,602 | 114,834 |
Liabilities associated with investment properties held for sale | 5,208 | 0 |
Other liabilities | 69,886 | 75,745 |
Total liabilities | 2,559,263 | 2,465,914 |
Commitments and contingencies (Note 14) | ||
Equity: | ||
Additional paid-in capital | 4,932,953 | 4,931,395 |
Accumulated distributions in excess of earnings | (2,783,560) | (2,776,215) |
Accumulated other comprehensive loss | (562) | (85) |
Total equity | 2,149,073 | 2,155,337 |
Total liabilities and equity | 4,708,336 | 4,621,251 |
7.00% Series A cumulative redeemable preferred stock | ||
Equity: | ||
Preferred stock | 5 | 5 |
Class A common stock | ||
Equity: | ||
Class A common stock | $ 237 | $ 237 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (parenthetical) - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Consolidated variable interest entities (in dollars) | $ 115,222 | $ 0 |
Accounts and notes receivable, allowances (in dollars) | $ 7,148 | $ 7,910 |
7.00% Series A cumulative redeemable preferred stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, dividend rate | 7.00% | 7.00% |
Preferred stock, shares issued | 5,400 | 5,400 |
Preferred stock, shares outstanding | 5,400 | 5,400 |
Preferred stock, liquidation preference | $ 135,000 | $ 135,000 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 475,000 | 475,000 |
Common stock, shares issued | 237,383 | 237,267 |
Common stock, shares outstanding | 237,383 | 237,267 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Other Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues | ||||
Rental income | $ 115,194 | $ 119,022 | $ 230,454 | $ 238,810 |
Tenant recovery income | 29,654 | 29,416 | 60,010 | 60,716 |
Other property income | 2,378 | 2,450 | 5,401 | 4,559 |
Total revenues | 147,226 | 150,888 | 295,865 | 304,085 |
Expenses | ||||
Operating expenses | 20,092 | 23,153 | 43,153 | 48,848 |
Real estate taxes | 21,090 | 20,486 | 41,029 | 40,996 |
Depreciation and amortization | 53,443 | 55,798 | 106,839 | 110,474 |
Provision for impairment of investment properties | 4,142 | 3,944 | 6,306 | 3,944 |
General and administrative expenses | 10,773 | 14,018 | 22,179 | 25,010 |
Total expenses | 109,540 | 117,399 | 219,506 | 229,272 |
Operating income | 37,686 | 33,489 | 76,359 | 74,813 |
Gain on extinguishment of debt | 0 | 0 | 13,653 | 0 |
Gain on extinguishment of other liabilities | 6,978 | 0 | 6,978 | 0 |
Interest expense | (25,977) | (36,140) | (52,741) | (70,185) |
Other income (expense), net | 302 | (306) | 427 | 919 |
Income (loss) from continuing operations | 18,989 | (2,957) | 44,676 | 5,547 |
Gain on sales of investment properties | 9,613 | 33,641 | 31,352 | 38,213 |
Net income | 28,602 | 30,684 | 76,028 | 43,760 |
Preferred stock dividends | (2,363) | (2,363) | (4,725) | (4,725) |
Net income attributable to common shareholders | $ 26,239 | $ 28,321 | $ 71,303 | $ 39,035 |
Earnings per common share – basic and diluted | ||||
Net income per common share attributable to common shareholders | $ 0.11 | $ 0.12 | $ 0.30 | $ 0.16 |
Net income | $ 28,602 | $ 30,684 | $ 76,028 | $ 43,760 |
Other comprehensive (loss) income: | ||||
Net unrealized (loss) gain on derivative instruments (Note 9) | (510) | 97 | (477) | 2 |
Comprehensive income attributable to the Company | $ 28,092 | $ 30,781 | $ 75,551 | $ 43,762 |
Weighted average number of common shares outstanding – basic | 236,716 | 236,354 | 236,647 | 236,302 |
Weighted average number of common shares outstanding – diluted | 236,902 | 236,356 | 236,781 | 236,305 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Preferred stock7.00% Series A cumulative redeemable preferred stock | Common stockClass A common stock | Additional paid-in capital | Accumulated distributions in excess of earnings | Accumulated other comprehensive (loss) income | Total shareholders' equity | Noncontrolling interests |
Balance at Dec. 31, 2014 | $ 2,189,375 | $ 5 | $ 237 | $ 4,922,864 | $ (2,734,688) | $ (537) | $ 2,187,881 | $ 1,494 |
Balance (in shares) at Dec. 31, 2014 | 5,400 | 236,602 | ||||||
Increase (decrease) in shareholders' equity | ||||||||
Net income | 43,760 | 43,760 | 43,760 | |||||
Other comprehensive income (loss) | 2 | 2 | 2 | |||||
Distributions declared to preferred shareholders | (4,725) | (4,725) | (4,725) | |||||
Distributions declared to common shareholders | (78,575) | (78,575) | (78,575) | |||||
Issuance of common stock, net of offering costs | (79) | (79) | (79) | |||||
Issuance of restricted shares (in shares) | 737 | |||||||
Stock-based compensation expense, net of forfeitures | 6,126 | 6,126 | 6,126 | |||||
Shares withheld for employee taxes | (1,723) | (1,723) | (1,723) | |||||
Shares withheld for employee taxes (in shares) | (112) | |||||||
Balance at Jun. 30, 2015 | 2,154,161 | $ 5 | $ 237 | 4,927,188 | (2,774,228) | (535) | 2,152,667 | 1,494 |
Balance (in shares) at Jun. 30, 2015 | 5,400 | 237,227 | ||||||
Increase (decrease) in shareholders' equity | ||||||||
Cumulative effect of accounting change | 17 | (17) | ||||||
Balance at Dec. 31, 2015 | 2,155,337 | $ 5 | $ 237 | 4,931,395 | (2,776,215) | (85) | 2,155,337 | 0 |
Balance (in shares) at Dec. 31, 2015 | 5,400 | 237,267 | ||||||
Increase (decrease) in shareholders' equity | ||||||||
Net income | 76,028 | 76,028 | 76,028 | |||||
Other comprehensive income (loss) | (477) | (477) | (477) | |||||
Distributions declared to preferred shareholders | (4,725) | (4,725) | (4,725) | |||||
Distributions declared to common shareholders | (78,631) | (78,631) | (78,631) | |||||
Issuance of common stock, net of offering costs | (2) | (2) | (2) | |||||
Issuance of restricted shares (in shares) | 269 | |||||||
Stock-based compensation expense, net of forfeitures | 3,702 | 3,702 | 3,702 | |||||
Stock-based compensation expense, net of forfeitures (in shares) | (6) | |||||||
Shares withheld for employee taxes | (2,159) | (2,159) | (2,159) | |||||
Shares withheld for employee taxes (in shares) | (147) | |||||||
Balance at Jun. 30, 2016 | $ 2,149,073 | $ 5 | $ 237 | $ 4,932,953 | $ (2,783,560) | $ (562) | $ 2,149,073 | $ 0 |
Balance (in shares) at Jun. 30, 2016 | 5,400 | 237,383 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Equity (parenthetical) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Distributions declared to preferred shareholders (in dollars per share) | $ 0.875 | $ 0.875 |
Distributions declared to common shareholders (in dollars per share) | $ 0.33125 | $ 0.33125 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 76,028 | $ 43,760 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 106,839 | 110,474 |
Provision for impairment of investment properties | 6,306 | 3,944 |
Gain on sales of investment properties | (31,352) | (38,213) |
Gain on extinguishment of debt | (13,653) | 0 |
Gain on extinguishment of other liabilities | (6,978) | 0 |
Amortization of loan fees and debt premium and discount, net | 3,187 | 2,040 |
Amortization of stock-based compensation | 3,702 | 6,126 |
Premium paid in connection with defeasance of mortgages payable | 0 | 6,288 |
Payment of leasing fees and inducements | (5,967) | (3,986) |
Changes in accounts receivable, net | (1,655) | 11,441 |
Changes in accounts payable and accrued expenses, net | (11,410) | (6,816) |
Changes in other operating assets and liabilities, net | 834 | 7,099 |
Other, net | 893 | 834 |
Net cash provided by operating activities | 126,774 | 142,991 |
Cash flows from investing activities: | ||
Changes in restricted escrows, net | 1,769 | 21,699 |
Purchase of investment properties | (261,877) | (382,016) |
Capital expenditures and tenant improvements | (30,216) | (23,070) |
Proceeds from sales of investment properties | 41,031 | 150,699 |
Investment in developments in progress | 0 | (833) |
Other, net | 194 | (25) |
Net cash used in investing activities | (249,099) | (233,546) |
Cash flows from financing activities: | ||
Proceeds from mortgages payable | 0 | 757 |
Principal payments on mortgages payable | (12,679) | (178,546) |
Proceeds from unsecured notes payable | 0 | 248,815 |
Proceeds from unsecured credit facility | 325,000 | 460,000 |
Repayments of unsecured credit facility | (120,000) | (350,000) |
Payment of loan fees and deposits, net | (6,043) | (2,233) |
Purchase of U.S. Treasury securities in connection with defeasance of mortgages payable | 0 | (30,840) |
Distributions paid | (83,333) | (83,196) |
Other, net | (2,256) | (1,793) |
Net cash provided by financing activities | 100,689 | 62,964 |
Net decrease in cash and cash equivalents | (21,636) | (27,591) |
Cash and cash equivalents, at beginning of period | 51,424 | 112,292 |
Cash and cash equivalents, at end of period | 29,788 | 84,701 |
Supplemental cash flow disclosure, including non-cash activities: | ||
Cash paid for interest | 46,695 | 56,692 |
Distributions payable | 39,320 | 39,291 |
Accrued capital expenditures and tenant improvements | 8,742 | 5,309 |
Accrued leasing fees and inducements | 772 | 669 |
Developments in progress placed in service | 0 | 2,288 |
U.S. Treasury securities transferred in connection with defeasance of mortgages payable | 0 | 30,840 |
Defeasance of mortgages payable | 0 | 24,552 |
Purchase of investment properties (after credits at closing): | ||
Land, building and other improvements, net | (257,157) | (375,443) |
Accounts receivable, acquired lease intangibles and other assets | (25,049) | (39,641) |
Accounts payable, acquired lease intangibles and other liabilities | 5,013 | 33,068 |
Mortgages payable assumed, net | 15,316 | 0 |
Purchase of investment properties (after credits at closing) | (261,877) | (382,016) |
Proceeds from sales of investment properties: | ||
Land, building and other improvements, net | 126,057 | 111,651 |
Accounts receivable, acquired lease intangibles and other assets | 10,503 | 2,518 |
Accounts payable, acquired lease intangibles and other liabilities | (3,276) | (1,715) |
Deferred gain | 0 | 32 |
Mortgage debt forgiven or assumed | (94,353) | 0 |
Gain on extinguishment of debt | 13,653 | 0 |
Gain on sales of investment properties | 31,352 | 38,213 |
Proceeds temporarily restricted related to tax-deferred exchanges | (42,905) | 0 |
Proceeds from sales of investment properties | $ 41,031 | $ 150,699 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | ORGANIZATION AND BASIS OF PRESENTATION Retail Properties of America, Inc. (the Company) was formed on March 5, 2003 to own and operate high quality, strategically located shopping centers in the United States. The Company has elected to be taxed as a real estate investment trust (REIT) under the Internal Revenue Code of 1986, as amended (the Code). The Company believes it qualifies for taxation as a REIT and, as such, the Company generally will not be subject to U.S. federal income tax on taxable income that is distributed to its shareholders. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to U.S. federal income tax on its taxable income. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and U.S. federal income and excise taxes on its undistributed income. The Company has one wholly-owned subsidiary that has jointly elected to be treated as a taxable REIT subsidiary (TRS) and is subject to U.S. federal, state and local income taxes at regular corporate tax rates. The income tax expense incurred by the TRS did not have a material impact on the Company’s accompanying condensed consolidated financial statements. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. For example, significant estimates and assumptions have been made with respect to useful lives of assets, capitalization of development costs, fair value measurements, provision for impairment, including estimates of holding periods, capitalization rates and discount rates (where applicable), provision for income taxes, recoverable amounts of receivables, deferred taxes and initial valuations and related amortization periods of deferred costs and intangibles, particularly with respect to property acquisitions. Actual results could differ from these estimates. All share amounts and dollar amounts in the condensed consolidated financial statements and notes thereto are stated in thousands with the exception of per share amounts and per square foot amounts. The accompanying condensed consolidated financial statements include the accounts of the Company, as well as all wholly-owned subsidiaries and any consolidated variable interest entities (VIEs). All intercompany balances and transactions have been eliminated in consolidation. Wholly-owned subsidiaries generally consist of limited liability companies (LLCs), limited partnerships and statutory trusts. The Company’s property ownership as of June 30, 2016 is summarized below: Wholly-owned Consolidated VIEs Retail operating properties (a) 182 3 Office properties 1 — Total operating properties 183 3 Development properties 1 — (a) Excludes three wholly-owned operating properties classified as held for sale as of June 30, 2016 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Refer to the Company’s 2015 Annual Report on Form 10-K for a summary of its significant accounting policies. Except as disclosed below, there have been no changes to the Company’s significant accounting policies in the six months ended June 30, 2016 . Recently Adopted Accounting Pronouncements Effective January 1, 2016, the Company adopted Accounting Standards Update (ASU) 2015-02, Consolidation , which revised the consolidation guidance for all entities. The new standard modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs. The adoption of this pronouncement under the modified retrospective method did not have any effect on the Company’s condensed consolidated financial statements as the Company did not have any VIEs as of January 1, 2016; however, as of June 30, 2016 , the Company had acquired three properties through consolidated VIEs and, accordingly, applied the revised consolidation guidance. See Note 3 to the condensed consolidated financial statements for further details. Effective January 1, 2016, the Company adopted ASU 2015-16, Business Combinations , which requires the acquirer in a business combination to recognize in the period any adjustments to provisional amounts that are identified during the measurement period rather than retrospectively accounting for those adjustments. The adoption of this pronouncement did not have any effect on the Company’s condensed consolidated financial statements. The Company elected to early adopt ASU 2014-15, Presentation of Financial Statements – Going Concern , on January 1, 2016. The new standard requires a company’s management to assess the entity’s ability to continue as a going concern for a period of one year after the date the financial statements are issued (or available to be issued) and provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The adoption of this pronouncement did not have any effect on the Company’s condensed consolidated financial statements. The Company elected to early adopt ASU 2016-09, Compensation – Stock Compensation , on January 1, 2016. The new standard allowed the Company to make an accounting policy election to account for share-based payment award forfeitures when they occur, which required a modified retrospective transition by means of a cumulative-effect adjustment to equity as of the beginning of the period of adoption and resulted in an adjustment of $17 to additional paid-in capital and accumulated distributions in excess of earnings as of January 1, 2016. Other Recently Issued Accounting Pronouncements In May 2014 with subsequent updates issued in August 2015 and March, April and May 2016, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers . This new standard is effective January 1, 2018, with early adoption permitted beginning January 1, 2017, and will require companies to apply a five-step model in recognizing revenue arising from contracts with customers. Lease contracts will be excluded from this revenue recognition criteria; however, the sale of real estate will be required to follow the new model. This pronouncement allows either a full or a modified retrospective method of adoption. Expanded quantitative and qualitative disclosures regarding revenue recognition will be required for contracts that are subject to this guidance. The Company does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements; however, it will continue to evaluate this assessment until the guidance becomes effective. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall . This new standard is effective January 1, 2018 and will require companies to disclose the fair value of financial assets and financial liabilities measured at amortized cost in accordance with the exit price notion and will no longer require disclosure of the methods and significant assumptions used, including any changes, to estimate fair value. In addition, companies will be required to disclose all financial assets and financial liabilities grouped by 1) measurement category and 2) form of financial instrument. The Company does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements; however, it will continue to evaluate this assessment until the guidance becomes effective. In February 2016, the FASB issued ASU 2016-02, Leases . This new standard is effective January 1, 2019, with early adoption permitted, and will require lessees to recognize a liability to make lease payments and a right-of-use asset, initially measured at the present value of lease payments, for both operating and financing leases. For leases with a term of 12 months or less, lessees will be permitted to make an accounting policy election by class of underlying asset to not recognize lease liabilities and lease assets. Under this new pronouncement, lessor accounting will be largely unchanged from existing GAAP. The pronouncement requires a modified retrospective method of adoption, with some optional practical expedients. Upon adoption, the Company will recognize a lease liability and a right-of-use asset for operating leases where it is the lessee. The Company will continue to evaluate the impact of this guidance until it becomes effective. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses . This new standard is effective January 1, 2020, with early adoption permitted beginning January 1, 2019, and replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses. Financial assets that are measured at amortized cost will be required to be presented at the net amount expected to be collected with an allowance for credit losses deducted from the amortized cost basis. In addition, an entity must consider broader information in developing its expected credit loss estimate, including the use of forecasted information. The Company will continue to evaluate the impact of this guidance until it becomes effective. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS The Company closed on the following acquisitions during the six months ended June 30, 2016: Date Property Name Metropolitan Property Type Square Footage Acquisition Price January 15, 2016 Shoppes at Hagerstown (a) Hagerstown Multi-tenant retail 113,000 $ 27,055 January 15, 2016 Merrifield Town Center II (a) Washington, D.C. Multi-tenant retail 76,000 45,676 March 29, 2016 Oak Brook Promenade (b) Chicago Multi-tenant retail 183,200 65,954 April 1, 2016 The Shoppes at Union Hill (c) New York Multi-tenant retail 91,700 63,060 April 29, 2016 Ashland & Roosevelt – Fee Interest (d) Chicago Ground lease interest — 13,850 May 5, 2016 Tacoma South (b) Seattle Multi-tenant retail 230,700 39,400 June 15, 2016 Eastside (b) Dallas Multi-tenant retail 67,100 23,842 761,700 $ 278,837 (a) These properties were acquired as a two -property portfolio. Merrifield Town Center II also contains 62,000 square feet of storage space for a total of 138,000 square feet. (b) These properties were acquired through consolidated VIEs to facilitate potential Internal Revenue Code Section 1031 tax-deferred exchanges (1031 Exchanges). (c) In conjunction with the acquisition, the Company assumed mortgage debt with a principal balance of $15,971 and an interest rate of 3.75% that matures in 2031. (d) The Company acquired the fee interest in an existing wholly-owned multi-tenant retail operating property located in Chicago, Illinois, which was previously subject to a ground lease with a third party. In conjunction with this transaction, the Company reversed the straight-line ground rent liability of $6,978 , which is reflected as “Gain on extinguishment of other liabilities” in the accompanying condensed consolidated statements of operations and other comprehensive income. The Company closed on the following acquisitions during the six months ended June 30, 2015: Date Property Name MSA Property Type Square Footage Acquisition Price January 8, 2015 Downtown Crown Washington, D.C. Multi-tenant retail 258,000 $ 162,785 January 23, 2015 Merrifield Town Center Washington, D.C. Multi-tenant retail 84,900 56,500 January 23, 2015 Fort Evans Plaza II Washington, D.C. Multi-tenant retail 228,900 65,000 February 19, 2015 Cedar Park Town Center Austin Multi-tenant retail 179,300 39,057 March 24, 2015 Lake Worth Towne Crossing – Parcel (a) Dallas Land — 400 May 4, 2015 Tysons Corner Washington, D.C. Multi-tenant retail 37,700 31,556 June 10, 2015 Woodinville Plaza Seattle Multi-tenant retail 170,800 35,250 959,600 $ 390,548 (a) The Company acquired a parcel located at its Lake Worth Towne Crossing multi-tenant retail operating property. The following table summarizes the acquisition date fair values, before prorations, the Company recorded in conjunction with the acquisitions discussed above: Six Months Ended June 30, 2016 2015 Land $ 84,720 $ 141,085 Building and other improvements 172,437 234,358 Acquired lease intangible assets (a) 25,016 38,121 Acquired lease intangible liabilities (b) (3,991 ) (23,016 ) Mortgages payable, net (15,316 ) — Net assets acquired $ 262,866 $ 390,548 (a) The weighted average amortization period for acquired lease intangible assets is 6 years and 16 years for acquisitions completed during the six months ended June 30, 2016 and 2015 , respectively. (b) The weighted average amortization period for acquired lease intangible liabilities is 11 years and 21 years for acquisitions completed during the six months ended June 30, 2016 and 2015 , respectively. The above acquisitions were funded using a combination of available cash on hand, proceeds from dispositions and proceeds from the Company’s unsecured revolving line of credit. Transaction costs totaling $690 and $1,198 for the six months ended June 30, 2016 and 2015 , respectively, were expensed as incurred and are included in “General and administrative expenses” in the accompanying condensed consolidated statements of operations and other comprehensive income. Included in the Company’s condensed consolidated statements of operations and other comprehensive income from the properties acquired that were accounted for as business combinations are $21,802 and $26,185 in total revenues and $5,011 and $4,331 in net income attributable to common shareholders from the date of acquisition through June 30, 2016 and 2015 , respectively. These amounts do not include the total revenue and net income attributable to common shareholders from the 2016 Ashland & Roosevelt – Fee Interest and 2015 Lake Worth Towne Crossing – Parcel acquisitions as they have been accounted for as asset acquisitions. Condensed Pro Forma Financial Information The results of operations for the acquisitions accounted for as business combinations that were completed during the period, or after such period through the financial statement issuance date, for which financial information was available, are included in the following unaudited condensed pro forma financial information as if these acquisitions had been completed as of the beginning of the year prior to the acquisition date. The following unaudited condensed pro forma financial information is presented as if the 2016 acquisitions were completed as of January 1, 2015 and as if the 2015 acquisitions completed through the date the June 30, 2015 financial statements were issued, including the acquisition of the outparcel at Southlake Town Square on July 31, 2015, were completed as of January 1, 2014. The results of operations associated with the 2016 acquisition of the fee interest in Ashland & Roosevelt and the 2015 acquisition of a parcel at Lake Worth Towne Crossing have not been adjusted in the pro forma presentation as they have been accounted for as asset acquisitions. These pro forma results are for comparative purposes only and are not necessarily indicative of what the Company’s actual results of operations would have been had the acquisitions occurred at the beginning of the periods presented, nor are they necessarily indicative of future operating results. The unaudited condensed pro forma financial information is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Total revenues $ 147,813 $ 156,463 $ 300,126 $ 316,679 Net income $ 28,559 $ 29,567 $ 74,975 $ 41,821 Net income attributable to common shareholders $ 26,196 $ 27,204 $ 70,250 $ 37,096 Earnings per common share – basic and diluted Net income per common share attributable to common shareholders $ 0.11 $ 0.11 $ 0.30 $ 0.16 Weighted average number of common shares outstanding – basic 236,716 236,354 236,647 236,302 Variable Interest Entities During the six months ended June 30, 2016 , the Company entered into agreements with a qualified intermediary related to potential 1031 Exchanges. The Company loaned $65,419 , $39,215 and $23,522 to the VIEs to acquire Oak Brook Promenade, Tacoma South and Eastside, respectively. Each 1031 Exchange must be completed within 180 days after the acquisition date of the property that is the subject of such 1031 Exchange in accordance with the applicable provisions of the Code. At the completion or expiration of the 1031 Exchanges, the sole membership interest of the VIEs will be assigned to the Company in satisfaction of the outstanding loans, resulting in the entities being wholly owned by the Company. The Company was deemed to be the primary beneficiary of the VIEs as it has the ability to direct the activities of the VIEs that most significantly impact their economic performance and has all of the risks and rewards of ownership. Accordingly, the Company consolidated the VIEs. No value or income has been attributed to the noncontrolling interests. The assets of the VIEs consist of the investment properties which are operated by the Company. As of June 30, 2016 , the assets and liabilities of the VIEs are as follows: June 30, Assets Land $ 25,374 Building and other improvements 90,598 Less accumulated depreciation (750 ) Net investment properties 115,222 Acquired lease intangible assets 13,915 Other assets 2,138 Total assets $ 131,275 Liabilities Loans due to the Company (a) $ 128,156 Other liabilities 2,738 Total liabilities $ 130,894 (a) Represents funds loaned by the Company to the VIEs to acquire the properties and have been eliminated in consolidation. |
Dispositions
Dispositions | 6 Months Ended |
Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions | DISPOSITIONS The Company closed on the following dispositions during the six months ended June 30, 2016: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain February 1, 2016 The Gateway (b) Multi-tenant retail 623,200 $ 75,000 $ (795 ) $ 3,868 February 10, 2016 Stateline Station Multi-tenant retail 142,600 17,500 17,210 4,253 March 30, 2016 Six Property Portfolio (c) Single-user retail 230,400 35,413 12 13,618 April 20, 2016 CVS Pharmacy – Oklahoma City Single-user retail 10,900 4,676 4,608 1,764 June 2, 2016 Rite Aid Store (Eckerd) – Canandaigua & Tim Horton Donut Shop (d) Single-user retail 16,600 5,400 5,333 1,444 June 15, 2016 Academy Sports – Midland (e) Single-user retail 61,200 5,541 17 2,220 June 23, 2016 Four Rite Aid Portfolio (f) Single-user retail 45,400 15,934 14,646 2,287 1,130,300 $ 159,464 $ 41,031 $ 29,454 (a) Aggregate proceeds are net of transaction costs and proceeds temporarily restricted related to potential 1031 Exchanges. (b) The property was disposed of through a lender-directed sale in full satisfaction of the Company’s $94,353 mortgage obligation. Immediately prior to the disposition, the lender reduced the Company’s loan obligation to $75,000 which was assumed by the buyer in connection with the disposition. Along with the loan reduction, the lender received the balance of the restricted escrows that they held and the rights to unpaid accounts receivable and forgave accrued interest, resulting in a net gain on extinguishment of debt of $13,653 . (c) Portfolio consists of the following properties: (i) Academy Sports – Houma, (ii) Academy Sports – Port Arthur, (iii) Academy Sports – San Antonio, (iv) CVS Pharmacy – Moore, (v) CVS Pharmacy – Saginaw and (vi) Rite Aid Store (Eckerd) – Olean. Disposition proceeds of $34,973 are temporarily restricted related to potential 1031 Exchanges and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (d) The terms of the disposition of Rite Aid Store (Eckerd) – Canandaigua and Tim Horton Donut Shop were negotiated as a single transaction. (e) Disposition proceeds of $5,383 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (f) Portfolio consists of the following properties: (i) Rite Aid Store (Eckerd) – Cheektowaga, (ii) Rite Aid Store (Eckerd), W. Main St. – Batavia, (iii) Rite Aid Store (Eckerd), Union Rd. and (iv) Rite Aid Store (Eckerd) – Greece. During the six months ended June 30, 2016 , the Company disposed of an outparcel for consideration of $2,639 and recorded a gain of $1,898 from the transaction. Disposition proceeds of $2,549 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. The aggregate gains from the property dispositions and this additional transaction totaled $31,352 . Subsequent to June 30, 2016 , the Company sold two multi-tenant retail operating properties aggregating 425,900 square feet and two single-user retail properties aggregating 21,800 square feet for total consideration of $54,813 . The Company closed on the following dispositions during the six months ended June 30, 2015: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain January 20, 2015 Aon Hewitt East Campus Single-user office 343,000 $ 17,233 $ 16,495 $ — February 27, 2015 Promenade at Red Cliff Multi-tenant retail 94,500 19,050 18,848 4,572 April 7, 2015 Hartford Insurance Building Single-user office 97,400 6,015 5,663 860 April 30, 2015 Rasmussen College Single-user office 26,700 4,800 4,449 1,334 May 15, 2015 Mountain View Plaza Multi-tenant retail 162,000 28,500 27,949 10,184 June 4, 2015 Massillon Commons Multi-tenant retail 245,900 12,520 12,145 — June 5, 2015 Citizen's Property Insurance Building Single-user office 59,800 3,650 3,368 440 June 17, 2015 Pine Ridge Plaza Multi-tenant retail 236,500 33,200 31,858 12,938 June 17, 2015 Bison Hollow Multi-tenant retail 134,800 18,800 18,657 4,061 June 17, 2015 The Village at Quail Springs Multi-tenant retail 100,400 11,350 11,267 3,824 1,501,000 $ 155,118 $ 150,699 $ 38,213 (a) Aggregate proceeds are net of transaction costs. None of the dispositions completed during the six months ended June 30, 2016 and 2015 qualified for discontinued operations treatment. As of June 30, 2016 , the Company had entered into contracts to sell the following properties, each of which qualified for held for sale accounting treatment: Property Name Property Location Property Type Square Footage Alison’s Corner San Antonio, Texas Multi-tenant retail 55,100 Broadway Shopping Center Bangor, Maine Multi-tenant retail 190,300 Mid-Hudson Center Poughkeepsie, New York Multi-tenant retail 235,600 481,000 These properties qualified for held for sale accounting treatment upon meeting all applicable GAAP criteria during the quarter ended June 30, 2016 , at which time depreciation and amortization were ceased. As such, the assets and liabilities associated with these properties are separately classified as held for sale in the condensed consolidated balance sheet as of June 30, 2016 . Subsequent to June 30, 2016 , the Company sold Broadway Shopping Center and Mid-Hudson Center for total consideration of $48,000 . No properties qualified for held for sale accounting treatment as of December 31, 2015. The following table presents the assets and liabilities associated with the investment properties classified as held for sale: June 30, Assets Land, building and other improvements $ 53,308 Accumulated depreciation (9,254 ) Net investment properties 44,054 Other assets 4,479 Assets associated with investment properties held for sale $ 48,533 Liabilities Other liabilities $ 5,208 Liabilities associated with investment properties held for sale $ 5,208 |
Equity Compensation Plans
Equity Compensation Plans | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Compensation Plans | EQUITY COMPENSATION PLANS The Company’s 2014 Long-Term Equity Compensation Plan, subject to certain conditions, authorizes the issuance of incentive and non-qualified stock options, restricted stock and restricted stock units, stock appreciation rights and other similar awards as well as cash-based awards to the Company’s employees, non-employee directors, consultants and advisors in connection with compensation and incentive arrangements that may be established by the Company’s board of directors or executive management. The following table summarizes the Company’s unvested restricted shares as of and for the six months ended June 30, 2016 : Unvested Restricted Shares Weighted Average Grant Date Fair Value per Restricted Share Balance as of January 1, 2016 788 $ 15.52 Shares granted (a) 269 $ 14.74 Shares vested (444 ) $ 15.49 Shares forfeited (b) (6 ) $ 14.99 Balance as of June 30, 2016 (c) 607 $ 15.20 (a) Shares granted vest over periods ranging from 0.4 years to 3.9 years in accordance with the terms of applicable award documents. (b) Effective January 1, 2016, the Company made an accounting policy election to account for forfeitures when they occur. (c) As of June 30, 2016 , total unrecognized compensation expense related to unvested restricted shares was $5,368 , which is expected to be amortized over a weighted average term of 1.5 years . In addition, during the six months ended June 30, 2016 , performance restricted stock units (RSUs) were granted to the Company’s executives. In 2019, following the performance period which concludes on December 31, 2018, one-third of the RSUs will convert into shares of common stock and two-thirds will convert into restricted shares with a one year vesting term. As long as the minimum hurdle is achieved and the executive remains employed during the performance period, the RSUs will convert into shares of common stock and restricted shares at a conversion rate of between 50% and 200% based upon the Company’s Total Shareholder Return as compared to that of the peer companies within the National Association of Real Estate Investment Trusts (NAREIT) Shopping Center Index for 2016 through 2018. If an executive terminates employment during the performance period by reason of a qualified termination, as defined in the agreement, only a prorated portion of his or her outstanding RSUs will be eligible for conversion based upon the period in which the executive was employed during the performance period. If an executive terminates for any reason other than a qualified termination during the performance period, he or she would forfeit his or her outstanding RSUs. In 2019, additional shares of common stock will also be issued in an amount equal to the accumulated value of the dividends that would have been paid during the performance period on the shares of common stock and restricted shares issued at the end of the performance period divided by the then-current market price of the Company’s common stock. The Company calculated the grant date fair value per unit using a Monte Carlo simulation based on the probability of satisfying the market performance hurdles over the remainder of the performance period. Assumptions as of the grant dates included a weighted average risk-free interest rate of 0.89% , the Company’s historical common stock performance relative to the peer companies within the NAREIT Shopping Center Index and the Company’s weighted average common stock dividend yield of 4.59% . The following table summarizes the Company’s unvested RSUs as of and for the six months ended June 30, 2016 : Unvested RSUs Weighted Average Grant Date Fair Value per RSU RSUs eligible for future conversion as of January 1, 2016 174 $ 14.20 RSUs granted 246 $ 13.85 RSUs ineligible for conversion (29 ) $ 13.56 RSUs eligible for future conversion as of June 30, 2016 (a) 391 $ 14.02 (a) As of June 30, 2016 , total unrecognized compensation expense related to unvested RSUs was $4,252 , which is expected to be amortized over a weighted average term of 2.9 years . During the three months ended June 30, 2016 and 2015 , the Company recorded compensation expense of $1,676 and $4,757 , respectively, related to unvested restricted shares and RSUs. During the six months ended June 30, 2016 and 2015 , the Company recorded compensation expense of $3,702 and $6,126 , respectively, related to unvested restricted shares and RSUs. The total fair value of restricted shares vested during the six months ended June 30, 2016 was $6,545 . Prior to 2013, non-employee directors had been granted options to acquire shares under the Company’s Third Amended and Restated Independent Director Stock Option and Incentive Plan. As of June 30, 2016 , options to purchase 53 shares of common stock remained outstanding and exercisable. The Company did not grant any options in 2016 or 2015 and did not record any compensation expense related to stock options during the six months ended June 30, 2016 and 2015 . |
Mortgages Payable
Mortgages Payable | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Mortgages Payable | MORTGAGES PAYABLE The following table summarizes the Company’s mortgages payable: June 30, 2016 December 31, 2015 Aggregate Principal Balance Weighted Average Interest Rate Weighted Average Years to Maturity Aggregate Principal Balance Weighted Average Interest Rate Weighted Average Years to Maturity Fixed rate mortgages payable (a) $ 1,037,444 5.99 % 3.8 $ 1,128,505 6.08 % 3.9 Premium, net of accumulated amortization 1,651 1,865 Discount, net of accumulated amortization (644 ) (1 ) Capitalized loan fees, net of accumulated amortization (6,164 ) (7,233 ) Mortgages payable, net $ 1,032,287 $ 1,123,136 (a) Includes $7,803 and $7,910 of variable rate mortgage debt that has been swapped to a fixed rate as of June 30, 2016 and December 31, 2015 , respectively. The fixed rate mortgages had interest rates ranging from 3.35% to 8.00% as of June 30, 2016 and December 31, 2015 . During the six months ended June 30, 2016 , the Company disposed of The Gateway through a lender-directed sale in full satisfaction of its $94,353 mortgage obligation, which had a fixed interest rate of 6.57% . Immediately prior to the disposition, the lender reduced the Company’s loan obligation to $75,000 which was assumed by the buyer in connection with the disposition. Along with the loan reduction, the lender received the balance of the restricted escrows that they held and the rights to unpaid accounts receivable and forgave accrued interest, resulting in a net gain on extinguishment of debt of $13,653 . In addition, during the six months ended June 30, 2016 , the Company repaid a $6,594 mortgage payable which had a fixed interest rate of 7.30% , made scheduled principal payments of $6,085 related to amortizing loans and assumed a mortgage payable with a principal balance of $15,971 and an interest rate of 3.75% that matures in 2031 in conjunction with the acquisition of The Shoppes at Union Hill. The majority of the Company’s mortgages payable require monthly payments of principal and interest, as well as reserves for real estate taxes and certain other costs. The Company’s properties and the related tenant leases are pledged as collateral for its mortgages payable. Although the mortgage loans obtained by the Company are generally non-recourse, with the exception of customary non-recourse carve-outs, occasionally the Company may guarantee all or a portion of the debt on a full-recourse basis. As of June 30, 2016 , the Company had guaranteed $1,951 of its outstanding mortgage loans related to one mortgage loan with a maturity date of September 30, 2016 (see Note 14 to the condensed consolidated financial statements). At times, the Company has borrowed funds financed as part of a cross-collateralized package, with cross-default provisions. In those circumstances, one or more of the Company’s properties may secure the debt of another of the Company’s properties. As of June 30, 2016 , the Company had a pool of mortgages with a principal balance of $393,208 that was cross-collateralized by the 48 properties in its IW JV 2009, LLC portfolio. Debt Maturities The following table shows the scheduled maturities and principal amortization of the Company’s indebtedness as of June 30, 2016 for the remainder of 2016 , each of the next four years and thereafter and the weighted average interest rates by year. The table does not reflect the impact of any debt activity that occurred after June 30, 2016 . 2016 2017 2018 2019 2020 Thereafter Total Debt: Fixed rate debt: Mortgages payable (a) $ 35,430 $ 227,451 $ 11,647 $ 444,324 $ 4,334 $ 314,258 $ 1,037,444 Unsecured credit facility – fixed rate term loan (b) — — — — — 250,000 250,000 Unsecured notes payable (c) — — — — — 500,000 500,000 Total fixed rate debt 35,430 227,451 11,647 444,324 4,334 1,064,258 1,787,444 Variable rate debt: Unsecured credit facility — — 200,000 — 305,000 — 505,000 Total variable rate debt — — 200,000 — 305,000 — 505,000 Total debt (d) $ 35,430 $ 227,451 $ 211,647 $ 444,324 $ 309,334 $ 1,064,258 $ 2,292,444 Weighted average interest rate on debt: Fixed rate debt 4.12 % 5.08 % 6.52 % 7.49 % 4.58 % 3.83 % 4.93 % Variable rate debt (e) — — 1.91 % — 1.81 % — 1.85 % Total 4.12 % 5.08 % 2.16 % 7.49 % 1.85 % 3.83 % 4.25 % (a) Includes $7,803 of variable rate mortgage debt that has been swapped to a fixed rate as of June 30, 2016 . Excludes mortgage premium of $1,651 and discount of $(644) , net of accumulated amortization, as of June 30, 2016 . (b) $250,000 of London Interbank Offered Rate (LIBOR)-based variable rate debt has been swapped to a fixed rate through two interest rate swaps. The swaps effectively convert one-month floating rate LIBOR to a weighted average fixed rate of 0.6677% through December 31, 2017. (c) Excludes discount of $(1,030) , net of accumulated amortization, as of June 30, 2016 . (d) Total debt excludes capitalized loan fees of $(12,311) , net of accumulated amortization, as of June 30, 2016 which are included as a reduction to the respective debt balances. The weighted average years to maturity of consolidated indebtedness was 4.6 years as of June 30, 2016 . (e) Represents interest rates as of June 30, 2016 . The Company plans on addressing its debt maturities through a combination of proceeds from asset dispositions, capital markets transactions and its unsecured revolving line of credit. |
Unsecured Notes Payable
Unsecured Notes Payable | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Unsecured Notes Payable | UNSECURED NOTES PAYABLE The following table summarizes the Company’s unsecured notes payable: June 30, 2016 December 31, 2015 Unsecured Notes Payable Maturity Date Principal Balance Interest Rate/ Weighted Average Interest Rate Principal Balance Interest Rate/ Weighted Average Interest Rate Senior notes – 4.12% Series A due 2021 June 30, 2021 $ 100,000 4.12 % $ 100,000 4.12 % Senior notes – 4.58% Series B due 2024 June 30, 2024 150,000 4.58 % 150,000 4.58 % Senior notes – 4.00% due 2025 March 15, 2025 250,000 4.00 % 250,000 4.00 % 500,000 4.20 % 500,000 4.20 % Discount, net of accumulated amortization (1,030 ) (1,090 ) Capitalized loan fees, net of accumulated amortization (3,152 ) (3,334 ) Total $ 495,818 $ 495,576 The indenture, as supplemented, governing the 4.00% senior unsecured notes due 2025 ( 4.00% notes) (the Indenture) contains customary covenants and events of default. Pursuant to the terms of the Indenture, the Company is subject to various financial covenants, including the requirement to maintain the following: (i) maximum secured and total leverage ratios; (ii) a debt service coverage ratio; and (iii) maintenance of an unencumbered assets to unsecured debt ratio. The note purchase agreement governing the 4.12% Series A senior notes due 2021 and the 4.58% Series B senior notes due 2024 (collectively, Series A and B notes) contains customary representations, warranties and covenants, and events of default. Pursuant to the terms of the note purchase agreement, the Company is subject to various financial covenants, some of which are based upon the financial covenants in effect in the Company’s primary credit facility, including the requirement to maintain the following: (i) maximum unencumbered, secured and consolidated leverage ratios; (ii) minimum interest coverage and unencumbered interest coverage ratios; and (iii) a minimum consolidated net worth. As of June 30, 2016 , management believes the Company was in compliance with the financial covenants under the Indenture and the note purchase agreement. |
Unsecured Credit Facility
Unsecured Credit Facility | 6 Months Ended |
Jun. 30, 2016 | |
Line of Credit Facility [Abstract] | |
Unsecured Credit Facility | UNSECURED CREDIT FACILITY On January 6, 2016, the Company entered into its fourth amended and restated unsecured credit agreement with a syndicate of financial institutions led by KeyBank National Association serving as administrative agent and Wells Fargo Bank, National Association serving as syndication agent to provide for an unsecured credit facility aggregating $1,200,000 . The Company’s unsecured credit facility consists of a $750,000 unsecured revolving line of credit, a $250,000 unsecured term loan and a $200,000 unsecured term loan (collectively, the Company’s Unsecured Credit Facility) and is priced on a leverage grid at a rate of LIBOR plus a credit spread. The following table summarizes the key terms of the Company’s Unsecured Credit Facility: Leverage-Based Pricing Ratings-Based Pricing Unsecured Credit Facility Maturity Date Extension Option Extension Fee Credit Spread Unused Fee Credit Spread Facility Fee $250,000 unsecured term loan 1/5/2021 N/A N/A 1.30% - 2.20% N/A 0.90% - 1.75% N/A $200,000 unsecured term loan 5/11/2018 2 one year 0.15% 1.45% - 2.20% N/A 1.05% - 2.05% N/A $750,000 unsecured revolving line of credit 1/5/2020 2 six month 0.075% 1.35% - 2.25% 0.15% - 0.25% 0.85% - 1.55% 0.125% - 0.30% The Company’s Unsecured Credit Facility has a $400,000 accordion option that allows the Company, at its election, to increase the total credit facility up to $1,600,000 , subject to (i) customary fees and conditions including, but not limited to, the absence of an event of default as defined in the agreement and (ii) the Company’s ability to obtain additional lender commitments. The Company received investment grade credit ratings from two rating agencies in 2014. In accordance with the unsecured credit agreement, the Company may elect to convert to an investment grade pricing grid. As of June 30, 2016 , making such an election would have resulted in a higher interest rate and, as such, the Company has not made the election to convert to an investment grade pricing grid. The following table summarizes the Company’s Unsecured Credit Facility: June 30, 2016 December 31, 2015 Unsecured Credit Facility Balance Interest Rate/ Weighted Average Interest Rate Balance Interest Rate/ $250,000 unsecured term loan – fixed rate (a) $ 250,000 1.97 % $ — — % $200,000 unsecured term loan – variable rate 200,000 1.91 % — — % $450,000 unsecured term loan – fixed rate portion (b) — — % 300,000 1.99 % $450,000 unsecured term loan – variable rate portion — — % 150,000 1.88 % Subtotal 450,000 450,000 Capitalized loan fees, net of accumulated amortization (2,995 ) (2,474 ) Term loans, net 447,005 447,526 Revolving line of credit – variable rate (c) 305,000 1.81 % 100,000 1.93 % Total unsecured credit facility, net $ 752,005 1.89 % $ 547,526 1.95 % (a) As of June 30, 2016 , $250,000 of LIBOR-based variable rate debt has been swapped to a weighted average fixed rate of 0.6677% plus a credit spread based on a leverage grid ranging from 1.30% to 2.20% through December 31, 2017. The applicable credit spread was 1.30% as of June 30, 2016 . (b) As of December 31, 2015, $300,000 of LIBOR-based variable rate debt had been swapped to a fixed rate of 0.53875% plus a credit spread based on a leverage grid ranging from 1.45% to 2.00% through February 2016. The applicable credit spread was 1.45% as of December 31, 2015. (c) Excludes capitalized loan fees, which are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. The fourth amended and restated unsecured credit agreement contains customary representations, warranties and covenants, and events of default. Pursuant to the terms of the fourth amended and restated unsecured credit agreement, the Company is subject to various financial covenants, including the requirement to maintain the following: (i) maximum unencumbered, secured and consolidated leverage ratios; and (ii) minimum fixed charge and unencumbered interest coverage ratios. As of June 30, 2016 , management believes the Company was in compliance with the financial covenants and default provisions under the unsecured credit agreement. The Company previously had a $1,000,000 unsecured credit facility that consisted of a $550,000 unsecured revolving line of credit and a $450,000 unsecured term loan that bore interest at a rate of LIBOR plus a credit spread ranging from 1.45% to 2.05% and was scheduled to mature on May 12, 2017 for the unsecured revolving line of credit and May 11, 2018 for the unsecured term loan. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DERIVATIVES The Company’s objective in using interest rate derivatives is to manage its exposure to interest rate movements and add stability to interest expense. To accomplish this objective, the Company uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable rate amounts from a counterparty in exchange for the Company making fixed rate payments over the life of the agreement without exchange of the underlying notional amount. The Company utilizes three interest rate swaps to hedge the variable cash flows associated with variable rate debt. The effective portion of changes in the fair value of derivatives that are designated and that qualify as cash flow hedges is recorded in “Accumulated other comprehensive loss” and is reclassified to interest expense as interest payments are made on the Company’s variable rate debt. Over the next 12 months, the Company estimates that an additional $468 will be reclassified as an increase to interest expense. The ineffective portion of the change in fair value of derivatives is recognized directly in earnings. During the six months ended June 30, 2016 , the Company entered into the following two interest rate swaps which effectively convert one-month floating rate LIBOR to a fixed rate: Effective Date Notional Fixed Interest Rate Termination Date March 1, 2016 $ 100,000 0.6591 % December 31, 2017 May 16, 2016 $ 150,000 0.6735 % December 31, 2017 The Company previously had a $300,000 interest rate swap that matured on February 24, 2016. In addition, $7,803 and $7,910 of variable rate mortgage debt has been swapped to a fixed rate as of June 30, 2016 and December 31, 2015 , respectively. The following table summarizes the Company’s interest rate swaps that were designated as cash flow hedges of interest rate risk: Number of Instruments Notional Interest Rate Derivatives June 30, December 31, June 30, December 31, Interest rate swaps 3 2 $ 257,803 $ 307,910 The table below presents the estimated fair value of the Company’s derivative financial instruments, which are included in “Other liabilities” in the accompanying condensed consolidated balance sheets. The valuation techniques utilized are described in Note 13 to the condensed consolidated financial statements. Fair Value June 30, December 31, Derivatives designated as cash flow hedges: Interest rate swaps $ 565 $ 85 The following table presents the effect of the Company’s derivative financial instruments on the accompanying condensed consolidated statements of operations and other comprehensive income: Derivatives in Cash Flow Hedging Relationships Amount of Loss Recognized in Other Comprehensive Income on Derivative (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Income (AOCI) into Income (Effective Portion) Amount of Loss Reclassified from AOCI into Income (Effective Portion) Location of Loss (Gain) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Loss (Gain) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Interest rate swaps Three Months Ended June 30, Six Months Three Months Six Months Three Months Six Months 2016 $ 634 $ 687 Interest expense $ 124 $ 210 Other income (expense), net $ 3 $ 3 2015 $ 196 $ 582 Interest expense $ 293 $ 584 Other income (expense), net $ 4 $ (21 ) |
Equity
Equity | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Equity | EQUITY In December 2015, the Company entered into a new at-the-market (ATM) equity program under which it may issue and sell shares of its Class A common stock, having an aggregate offering price of up to $250,000 , from time to time. The 2015 ATM equity program supersedes the Company’s previous $200,000 ATM equity program which was in place from March 2013 through November 2015. Actual sales may depend on a variety of factors, including, among others, market conditions and the trading price of the Company’s Class A common stock. Any net proceeds are expected to be used for general corporate purposes, which may include the funding of acquisitions and redevelopment activities and the repayment of debt, including the Company’s Unsecured Credit Facility. The Company did not sell any shares under its ATM equity programs during the six months ended June 30, 2016 and 2015 . As of June 30, 2016 , the Company had Class A common shares having an aggregate offering price of up to $250,000 remaining available for sale under its ATM equity program. In December 2015, the Company’s board of directors authorized a common stock repurchase program under which the Company may repurchase, from time to time, up to a maximum of $250,000 of shares of its Class A common stock. The shares may be repurchased in the open market or in privately negotiated transactions. The timing and actual number of shares repurchased will depend on a variety of factors, including price in absolute terms and in relation to the value of the Company’s assets, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. The common stock repurchase program may be suspended or terminated at any time without prior notice. As of June 30, 2016 , the Company had not repurchased any shares under this program. |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | EARNINGS PER SHARE The following table summarizes the components used in the calculation of basic and diluted earnings per share (EPS): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Income (loss) from continuing operations $ 18,989 $ (2,957 ) $ 44,676 $ 5,547 Gain on sales of investment properties 9,613 33,641 31,352 38,213 Preferred stock dividends (2,363 ) (2,363 ) (4,725 ) (4,725 ) Net income attributable to common shareholders 26,239 28,321 71,303 39,035 Distributions paid on unvested restricted shares (110 ) (144 ) (240 ) (210 ) Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ 26,129 $ 28,177 $ 71,063 $ 38,825 Denominator: Denominator for earnings per common share – basic: Weighted average number of common shares outstanding 236,716 (a) 236,354 (b) 236,647 (a) 236,302 (b) Effect of dilutive securities: Stock options 2 (c) 2 (c) 2 (c) 3 (c) RSUs 184 (d) — (e) 132 (d) — (e) Denominator for earnings per common share – diluted: Weighted average number of common and common equivalent shares outstanding 236,902 236,356 236,781 236,305 (a) Excludes 607 shares of unvested restricted common stock as of June 30, 2016 , which equate to 649 and 687 shares, respectively, on a weighted average basis for the three and six months ended June 30, 2016 . These shares will continue to be excluded from the computation of basic EPS until contingencies are resolved and the shares are released. (b) Excludes 788 shares of unvested restricted common stock as of June 30, 2015 , which equate to 851 and 731 shares, respectively, on a weighted average basis for the three and six months ended June 30, 2015 . These shares were excluded from the computation of basic EPS as the contingencies remained and the shares had not been released as of the end of the reporting period. (c) There were outstanding options to purchase 53 and 64 shares of common stock as of June 30, 2016 and 2015 , respectively, at a weighted average exercise price of $19.39 and $19.28 , respectively. Of these totals, outstanding options to purchase 45 and 54 shares of common stock as of June 30, 2016 and 2015 , respectively, at a weighted average exercise price of $20.74 and $20.69 , respectively, have been excluded from the common shares used in calculating diluted earnings per share as including them would be anti-dilutive. (d) There were 391 RSUs eligible for future conversion following the performance periods as of June 30, 2016 (see Note 5 to the condensed consolidated financial statements), which equate to 411 and 344 RSUs on a weighted average basis for the three and six months ended June 30, 2016 , respectively. These contingently issuable shares are included in diluted EPS based on the weighted average number of shares that would be outstanding during the period, if any, assuming the end of the reporting period was the end of the contingency periods. (e) There were 157 RSUs eligible for future conversion following the performance period as of June 30, 2015 , which equate to 57 and 29 RSUs on a weighted average basis for the three and six months ended June 30, 2015 , respectively. Assuming June 30, 2015 was the end of the contingency period, none of these contingently issuable shares would have been outstanding. |
Provision for Impairment of Inv
Provision for Impairment of Investment Properties | 6 Months Ended |
Jun. 30, 2016 | |
Impairment or Disposal of Tangible Assets Disclosure [Abstract] | |
Provision for Impairment of Investment Properties | PROVISION FOR IMPAIRMENT OF INVESTMENT PROPERTIES As of June 30, 2016 and 2015 , the Company identified indicators of impairment at certain of its properties. Such indicators included a low occupancy rate, difficulty in leasing space and related cost of re-leasing, financially troubled tenants or reduced anticipated holding periods. The following table summarizes the results of these analyses as of June 30, 2016 and 2015 : June 30, 2016 June 30, 2015 Number of properties for which indicators of impairment were identified 6 6 (a) Less: number of properties for which an impairment charge was recorded 1 1 Less: number of properties that were held for sale as of the date the analysis was performed for which indicators of impairment were identified but no impairment charge was recorded 2 1 Remaining properties for which indicators of impairment were identified but no impairment charge was considered necessary 3 4 Weighted average percentage by which the projected undiscounted cash flows exceeded its respective carrying value for each of the remaining properties 70 % 53 % (a) Includes five properties which have subsequently been sold as of June 30, 2016 . The Company recorded the following investment property impairment charges during the six months ended June 30, 2016 : Property Name Property Type Impairment Date Square Footage Provision for Impairment of Investment Properties South Billings Center (a) Development March 31, 2016 — $ 2,164 Mid-Hudson Center (b) Multi-tenant retail June 30, 2016 235,600 4,142 $ 6,306 Estimated fair value of impaired properties as of impairment date $ 30,500 (a) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract, which was subsequently terminated. The property was not under active development as of June 30, 2016 . (b) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract. This property was classified as held for sale as of June 30, 2016 and was sold on July 21, 2016. The Company recorded the following investment property impairment charges during the six months ended June 30, 2015 : Property Name Property Type Impairment Date Square Footage Provision for Impairment of Investment Properties Massillon Commons (a) Multi-tenant retail June 4, 2015 245,900 $ 2,289 Traveler’s Office Building (b) Single-user office June 30, 2015 50,800 1,655 $ 3,944 Estimated fair value of impaired properties as of impairment date $ 17,970 (a) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract for the property, which was sold on June 4, 2015. (b) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract. This property was classified as held for sale as of June 30, 2015 and was sold on July 30, 2015. The Company can provide no assurance that material impairment charges with respect to its investment properties will not occur in future periods. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The following table presents the carrying value and estimated fair value of the Company’s financial instruments: June 30, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities: Mortgages payable, net $ 1,032,287 $ 1,136,839 $ 1,123,136 $ 1,213,620 Unsecured notes payable, net $ 495,818 $ 512,134 $ 495,576 $ 486,701 Unsecured term loans, net $ 447,005 $ 450,000 $ 447,526 $ 450,000 Unsecured revolving line of credit $ 305,000 $ 305,000 $ 100,000 $ 100,000 Derivative liability $ 565 $ 565 $ 85 $ 85 The carrying value of the derivative liability is included in “Other liabilities” in the accompanying condensed consolidated balance sheets. Recurring Fair Value Measurements The following table presents the Company’s financial instruments, which are measured at fair value on a recurring basis, by the level in the fair value hierarchy within which those measurements fall. Methods and assumptions used to estimate the fair value of these instruments are described after the table. Fair Value Level 1 Level 2 Level 3 Total June 30, 2016 Derivative liability $ — $ 565 $ — $ 565 December 31, 2015 Derivative liability $ — $ 85 $ — $ 85 Derivative liability: The fair value of the derivative liability is determined using a discounted cash flow analysis on the expected future cash flows of each derivative. This analysis utilizes observable market data including forward yield curves and implied volatilities to determine the market’s expectation of the future cash flows of the variable component. The fixed and variable components of the derivative are then discounted using calculated discount factors developed based on the LIBOR swap rate and are aggregated to arrive at a single valuation for the period. The Company also incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of June 30, 2016 and December 31, 2015 , the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation. As a result, the Company has determined that its derivative valuations in their entirety are classified within Level 2 of the fair value hierarchy. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered any applicable credit enhancements. The Company’s derivative instruments are further described in Note 9 to the condensed consolidated financial statements. Nonrecurring Fair Value Measurements The following table presents the Company’s assets measured at fair value on a nonrecurring basis as of June 30, 2016 aggregated by the level within the fair value hierarchy in which those measurements fall. The table includes information related to properties remeasured to fair value during the six months ended June 30, 2016 , except for those properties sold prior to June 30, 2016 . Methods and assumptions used to estimate the fair value of these assets are described after the table. Fair Value Level 1 Level 2 Level 3 Total Provision for Impairment June 30, 2016 Investment properties $ — $ 3,000 $ — $ 3,000 $ 2,164 (a) Investment properties – held for sale $ — $ 27,500 $ — $ 27,500 $ 4,142 (b) (a) Represents an impairment charge recorded during the six months ended June 30, 2016 for the Company’s South Billings Center development property, which was not under active development as of June 30, 2016 . Such charge, calculated as the expected sales price from the executed sales contract, which was subsequently terminated, as compared to the Company’s carrying value of its investment, was based upon a Level 2 input. (b) Represents an impairment charge recorded during the six months ended June 30, 2016 for the Company’s Mid-Hudson Center, which was classified as held for sale as of June 30, 2016. Such charge, calculated as the expected sales price from the executed sales contract less estimated transaction costs as compared to the Company’s carrying value of its investment, was based upon a Level 2 input. The estimated transaction costs of $1,699 are not reflected as a reduction to the fair value disclosed in the table above, but were included in the calculation of the impairment charge. The Company did not have any assets measured at fair value on a nonrecurring basis as of December 31, 2015. Fair Value Disclosures The following table presents the Company’s financial liabilities, which are measured at fair value for disclosure purposes, by the level in the fair value hierarchy within which those measurements fall. Methods and assumptions used to estimate the fair value of these instruments are described after the table. Fair Value Level 1 Level 2 Level 3 Total June 30, 2016 Mortgages payable, net $ — $ — $ 1,136,839 $ 1,136,839 Unsecured notes payable, net $ 249,738 $ — $ 262,396 $ 512,134 Unsecured term loans, net $ — $ — $ 450,000 $ 450,000 Unsecured revolving line of credit $ — $ — $ 305,000 $ 305,000 December 31, 2015 Mortgages payable, net $ — $ — $ 1,213,620 $ 1,213,620 Unsecured notes payable, net $ 239,482 $ — $ 247,219 $ 486,701 Unsecured term loans, net $ — $ — $ 450,000 $ 450,000 Unsecured revolving line of credit $ — $ — $ 100,000 $ 100,000 Mortgages payable, net: The Company estimates the fair value of its mortgages payable by discounting the anticipated future cash flows of each instrument at rates currently offered to the Company by its lenders for similar debt instruments of comparable maturities. The rates used are not directly observable in the marketplace and judgment is used in determining the appropriate rate for each of the Company’s individual mortgages payable based upon the specific terms of the agreement, including the term to maturity, the quality and nature of the underlying property and its leverage ratio. The rates used range from 2.2% to 3.8% and 2.2% to 6.0% as of June 30, 2016 and December 31, 2015 , respectively. Unsecured notes payable, net: The quoted market price as of June 30, 2016 was used to value the Company’s 4.00% notes. The Company estimates the fair value of its Series A and B notes by discounting the future cash flows at rates currently offered to the Company by its lenders for similar debt instruments of comparable maturities. The rates used are not directly observable in the marketplace and judgment is used in determining the appropriate rates. The weighted average rates used were 3.60% and 4.64% as of June 30, 2016 and December 31, 2015 , respectively. Unsecured term loans, net: The Company estimates the fair value of its unsecured term loans, net by discounting the anticipated future cash flows related to the credit spreads at rates currently offered to the Company by its lenders for similar instruments of comparable maturities. The rates used are not directly observable in the marketplace and judgment is used in determining the appropriate rates. The weighted average rates used to discount the credit spreads were 1.37% and 1.30% as of June 30, 2016 and December 31, 2015 , respectively. Unsecured revolving line of credit: The Company estimates the fair value of its unsecured revolving line of credit by discounting the anticipated future cash flows related to the credit spreads at rates currently offered to the Company by its lenders for similar facilities of comparable maturity. The rates used are not directly observable in the marketplace and judgment is used in determining the appropriate rates. The rate used to discount the credit spreads was 1.35% as of June 30, 2016 and December 31, 2015 . There were no transfers between the levels of the fair value hierarchy during the six months ended June 30, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Although the mortgage loans obtained by the Company are generally non-recourse, with the exception of customary non-recourse carve-outs, occasionally the Company may guarantee all or a portion of the debt on a full-recourse basis. As of June 30, 2016 , the Company had guaranteed $1,951 of its outstanding mortgage loans related to one mortgage loan with a maturity date of September 30, 2016 . As of June 30, 2016 , the Company had letter(s) of credit outstanding totaling $143 which serve as collateral for certain capital improvements at one of its properties and reduce the available borrowings on its unsecured revolving line of credit. |
Litigation
Litigation | 6 Months Ended |
Jun. 30, 2016 | |
Litigation Disclosure [Abstract] | |
Legal Matters and Contingencies | LITIGATION The Company is subject, from time to time, to various legal proceedings and claims that arise in the ordinary course of business. While the resolution of such matters cannot be predicted with certainty, management believes, based on currently available information, that the final outcome of such matters will not have a material effect on the Company’s condensed consolidated financial statements. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Subsequent to June 30, 2016 , the Company: • closed on the disposition of Broadway Shopping Center, a 190,300 square foot multi-tenant retail operating property located in Bangor, Maine, which was classified as held for sale as of June 30, 2016, for a sales price of $20,500 with an anticipated gain on sale of approximately $7,958 ; • closed on the disposition of Mid-Hudson Center, a 235,600 square foot multi-tenant retail operating property located in Poughkeepsie, New York, which was classified as held for sale as of June 30, 2016, for a sales price of $27,500 with no anticipated gain on sale or additional impairment due to previously recognized impairment charges; • closed on the disposition of Rite Aid Store (Eckerd), Main St., a 10,900 square foot single-user retail property located in Buffalo, New York, for a sales price of $3,388 with an anticipated gain on sale of approximately $344 ; and • closed on the disposition of Rite Aid Store (Eckerd) – Lancaster, a 10,900 square foot single-user retail property located in Lancaster, New York, for a sales price of $3,425 with an anticipated gain on sale of approximately $625 . On July 28, 2016, the Company declared the cash dividend for the third quarter of 2016 for its 7.00% Series A cumulative redeemable preferred stock. The dividend of $0.4375 per preferred share will be paid on September 30, 2016 to preferred shareholders of record at the close of business on September 20, 2016. On July 28, 2016, the Company declared the distribution for the third quarter of 2016 of $0.165625 per share on its outstanding Class A common stock, which will be paid on October 7, 2016 to Class A common shareholders of record at the close of business on September 26, 2016. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements Effective January 1, 2016, the Company adopted Accounting Standards Update (ASU) 2015-02, Consolidation , which revised the consolidation guidance for all entities. The new standard modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs. The adoption of this pronouncement under the modified retrospective method did not have any effect on the Company’s condensed consolidated financial statements as the Company did not have any VIEs as of January 1, 2016; however, as of June 30, 2016 , the Company had acquired three properties through consolidated VIEs and, accordingly, applied the revised consolidation guidance. See Note 3 to the condensed consolidated financial statements for further details. Effective January 1, 2016, the Company adopted ASU 2015-16, Business Combinations , which requires the acquirer in a business combination to recognize in the period any adjustments to provisional amounts that are identified during the measurement period rather than retrospectively accounting for those adjustments. The adoption of this pronouncement did not have any effect on the Company’s condensed consolidated financial statements. The Company elected to early adopt ASU 2014-15, Presentation of Financial Statements – Going Concern , on January 1, 2016. The new standard requires a company’s management to assess the entity’s ability to continue as a going concern for a period of one year after the date the financial statements are issued (or available to be issued) and provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The adoption of this pronouncement did not have any effect on the Company’s condensed consolidated financial statements. The Company elected to early adopt ASU 2016-09, Compensation – Stock Compensation , on January 1, 2016. The new standard allowed the Company to make an accounting policy election to account for share-based payment award forfeitures when they occur, which required a modified retrospective transition by means of a cumulative-effect adjustment to equity as of the beginning of the period of adoption and resulted in an adjustment of $17 to additional paid-in capital and accumulated distributions in excess of earnings as of January 1, 2016. Other Recently Issued Accounting Pronouncements In May 2014 with subsequent updates issued in August 2015 and March, April and May 2016, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers . This new standard is effective January 1, 2018, with early adoption permitted beginning January 1, 2017, and will require companies to apply a five-step model in recognizing revenue arising from contracts with customers. Lease contracts will be excluded from this revenue recognition criteria; however, the sale of real estate will be required to follow the new model. This pronouncement allows either a full or a modified retrospective method of adoption. Expanded quantitative and qualitative disclosures regarding revenue recognition will be required for contracts that are subject to this guidance. The Company does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements; however, it will continue to evaluate this assessment until the guidance becomes effective. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall . This new standard is effective January 1, 2018 and will require companies to disclose the fair value of financial assets and financial liabilities measured at amortized cost in accordance with the exit price notion and will no longer require disclosure of the methods and significant assumptions used, including any changes, to estimate fair value. In addition, companies will be required to disclose all financial assets and financial liabilities grouped by 1) measurement category and 2) form of financial instrument. The Company does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements; however, it will continue to evaluate this assessment until the guidance becomes effective. In February 2016, the FASB issued ASU 2016-02, Leases . This new standard is effective January 1, 2019, with early adoption permitted, and will require lessees to recognize a liability to make lease payments and a right-of-use asset, initially measured at the present value of lease payments, for both operating and financing leases. For leases with a term of 12 months or less, lessees will be permitted to make an accounting policy election by class of underlying asset to not recognize lease liabilities and lease assets. Under this new pronouncement, lessor accounting will be largely unchanged from existing GAAP. The pronouncement requires a modified retrospective method of adoption, with some optional practical expedients. Upon adoption, the Company will recognize a lease liability and a right-of-use asset for operating leases where it is the lessee. The Company will continue to evaluate the impact of this guidance until it becomes effective. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses . This new standard is effective January 1, 2020, with early adoption permitted beginning January 1, 2019, and replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses. Financial assets that are measured at amortized cost will be required to be presented at the net amount expected to be collected with an allowance for credit losses deducted from the amortized cost basis. In addition, an entity must consider broader information in developing its expected credit loss estimate, including the use of forecasted information. The Company will continue to evaluate the impact of this guidance until it becomes effective. |
Organization and Basis of Pre25
Organization and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of property ownership | The Company’s property ownership as of June 30, 2016 is summarized below: Wholly-owned Consolidated VIEs Retail operating properties (a) 182 3 Office properties 1 — Total operating properties 183 3 Development properties 1 — (a) Excludes three wholly-owned operating properties classified as held for sale as of June 30, 2016 . |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of acquisitions | The Company closed on the following acquisitions during the six months ended June 30, 2016: Date Property Name Metropolitan Property Type Square Footage Acquisition Price January 15, 2016 Shoppes at Hagerstown (a) Hagerstown Multi-tenant retail 113,000 $ 27,055 January 15, 2016 Merrifield Town Center II (a) Washington, D.C. Multi-tenant retail 76,000 45,676 March 29, 2016 Oak Brook Promenade (b) Chicago Multi-tenant retail 183,200 65,954 April 1, 2016 The Shoppes at Union Hill (c) New York Multi-tenant retail 91,700 63,060 April 29, 2016 Ashland & Roosevelt – Fee Interest (d) Chicago Ground lease interest — 13,850 May 5, 2016 Tacoma South (b) Seattle Multi-tenant retail 230,700 39,400 June 15, 2016 Eastside (b) Dallas Multi-tenant retail 67,100 23,842 761,700 $ 278,837 (a) These properties were acquired as a two -property portfolio. Merrifield Town Center II also contains 62,000 square feet of storage space for a total of 138,000 square feet. (b) These properties were acquired through consolidated VIEs to facilitate potential Internal Revenue Code Section 1031 tax-deferred exchanges (1031 Exchanges). (c) In conjunction with the acquisition, the Company assumed mortgage debt with a principal balance of $15,971 and an interest rate of 3.75% that matures in 2031. (d) The Company acquired the fee interest in an existing wholly-owned multi-tenant retail operating property located in Chicago, Illinois, which was previously subject to a ground lease with a third party. In conjunction with this transaction, the Company reversed the straight-line ground rent liability of $6,978 , which is reflected as “Gain on extinguishment of other liabilities” in the accompanying condensed consolidated statements of operations and other comprehensive income. The Company closed on the following acquisitions during the six months ended June 30, 2015: Date Property Name MSA Property Type Square Footage Acquisition Price January 8, 2015 Downtown Crown Washington, D.C. Multi-tenant retail 258,000 $ 162,785 January 23, 2015 Merrifield Town Center Washington, D.C. Multi-tenant retail 84,900 56,500 January 23, 2015 Fort Evans Plaza II Washington, D.C. Multi-tenant retail 228,900 65,000 February 19, 2015 Cedar Park Town Center Austin Multi-tenant retail 179,300 39,057 March 24, 2015 Lake Worth Towne Crossing – Parcel (a) Dallas Land — 400 May 4, 2015 Tysons Corner Washington, D.C. Multi-tenant retail 37,700 31,556 June 10, 2015 Woodinville Plaza Seattle Multi-tenant retail 170,800 35,250 959,600 $ 390,548 (a) The Company acquired a parcel located at its Lake Worth Towne Crossing multi-tenant retail operating property. |
Schedule of acquisition date fair values | The following table summarizes the acquisition date fair values, before prorations, the Company recorded in conjunction with the acquisitions discussed above: Six Months Ended June 30, 2016 2015 Land $ 84,720 $ 141,085 Building and other improvements 172,437 234,358 Acquired lease intangible assets (a) 25,016 38,121 Acquired lease intangible liabilities (b) (3,991 ) (23,016 ) Mortgages payable, net (15,316 ) — Net assets acquired $ 262,866 $ 390,548 (a) The weighted average amortization period for acquired lease intangible assets is 6 years and 16 years for acquisitions completed during the six months ended June 30, 2016 and 2015 , respectively. (b) The weighted average amortization period for acquired lease intangible liabilities is 11 years and 21 years for acquisitions completed during the six months ended June 30, 2016 and 2015 , respectively. |
Schedule of condensed pro forma financial information | The unaudited condensed pro forma financial information is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Total revenues $ 147,813 $ 156,463 $ 300,126 $ 316,679 Net income $ 28,559 $ 29,567 $ 74,975 $ 41,821 Net income attributable to common shareholders $ 26,196 $ 27,204 $ 70,250 $ 37,096 Earnings per common share – basic and diluted Net income per common share attributable to common shareholders $ 0.11 $ 0.11 $ 0.30 $ 0.16 Weighted average number of common shares outstanding – basic 236,716 236,354 236,647 236,302 |
Schedule of assets and liabilities of variable interest entities | As of June 30, 2016 , the assets and liabilities of the VIEs are as follows: June 30, Assets Land $ 25,374 Building and other improvements 90,598 Less accumulated depreciation (750 ) Net investment properties 115,222 Acquired lease intangible assets 13,915 Other assets 2,138 Total assets $ 131,275 Liabilities Loans due to the Company (a) $ 128,156 Other liabilities 2,738 Total liabilities $ 130,894 (a) Represents funds loaned by the Company to the VIEs to acquire the properties and have been eliminated in consolidation. |
Dispositions (Tables)
Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of property dispositions | The Company closed on the following dispositions during the six months ended June 30, 2015: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain January 20, 2015 Aon Hewitt East Campus Single-user office 343,000 $ 17,233 $ 16,495 $ — February 27, 2015 Promenade at Red Cliff Multi-tenant retail 94,500 19,050 18,848 4,572 April 7, 2015 Hartford Insurance Building Single-user office 97,400 6,015 5,663 860 April 30, 2015 Rasmussen College Single-user office 26,700 4,800 4,449 1,334 May 15, 2015 Mountain View Plaza Multi-tenant retail 162,000 28,500 27,949 10,184 June 4, 2015 Massillon Commons Multi-tenant retail 245,900 12,520 12,145 — June 5, 2015 Citizen's Property Insurance Building Single-user office 59,800 3,650 3,368 440 June 17, 2015 Pine Ridge Plaza Multi-tenant retail 236,500 33,200 31,858 12,938 June 17, 2015 Bison Hollow Multi-tenant retail 134,800 18,800 18,657 4,061 June 17, 2015 The Village at Quail Springs Multi-tenant retail 100,400 11,350 11,267 3,824 1,501,000 $ 155,118 $ 150,699 $ 38,213 (a) Aggregate proceeds are net of transaction costs. The Company closed on the following dispositions during the six months ended June 30, 2016: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain February 1, 2016 The Gateway (b) Multi-tenant retail 623,200 $ 75,000 $ (795 ) $ 3,868 February 10, 2016 Stateline Station Multi-tenant retail 142,600 17,500 17,210 4,253 March 30, 2016 Six Property Portfolio (c) Single-user retail 230,400 35,413 12 13,618 April 20, 2016 CVS Pharmacy – Oklahoma City Single-user retail 10,900 4,676 4,608 1,764 June 2, 2016 Rite Aid Store (Eckerd) – Canandaigua & Tim Horton Donut Shop (d) Single-user retail 16,600 5,400 5,333 1,444 June 15, 2016 Academy Sports – Midland (e) Single-user retail 61,200 5,541 17 2,220 June 23, 2016 Four Rite Aid Portfolio (f) Single-user retail 45,400 15,934 14,646 2,287 1,130,300 $ 159,464 $ 41,031 $ 29,454 (a) Aggregate proceeds are net of transaction costs and proceeds temporarily restricted related to potential 1031 Exchanges. (b) The property was disposed of through a lender-directed sale in full satisfaction of the Company’s $94,353 mortgage obligation. Immediately prior to the disposition, the lender reduced the Company’s loan obligation to $75,000 which was assumed by the buyer in connection with the disposition. Along with the loan reduction, the lender received the balance of the restricted escrows that they held and the rights to unpaid accounts receivable and forgave accrued interest, resulting in a net gain on extinguishment of debt of $13,653 . (c) Portfolio consists of the following properties: (i) Academy Sports – Houma, (ii) Academy Sports – Port Arthur, (iii) Academy Sports – San Antonio, (iv) CVS Pharmacy – Moore, (v) CVS Pharmacy – Saginaw and (vi) Rite Aid Store (Eckerd) – Olean. Disposition proceeds of $34,973 are temporarily restricted related to potential 1031 Exchanges and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (d) The terms of the disposition of Rite Aid Store (Eckerd) – Canandaigua and Tim Horton Donut Shop were negotiated as a single transaction. (e) Disposition proceeds of $5,383 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (f) Portfolio consists of the following properties: (i) Rite Aid Store (Eckerd) – Cheektowaga, (ii) Rite Aid Store (Eckerd), W. Main St. – Batavia, (iii) Rite Aid Store (Eckerd), Union Rd. and (iv) Rite Aid Store (Eckerd) – Greece. |
Schedule of assets and liabilities associated with investment properties held for sale | As of June 30, 2016 , the Company had entered into contracts to sell the following properties, each of which qualified for held for sale accounting treatment: Property Name Property Location Property Type Square Footage Alison’s Corner San Antonio, Texas Multi-tenant retail 55,100 Broadway Shopping Center Bangor, Maine Multi-tenant retail 190,300 Mid-Hudson Center Poughkeepsie, New York Multi-tenant retail 235,600 481,000 The following table presents the assets and liabilities associated with the investment properties classified as held for sale: June 30, Assets Land, building and other improvements $ 53,308 Accumulated depreciation (9,254 ) Net investment properties 44,054 Other assets 4,479 Assets associated with investment properties held for sale $ 48,533 Liabilities Other liabilities $ 5,208 Liabilities associated with investment properties held for sale $ 5,208 |
Equity Compensation Plans (Tabl
Equity Compensation Plans (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of unvested restricted shares and restricted stock units | The following table summarizes the Company’s unvested restricted shares as of and for the six months ended June 30, 2016 : Unvested Restricted Shares Weighted Average Grant Date Fair Value per Restricted Share Balance as of January 1, 2016 788 $ 15.52 Shares granted (a) 269 $ 14.74 Shares vested (444 ) $ 15.49 Shares forfeited (b) (6 ) $ 14.99 Balance as of June 30, 2016 (c) 607 $ 15.20 (a) Shares granted vest over periods ranging from 0.4 years to 3.9 years in accordance with the terms of applicable award documents. (b) Effective January 1, 2016, the Company made an accounting policy election to account for forfeitures when they occur. (c) As of June 30, 2016 , total unrecognized compensation expense related to unvested restricted shares was $5,368 , which is expected to be amortized over a weighted average term of 1.5 years . The following table summarizes the Company’s unvested RSUs as of and for the six months ended June 30, 2016 : Unvested RSUs Weighted Average Grant Date Fair Value per RSU RSUs eligible for future conversion as of January 1, 2016 174 $ 14.20 RSUs granted 246 $ 13.85 RSUs ineligible for conversion (29 ) $ 13.56 RSUs eligible for future conversion as of June 30, 2016 (a) 391 $ 14.02 (a) As of June 30, 2016 , total unrecognized compensation expense related to unvested RSUs was $4,252 , which is expected to be amortized over a weighted average term of 2.9 years . |
Mortgages Payable (Tables)
Mortgages Payable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of mortgages payable | The following table summarizes the Company’s mortgages payable: June 30, 2016 December 31, 2015 Aggregate Principal Balance Weighted Average Interest Rate Weighted Average Years to Maturity Aggregate Principal Balance Weighted Average Interest Rate Weighted Average Years to Maturity Fixed rate mortgages payable (a) $ 1,037,444 5.99 % 3.8 $ 1,128,505 6.08 % 3.9 Premium, net of accumulated amortization 1,651 1,865 Discount, net of accumulated amortization (644 ) (1 ) Capitalized loan fees, net of accumulated amortization (6,164 ) (7,233 ) Mortgages payable, net $ 1,032,287 $ 1,123,136 (a) Includes $7,803 and $7,910 of variable rate mortgage debt that has been swapped to a fixed rate as of June 30, 2016 and December 31, 2015 , respectively. The fixed rate mortgages had interest rates ranging from 3.35% to 8.00% as of June 30, 2016 and December 31, 2015 . |
Summary of scheduled maturities and principal amortization of indebtedness | The following table shows the scheduled maturities and principal amortization of the Company’s indebtedness as of June 30, 2016 for the remainder of 2016 , each of the next four years and thereafter and the weighted average interest rates by year. The table does not reflect the impact of any debt activity that occurred after June 30, 2016 . 2016 2017 2018 2019 2020 Thereafter Total Debt: Fixed rate debt: Mortgages payable (a) $ 35,430 $ 227,451 $ 11,647 $ 444,324 $ 4,334 $ 314,258 $ 1,037,444 Unsecured credit facility – fixed rate term loan (b) — — — — — 250,000 250,000 Unsecured notes payable (c) — — — — — 500,000 500,000 Total fixed rate debt 35,430 227,451 11,647 444,324 4,334 1,064,258 1,787,444 Variable rate debt: Unsecured credit facility — — 200,000 — 305,000 — 505,000 Total variable rate debt — — 200,000 — 305,000 — 505,000 Total debt (d) $ 35,430 $ 227,451 $ 211,647 $ 444,324 $ 309,334 $ 1,064,258 $ 2,292,444 Weighted average interest rate on debt: Fixed rate debt 4.12 % 5.08 % 6.52 % 7.49 % 4.58 % 3.83 % 4.93 % Variable rate debt (e) — — 1.91 % — 1.81 % — 1.85 % Total 4.12 % 5.08 % 2.16 % 7.49 % 1.85 % 3.83 % 4.25 % (a) Includes $7,803 of variable rate mortgage debt that has been swapped to a fixed rate as of June 30, 2016 . Excludes mortgage premium of $1,651 and discount of $(644) , net of accumulated amortization, as of June 30, 2016 . (b) $250,000 of London Interbank Offered Rate (LIBOR)-based variable rate debt has been swapped to a fixed rate through two interest rate swaps. The swaps effectively convert one-month floating rate LIBOR to a weighted average fixed rate of 0.6677% through December 31, 2017. (c) Excludes discount of $(1,030) , net of accumulated amortization, as of June 30, 2016 . (d) Total debt excludes capitalized loan fees of $(12,311) , net of accumulated amortization, as of June 30, 2016 which are included as a reduction to the respective debt balances. The weighted average years to maturity of consolidated indebtedness was 4.6 years as of June 30, 2016 . (e) Represents interest rates as of June 30, 2016 . |
Unsecured Notes Payable (Tables
Unsecured Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of unsecured notes payable | The following table summarizes the Company’s unsecured notes payable: June 30, 2016 December 31, 2015 Unsecured Notes Payable Maturity Date Principal Balance Interest Rate/ Weighted Average Interest Rate Principal Balance Interest Rate/ Weighted Average Interest Rate Senior notes – 4.12% Series A due 2021 June 30, 2021 $ 100,000 4.12 % $ 100,000 4.12 % Senior notes – 4.58% Series B due 2024 June 30, 2024 150,000 4.58 % 150,000 4.58 % Senior notes – 4.00% due 2025 March 15, 2025 250,000 4.00 % 250,000 4.00 % 500,000 4.20 % 500,000 4.20 % Discount, net of accumulated amortization (1,030 ) (1,090 ) Capitalized loan fees, net of accumulated amortization (3,152 ) (3,334 ) Total $ 495,818 $ 495,576 |
Unsecured Credit Facility (Tabl
Unsecured Credit Facility (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Line of Credit Facility [Abstract] | |
Summary of unsecured credit facility | The following table summarizes the key terms of the Company’s Unsecured Credit Facility: Leverage-Based Pricing Ratings-Based Pricing Unsecured Credit Facility Maturity Date Extension Option Extension Fee Credit Spread Unused Fee Credit Spread Facility Fee $250,000 unsecured term loan 1/5/2021 N/A N/A 1.30% - 2.20% N/A 0.90% - 1.75% N/A $200,000 unsecured term loan 5/11/2018 2 one year 0.15% 1.45% - 2.20% N/A 1.05% - 2.05% N/A $750,000 unsecured revolving line of credit 1/5/2020 2 six month 0.075% 1.35% - 2.25% 0.15% - 0.25% 0.85% - 1.55% 0.125% - 0.30% The following table summarizes the Company’s Unsecured Credit Facility: June 30, 2016 December 31, 2015 Unsecured Credit Facility Balance Interest Rate/ Weighted Average Interest Rate Balance Interest Rate/ $250,000 unsecured term loan – fixed rate (a) $ 250,000 1.97 % $ — — % $200,000 unsecured term loan – variable rate 200,000 1.91 % — — % $450,000 unsecured term loan – fixed rate portion (b) — — % 300,000 1.99 % $450,000 unsecured term loan – variable rate portion — — % 150,000 1.88 % Subtotal 450,000 450,000 Capitalized loan fees, net of accumulated amortization (2,995 ) (2,474 ) Term loans, net 447,005 447,526 Revolving line of credit – variable rate (c) 305,000 1.81 % 100,000 1.93 % Total unsecured credit facility, net $ 752,005 1.89 % $ 547,526 1.95 % (a) As of June 30, 2016 , $250,000 of LIBOR-based variable rate debt has been swapped to a weighted average fixed rate of 0.6677% plus a credit spread based on a leverage grid ranging from 1.30% to 2.20% through December 31, 2017. The applicable credit spread was 1.30% as of June 30, 2016 . (b) As of December 31, 2015, $300,000 of LIBOR-based variable rate debt had been swapped to a fixed rate of 0.53875% plus a credit spread based on a leverage grid ranging from 1.45% to 2.00% through February 2016. The applicable credit spread was 1.45% as of December 31, 2015. (c) Excludes capitalized loan fees, which are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of derivative instruments | During the six months ended June 30, 2016 , the Company entered into the following two interest rate swaps which effectively convert one-month floating rate LIBOR to a fixed rate: Effective Date Notional Fixed Interest Rate Termination Date March 1, 2016 $ 100,000 0.6591 % December 31, 2017 May 16, 2016 $ 150,000 0.6735 % December 31, 2017 |
Schedule of interest rate swaps designated as cash flow hedges | The following table summarizes the Company’s interest rate swaps that were designated as cash flow hedges of interest rate risk: Number of Instruments Notional Interest Rate Derivatives June 30, December 31, June 30, December 31, Interest rate swaps 3 2 $ 257,803 $ 307,910 |
Schedule of estimated fair value of derivative instruments | The table below presents the estimated fair value of the Company’s derivative financial instruments, which are included in “Other liabilities” in the accompanying condensed consolidated balance sheets. The valuation techniques utilized are described in Note 13 to the condensed consolidated financial statements. Fair Value June 30, December 31, Derivatives designated as cash flow hedges: Interest rate swaps $ 565 $ 85 |
Schedule of effect of derivative instruments on the consolidated statements of operations | The following table presents the effect of the Company’s derivative financial instruments on the accompanying condensed consolidated statements of operations and other comprehensive income: Derivatives in Cash Flow Hedging Relationships Amount of Loss Recognized in Other Comprehensive Income on Derivative (Effective Portion) Location of Loss Reclassified from Accumulated Other Comprehensive Income (AOCI) into Income (Effective Portion) Amount of Loss Reclassified from AOCI into Income (Effective Portion) Location of Loss (Gain) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Loss (Gain) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Interest rate swaps Three Months Ended June 30, Six Months Three Months Six Months Three Months Six Months 2016 $ 634 $ 687 Interest expense $ 124 $ 210 Other income (expense), net $ 3 $ 3 2015 $ 196 $ 582 Interest expense $ 293 $ 584 Other income (expense), net $ 4 $ (21 ) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of components used in the calculation of basic and diluted EPS | The following table summarizes the components used in the calculation of basic and diluted earnings per share (EPS): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Numerator: Income (loss) from continuing operations $ 18,989 $ (2,957 ) $ 44,676 $ 5,547 Gain on sales of investment properties 9,613 33,641 31,352 38,213 Preferred stock dividends (2,363 ) (2,363 ) (4,725 ) (4,725 ) Net income attributable to common shareholders 26,239 28,321 71,303 39,035 Distributions paid on unvested restricted shares (110 ) (144 ) (240 ) (210 ) Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ 26,129 $ 28,177 $ 71,063 $ 38,825 Denominator: Denominator for earnings per common share – basic: Weighted average number of common shares outstanding 236,716 (a) 236,354 (b) 236,647 (a) 236,302 (b) Effect of dilutive securities: Stock options 2 (c) 2 (c) 2 (c) 3 (c) RSUs 184 (d) — (e) 132 (d) — (e) Denominator for earnings per common share – diluted: Weighted average number of common and common equivalent shares outstanding 236,902 236,356 236,781 236,305 (a) Excludes 607 shares of unvested restricted common stock as of June 30, 2016 , which equate to 649 and 687 shares, respectively, on a weighted average basis for the three and six months ended June 30, 2016 . These shares will continue to be excluded from the computation of basic EPS until contingencies are resolved and the shares are released. (b) Excludes 788 shares of unvested restricted common stock as of June 30, 2015 , which equate to 851 and 731 shares, respectively, on a weighted average basis for the three and six months ended June 30, 2015 . These shares were excluded from the computation of basic EPS as the contingencies remained and the shares had not been released as of the end of the reporting period. (c) There were outstanding options to purchase 53 and 64 shares of common stock as of June 30, 2016 and 2015 , respectively, at a weighted average exercise price of $19.39 and $19.28 , respectively. Of these totals, outstanding options to purchase 45 and 54 shares of common stock as of June 30, 2016 and 2015 , respectively, at a weighted average exercise price of $20.74 and $20.69 , respectively, have been excluded from the common shares used in calculating diluted earnings per share as including them would be anti-dilutive. (d) There were 391 RSUs eligible for future conversion following the performance periods as of June 30, 2016 (see Note 5 to the condensed consolidated financial statements), which equate to 411 and 344 RSUs on a weighted average basis for the three and six months ended June 30, 2016 , respectively. These contingently issuable shares are included in diluted EPS based on the weighted average number of shares that would be outstanding during the period, if any, assuming the end of the reporting period was the end of the contingency periods. (e) There were 157 RSUs eligible for future conversion following the performance period as of June 30, 2015 , which equate to 57 and 29 RSUs on a weighted average basis for the three and six months ended June 30, 2015 , respectively. Assuming June 30, 2015 was the end of the contingency period, none of these contingently issuable shares would have been outstanding. |
Provision for Impairment of I34
Provision for Impairment of Investment Properties (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Impairment or Disposal of Tangible Assets Disclosure [Abstract] | |
Schedule of identified impairment indicators | As of June 30, 2016 and 2015 , the Company identified indicators of impairment at certain of its properties. Such indicators included a low occupancy rate, difficulty in leasing space and related cost of re-leasing, financially troubled tenants or reduced anticipated holding periods. The following table summarizes the results of these analyses as of June 30, 2016 and 2015 : June 30, 2016 June 30, 2015 Number of properties for which indicators of impairment were identified 6 6 (a) Less: number of properties for which an impairment charge was recorded 1 1 Less: number of properties that were held for sale as of the date the analysis was performed for which indicators of impairment were identified but no impairment charge was recorded 2 1 Remaining properties for which indicators of impairment were identified but no impairment charge was considered necessary 3 4 Weighted average percentage by which the projected undiscounted cash flows exceeded its respective carrying value for each of the remaining properties 70 % 53 % (a) Includes five properties which have subsequently been sold as of June 30, 2016 . |
Schedule of investment property impairment charges | The Company recorded the following investment property impairment charges during the six months ended June 30, 2016 : Property Name Property Type Impairment Date Square Footage Provision for Impairment of Investment Properties South Billings Center (a) Development March 31, 2016 — $ 2,164 Mid-Hudson Center (b) Multi-tenant retail June 30, 2016 235,600 4,142 $ 6,306 Estimated fair value of impaired properties as of impairment date $ 30,500 (a) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract, which was subsequently terminated. The property was not under active development as of June 30, 2016 . (b) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract. This property was classified as held for sale as of June 30, 2016 and was sold on July 21, 2016. The Company recorded the following investment property impairment charges during the six months ended June 30, 2015 : Property Name Property Type Impairment Date Square Footage Provision for Impairment of Investment Properties Massillon Commons (a) Multi-tenant retail June 4, 2015 245,900 $ 2,289 Traveler’s Office Building (b) Single-user office June 30, 2015 50,800 1,655 $ 3,944 Estimated fair value of impaired properties as of impairment date $ 17,970 (a) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract for the property, which was sold on June 4, 2015. (b) The Company recorded an impairment charge based upon the terms and conditions of an executed sales contract. This property was classified as held for sale as of June 30, 2015 and was sold on July 30, 2015. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of carrying value and estimated fair value of financial instruments | The following table presents the carrying value and estimated fair value of the Company’s financial instruments: June 30, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Financial liabilities: Mortgages payable, net $ 1,032,287 $ 1,136,839 $ 1,123,136 $ 1,213,620 Unsecured notes payable, net $ 495,818 $ 512,134 $ 495,576 $ 486,701 Unsecured term loans, net $ 447,005 $ 450,000 $ 447,526 $ 450,000 Unsecured revolving line of credit $ 305,000 $ 305,000 $ 100,000 $ 100,000 Derivative liability $ 565 $ 565 $ 85 $ 85 The carrying value of the derivative liability is included in “Other liabilities” in the accompanying condensed consolidated balance sheets. |
Schedule of financial instruments measured at fair value on a recurring basis | The following table presents the Company’s financial instruments, which are measured at fair value on a recurring basis, by the level in the fair value hierarchy within which those measurements fall. Methods and assumptions used to estimate the fair value of these instruments are described after the table. Fair Value Level 1 Level 2 Level 3 Total June 30, 2016 Derivative liability $ — $ 565 $ — $ 565 December 31, 2015 Derivative liability $ — $ 85 $ — $ 85 |
Schedule of assets measured at fair value on a nonrecurring basis | The following table presents the Company’s assets measured at fair value on a nonrecurring basis as of June 30, 2016 aggregated by the level within the fair value hierarchy in which those measurements fall. The table includes information related to properties remeasured to fair value during the six months ended June 30, 2016 , except for those properties sold prior to June 30, 2016 . Methods and assumptions used to estimate the fair value of these assets are described after the table. Fair Value Level 1 Level 2 Level 3 Total Provision for Impairment June 30, 2016 Investment properties $ — $ 3,000 $ — $ 3,000 $ 2,164 (a) Investment properties – held for sale $ — $ 27,500 $ — $ 27,500 $ 4,142 (b) (a) Represents an impairment charge recorded during the six months ended June 30, 2016 for the Company’s South Billings Center development property, which was not under active development as of June 30, 2016 . Such charge, calculated as the expected sales price from the executed sales contract, which was subsequently terminated, as compared to the Company’s carrying value of its investment, was based upon a Level 2 input. (b) Represents an impairment charge recorded during the six months ended June 30, 2016 for the Company’s Mid-Hudson Center, which was classified as held for sale as of June 30, 2016. Such charge, calculated as the expected sales price from the executed sales contract less estimated transaction costs as compared to the Company’s carrying value of its investment, was based upon a Level 2 input. The estimated transaction costs of $1,699 are not reflected as a reduction to the fair value disclosed in the table above, but were included in the calculation of the impairment charge. The Company did not have any assets measured at fair value on a nonrecurring basis as of December 31, 2015. |
Schedule of financial liabilities measured at fair value for disclosure purposes | The following table presents the Company’s financial liabilities, which are measured at fair value for disclosure purposes, by the level in the fair value hierarchy within which those measurements fall. Methods and assumptions used to estimate the fair value of these instruments are described after the table. Fair Value Level 1 Level 2 Level 3 Total June 30, 2016 Mortgages payable, net $ — $ — $ 1,136,839 $ 1,136,839 Unsecured notes payable, net $ 249,738 $ — $ 262,396 $ 512,134 Unsecured term loans, net $ — $ — $ 450,000 $ 450,000 Unsecured revolving line of credit $ — $ — $ 305,000 $ 305,000 December 31, 2015 Mortgages payable, net $ — $ — $ 1,213,620 $ 1,213,620 Unsecured notes payable, net $ 239,482 $ — $ 247,219 $ 486,701 Unsecured term loans, net $ — $ — $ 450,000 $ 450,000 Unsecured revolving line of credit $ — $ — $ 100,000 $ 100,000 |
Organization and Basis of Pre36
Organization and Basis of Presentation (Details) | Jun. 30, 2016propertysubsidiary |
Organization and basis of presentation | |
Number of wholly-owned subsidiaries jointly elected to be treated as a TRS | subsidiary | 1 |
Operating properties | Wholly-owned | |
Organization and basis of presentation | |
Number of real estate properties owned | 183 |
Operating properties | Wholly-owned | Retail | |
Organization and basis of presentation | |
Number of real estate properties owned | 182 |
Operating properties | Wholly-owned | Office | |
Organization and basis of presentation | |
Number of real estate properties owned | 1 |
Development properties | Wholly-owned | |
Organization and basis of presentation | |
Number of real estate properties owned | 1 |
VIE | Operating properties | |
Organization and basis of presentation | |
Number of real estate properties owned | 3 |
VIE | Operating properties | Retail | |
Organization and basis of presentation | |
Number of real estate properties owned | 3 |
VIE | Operating properties | Office | |
Organization and basis of presentation | |
Number of real estate properties owned | 0 |
VIE | Development properties | |
Organization and basis of presentation | |
Number of real estate properties owned | 0 |
Investment properties held for sale | Operating properties | Wholly-owned | |
Organization and basis of presentation | |
Number of real estate properties owned | 3 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016property | Jan. 01, 2016USD ($) | |
Accounting Policies [Abstract] | ||
Cumulative effect of accounting change | $ | $ 17 | |
VIE | ||
Variable interest entities | ||
Number of properties acquired | property | 3 |
Acquisitions _ Summary of Acqui
Acquisitions – Summary of Acquisitions (Details) $ in Thousands | Jun. 15, 2016USD ($)ft² | May 05, 2016USD ($)ft² | Apr. 29, 2016USD ($)ft² | Apr. 01, 2016USD ($)ft² | Mar. 29, 2016USD ($)ft² | Jan. 15, 2016USD ($)ft²property | Jun. 10, 2015USD ($)ft² | May 04, 2015USD ($)ft² | Mar. 24, 2015USD ($)ft² | Feb. 19, 2015USD ($)ft² | Jan. 23, 2015USD ($)ft² | Jan. 08, 2015USD ($)ft² | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($)ft² | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($)ft² |
Acquisitions | ||||||||||||||||
Gain on extinguishment of other liabilities | $ 6,978 | $ 0 | $ 6,978 | $ 0 | ||||||||||||
Shoppes at Hagerstown | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 113,000 | |||||||||||||||
Acquisition price | $ 27,055 | |||||||||||||||
Merrifield Town Center II | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 138,000 | |||||||||||||||
Acquisition price | $ 45,676 | |||||||||||||||
Oak Brook Promenade | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 183,200 | |||||||||||||||
Acquisition price | $ 65,954 | |||||||||||||||
The Shoppes at Union Hill | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 91,700 | |||||||||||||||
Acquisition price | $ 63,060 | |||||||||||||||
Mortgage debt assumed | $ 15,971 | $ 15,971 | $ 15,971 | |||||||||||||
Fixed interest rate (as a percent) | 3.75% | 3.75% | 3.75% | |||||||||||||
Ashland & Roosevelt | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 0 | |||||||||||||||
Purchase price of asset acquisition | $ 13,850 | |||||||||||||||
Gain on extinguishment of other liabilities | $ 6,978 | |||||||||||||||
Tacoma South | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 230,700 | |||||||||||||||
Acquisition price | $ 39,400 | |||||||||||||||
Eastside | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 67,100 | |||||||||||||||
Acquisition price | $ 23,842 | |||||||||||||||
2016 acquisitions | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 761,700 | 761,700 | ||||||||||||||
Acquisition price | $ 278,837 | |||||||||||||||
Mortgage debt assumed | $ 15,316 | $ 15,316 | ||||||||||||||
Shoppes at Hagerstown and Merrifield Town Center II | ||||||||||||||||
Acquisitions | ||||||||||||||||
Number of properties acquired | property | 2 | |||||||||||||||
Downtown Crown | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 258,000 | |||||||||||||||
Acquisition price | $ 162,785 | |||||||||||||||
Merrifield Town Center | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 84,900 | |||||||||||||||
Acquisition price | $ 56,500 | |||||||||||||||
Fort Evans Plaza II | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 228,900 | |||||||||||||||
Acquisition price | $ 65,000 | |||||||||||||||
Cedar Park Town Center | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 179,300 | |||||||||||||||
Acquisition price | $ 39,057 | |||||||||||||||
Parcel at Lake Worth Towne Crossing | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 0 | |||||||||||||||
Purchase price of asset acquisition | $ 400 | |||||||||||||||
Tysons Corner | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 37,700 | |||||||||||||||
Acquisition price | $ 31,556 | |||||||||||||||
Woodinville Plaza | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 170,800 | |||||||||||||||
Acquisition price | $ 35,250 | |||||||||||||||
2015 acquisitions | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 959,600 | 959,600 | ||||||||||||||
Acquisition price | $ 390,548 | |||||||||||||||
Mortgage debt assumed | $ 0 | $ 0 | ||||||||||||||
Retail | Merrifield Town Center II | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 76,000 | |||||||||||||||
Storage | Merrifield Town Center II | ||||||||||||||||
Acquisitions | ||||||||||||||||
Square footage | ft² | 62,000 |
Acquisitions _ Acquisition Date
Acquisitions – Acquisition Date Fair Values (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Acquisition date fair values | ||||
Total revenues | $ 147,226 | $ 150,888 | $ 295,865 | $ 304,085 |
Net income attributable to common shareholders | 26,239 | 28,321 | 71,303 | 39,035 |
2016 acquisitions | ||||
Acquisition date fair values | ||||
Land | 84,720 | 84,720 | ||
Building and other improvements | 172,437 | 172,437 | ||
Acquired lease intangible assets | 25,016 | 25,016 | ||
Acquired lease intangible liabilities | (3,991) | (3,991) | ||
Mortgages payable, net | (15,316) | (15,316) | ||
Net assets acquired | 262,866 | $ 262,866 | ||
Weighted average amortization period, acquired lease intangible assets | 6 years | |||
Weighted average amortization period, acquired lease intangible liabilities | 11 years | |||
Transaction costs | $ 690 | $ 690 | ||
2015 acquisitions | ||||
Acquisition date fair values | ||||
Land | 141,085 | 141,085 | ||
Building and other improvements | 234,358 | 234,358 | ||
Acquired lease intangible assets | 38,121 | 38,121 | ||
Acquired lease intangible liabilities | (23,016) | (23,016) | ||
Mortgages payable, net | 0 | 0 | ||
Net assets acquired | 390,548 | $ 390,548 | ||
Weighted average amortization period, acquired lease intangible assets | 16 years | |||
Weighted average amortization period, acquired lease intangible liabilities | 21 years | |||
Transaction costs | $ 1,198 | $ 1,198 | ||
Total revenues | 26,185 | |||
Net income attributable to common shareholders | $ 4,331 | |||
2015 and 2016 acquisitions | ||||
Acquisition date fair values | ||||
Total revenues | 21,802 | |||
Net income attributable to common shareholders | $ 5,011 |
Acquisitions _ Condensed Pro Fo
Acquisitions – Condensed Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Unaudited condensed pro forma financial information | ||||
Total revenues | $ 147,813 | $ 156,463 | $ 300,126 | $ 316,679 |
Net income | 28,559 | 29,567 | 74,975 | 41,821 |
Net income attributable to common shareholders | $ 26,196 | $ 27,204 | $ 70,250 | $ 37,096 |
Earnings per common share – basic and diluted | ||||
Net income per common share attributable to common shareholders | $ 0.11 | $ 0.11 | $ 0.30 | $ 0.16 |
Weighted average number of common shares outstanding – basic | 236,716 | 236,354 | 236,647 | 236,302 |
Acquisitions _ Variable Interes
Acquisitions – Variable Interest Entities (Details) $ in Thousands | Jun. 30, 2016USD ($)days | Dec. 31, 2015USD ($) |
Assets | ||
Total assets | $ 115,222 | $ 0 |
VIE | ||
Variable interest entities | ||
Number of days to complete tax-deferred exchange | days | 180 | |
Assets | ||
Land | $ 25,374 | |
Building and other improvements | 90,598 | |
Less accumulated depreciation | (750) | |
Net investment properties | 115,222 | |
Acquired lease intangible assets | 13,915 | |
Other assets | 2,138 | |
Total assets | 131,275 | |
Liabilities | ||
Loans due to the Company | 128,156 | |
Other liabilities | 2,738 | |
Total liabilities | 130,894 | |
VIE | Oak Brook Promenade | ||
Variable interest entities | ||
Amount loaned to VIE for acquisition | 65,419 | |
VIE | Tacoma South | ||
Variable interest entities | ||
Amount loaned to VIE for acquisition | 39,215 | |
VIE | Eastside | ||
Variable interest entities | ||
Amount loaned to VIE for acquisition | $ 23,522 |
Dispositions _ Summary of Dispo
Dispositions – Summary of Dispositions (Details) $ in Thousands | Jun. 30, 2016USD ($)ft² | Jun. 23, 2016USD ($)ft²property | Jun. 15, 2016USD ($)ft² | Jun. 02, 2016USD ($)ft² | Apr. 20, 2016USD ($)ft² | Mar. 30, 2016USD ($)ft²property | Feb. 10, 2016USD ($)ft² | Feb. 01, 2016USD ($)ft² | Jun. 17, 2015USD ($)ft² | Jun. 05, 2015USD ($)ft² | Jun. 04, 2015USD ($)ft² | May 15, 2015USD ($)ft² | Apr. 30, 2015USD ($)ft² | Apr. 07, 2015USD ($)ft² | Feb. 27, 2015USD ($)ft² | Jan. 20, 2015USD ($)ft² | Aug. 03, 2016USD ($)ft²property | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($)ft² | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($)ft² |
Property dispositions | |||||||||||||||||||||
Aggregate proceeds, net | $ 41,031 | $ 150,699 | |||||||||||||||||||
Gain | 31,352 | 38,213 | |||||||||||||||||||
Total debt | $ 2,292,444 | $ 2,292,444 | 2,292,444 | ||||||||||||||||||
Loan obligation assumed by the buyer | 15,316 | 0 | |||||||||||||||||||
Gain on extinguishment of debt | 0 | $ 0 | 13,653 | 0 | |||||||||||||||||
Proceeds temporarily restricted related to tax-deferred exchanges | 42,905 | $ 0 | |||||||||||||||||||
The Gateway | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 623,200 | ||||||||||||||||||||
Consideration | $ 75,000 | ||||||||||||||||||||
Net payment for disposition | (795) | ||||||||||||||||||||
Gain | 3,868 | ||||||||||||||||||||
Total debt | $ 94,353 | 94,353 | $ 94,353 | 94,353 | |||||||||||||||||
Loan obligation assumed by the buyer | 75,000 | 75,000 | |||||||||||||||||||
Gain on extinguishment of debt | $ 13,653 | $ 13,653 | |||||||||||||||||||
Stateline Station | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 142,600 | ||||||||||||||||||||
Consideration | $ 17,500 | ||||||||||||||||||||
Aggregate proceeds, net | 17,210 | ||||||||||||||||||||
Gain | $ 4,253 | ||||||||||||||||||||
Six Property Portfolio | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 230,400 | ||||||||||||||||||||
Consideration | $ 35,413 | ||||||||||||||||||||
Aggregate proceeds, net | 12 | ||||||||||||||||||||
Gain | 13,618 | ||||||||||||||||||||
Proceeds temporarily restricted related to tax-deferred exchanges | $ 34,973 | ||||||||||||||||||||
Number of properties sold | property | 6 | ||||||||||||||||||||
CVS Pharmacy – Oklahoma City | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 10,900 | ||||||||||||||||||||
Consideration | $ 4,676 | ||||||||||||||||||||
Aggregate proceeds, net | 4,608 | ||||||||||||||||||||
Gain | $ 1,764 | ||||||||||||||||||||
Rite Aid Store (Eckerd) – Canandaigua & Tim Horton Donut Shop | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 16,600 | ||||||||||||||||||||
Consideration | $ 5,400 | ||||||||||||||||||||
Aggregate proceeds, net | 5,333 | ||||||||||||||||||||
Gain | $ 1,444 | ||||||||||||||||||||
Academy Sports – Midland | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 61,200 | ||||||||||||||||||||
Consideration | $ 5,541 | ||||||||||||||||||||
Aggregate proceeds, net | 17 | ||||||||||||||||||||
Gain | 2,220 | ||||||||||||||||||||
Proceeds temporarily restricted related to tax-deferred exchanges | $ 5,383 | ||||||||||||||||||||
Four Rite Aid Portfolio | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 45,400 | ||||||||||||||||||||
Consideration | $ 15,934 | ||||||||||||||||||||
Aggregate proceeds, net | 14,646 | ||||||||||||||||||||
Gain | $ 2,287 | ||||||||||||||||||||
Number of properties sold | property | 4 | ||||||||||||||||||||
2016 dispositions | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 1,130,300 | 1,130,300 | 1,130,300 | ||||||||||||||||||
Consideration | $ 159,464 | $ 159,464 | $ 159,464 | ||||||||||||||||||
Aggregate proceeds, net | 41,031 | ||||||||||||||||||||
Gain | 29,454 | ||||||||||||||||||||
Outparcel at Beachway Plaza | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Consideration | 2,639 | $ 2,639 | $ 2,639 | ||||||||||||||||||
Gain | 1,898 | ||||||||||||||||||||
Proceeds temporarily restricted related to tax-deferred exchanges | $ 2,549 | ||||||||||||||||||||
Aon Hewitt East Campus | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 343,000 | ||||||||||||||||||||
Consideration | $ 17,233 | ||||||||||||||||||||
Aggregate proceeds, net | 16,495 | ||||||||||||||||||||
Gain | $ 0 | ||||||||||||||||||||
Promenade at Red Cliff | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 94,500 | ||||||||||||||||||||
Consideration | $ 19,050 | ||||||||||||||||||||
Aggregate proceeds, net | 18,848 | ||||||||||||||||||||
Gain | $ 4,572 | ||||||||||||||||||||
Hartford Insurance Building | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 97,400 | ||||||||||||||||||||
Consideration | $ 6,015 | ||||||||||||||||||||
Aggregate proceeds, net | 5,663 | ||||||||||||||||||||
Gain | $ 860 | ||||||||||||||||||||
Rasmussen College | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 26,700 | ||||||||||||||||||||
Consideration | $ 4,800 | ||||||||||||||||||||
Aggregate proceeds, net | 4,449 | ||||||||||||||||||||
Gain | $ 1,334 | ||||||||||||||||||||
Mountain View Plaza | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 162,000 | ||||||||||||||||||||
Consideration | $ 28,500 | ||||||||||||||||||||
Aggregate proceeds, net | 27,949 | ||||||||||||||||||||
Gain | $ 10,184 | ||||||||||||||||||||
Massillon Commons | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 245,900 | ||||||||||||||||||||
Consideration | $ 12,520 | ||||||||||||||||||||
Aggregate proceeds, net | 12,145 | ||||||||||||||||||||
Gain | $ 0 | ||||||||||||||||||||
Citizen's Property Insurance Building | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 59,800 | ||||||||||||||||||||
Consideration | $ 3,650 | ||||||||||||||||||||
Aggregate proceeds, net | 3,368 | ||||||||||||||||||||
Gain | $ 440 | ||||||||||||||||||||
Pine Ridge Plaza | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 236,500 | ||||||||||||||||||||
Consideration | $ 33,200 | ||||||||||||||||||||
Aggregate proceeds, net | 31,858 | ||||||||||||||||||||
Gain | $ 12,938 | ||||||||||||||||||||
Bison Hollow | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 134,800 | ||||||||||||||||||||
Consideration | $ 18,800 | ||||||||||||||||||||
Aggregate proceeds, net | 18,657 | ||||||||||||||||||||
Gain | $ 4,061 | ||||||||||||||||||||
The Village at Quail Springs | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 100,400 | ||||||||||||||||||||
Consideration | $ 11,350 | ||||||||||||||||||||
Aggregate proceeds, net | 11,267 | ||||||||||||||||||||
Gain | $ 3,824 | ||||||||||||||||||||
2015 dispositions | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 1,501,000 | 1,501,000 | |||||||||||||||||||
Consideration | $ 155,118 | $ 155,118 | |||||||||||||||||||
Aggregate proceeds, net | 150,699 | ||||||||||||||||||||
Gain | $ 38,213 | ||||||||||||||||||||
Subsequent events | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Consideration | $ 54,813 | ||||||||||||||||||||
Multi-tenant retail | Subsequent events | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 425,900 | ||||||||||||||||||||
Consideration | $ 48,000 | ||||||||||||||||||||
Number of properties sold | property | 2 | ||||||||||||||||||||
Single-user retail | Subsequent events | |||||||||||||||||||||
Property dispositions | |||||||||||||||||||||
Square footage | ft² | 21,800 | ||||||||||||||||||||
Number of properties sold | property | 2 |
Dispositions _ Assets and Liabi
Dispositions – Assets and Liabilities of Investment Properties Held for Sale (Details) $ in Thousands | Aug. 03, 2016USD ($)ft² | Jun. 30, 2016USD ($)ft² | Dec. 31, 2015USD ($) |
Assets | |||
Assets associated with investment properties held for sale | $ 48,533 | $ 0 | |
Liabilities | |||
Liabilities associated with investment properties held for sale | $ 5,208 | $ 0 | |
Investment properties held for sale | |||
Investment properties held for sale | |||
Square footage | ft² | 481,000 | ||
Assets | |||
Land, building and other improvements | $ 53,308 | ||
Accumulated depreciation | (9,254) | ||
Net investment properties | 44,054 | ||
Other assets | 4,479 | ||
Assets associated with investment properties held for sale | 48,533 | ||
Liabilities | |||
Other liabilities | 5,208 | ||
Liabilities associated with investment properties held for sale | $ 5,208 | ||
Alison's Corner | Investment properties held for sale | |||
Investment properties held for sale | |||
Square footage | ft² | 55,100 | ||
Broadway Shopping Center | Investment properties held for sale | |||
Investment properties held for sale | |||
Square footage | ft² | 190,300 | ||
Mid-Hudson Center | Investment properties held for sale | |||
Investment properties held for sale | |||
Square footage | ft² | 235,600 | ||
Subsequent events | |||
Investment properties held for sale | |||
Consideration | $ 54,813 | ||
Multi-tenant retail | Subsequent events | |||
Investment properties held for sale | |||
Square footage | ft² | 425,900 | ||
Consideration | $ 48,000 |
Equity Compensation Plans (Deta
Equity Compensation Plans (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Unvested restricted shares/RSUs | |||||
Balance at the end of the period (in shares) | 607 | 607 | 788 | 607 | 788 |
Restricted shares | |||||
Equity compensation plans | |||||
Fair value of restricted shares vested | $ 6,545 | ||||
Unvested restricted shares/RSUs | |||||
Balance at the beginning of the period (in shares) | 788 | ||||
Shares/RSUs granted (in shares) | 269 | ||||
Shares vested (in shares) | (444) | ||||
Shares/RSUs forfeited (in shares) | (6) | ||||
Balance at the end of the period (in shares) | 607 | 607 | 607 | ||
Weighted average grant date fair value per restricted share/RSU | |||||
Balance at the beginning of the period (in dollars per share) | $ 15.52 | ||||
Shares/RSUs granted (in dollars per share) | 14.74 | ||||
Shares vested (in dollars per share) | 15.49 | ||||
Shares/RSUs forfeited (in dollars per share) | 14.99 | ||||
Balance at the end of the period (in dollars per share) | $ 15.20 | $ 15.20 | $ 15.20 | ||
Compensation cost not yet recognized | |||||
Total unrecognized compensation expense | $ 5,368 | $ 5,368 | $ 5,368 | ||
RSUs | |||||
Equity compensation plans | |||||
Vesting period for shares/RSUs granted | 1 year | ||||
Conversion rate of RSUs into shares of common stock (as a percent) | 33.00% | ||||
Conversion rate of RSUs into restricted shares (as a percent) | 67.00% | ||||
Unvested restricted shares/RSUs | |||||
Balance at the beginning of the period (in shares) | 174 | ||||
Shares/RSUs granted (in shares) | 246 | ||||
Shares/RSUs forfeited (in shares) | (29) | ||||
Balance at the end of the period (in shares) | 391 | 391 | 391 | ||
Weighted average grant date fair value per restricted share/RSU | |||||
Balance at the beginning of the period (in dollars per share) | $ 14.20 | ||||
Shares/RSUs granted (in dollars per share) | 13.85 | ||||
Shares/RSUs forfeited (in dollars per share) | 13.56 | ||||
Balance at the end of the period (in dollars per share) | $ 14.02 | $ 14.02 | $ 14.02 | ||
Compensation cost not yet recognized | |||||
Total unrecognized compensation expense | $ 4,252 | $ 4,252 | $ 4,252 | ||
Restricted shares and RSUs | |||||
Equity compensation plans | |||||
Compensation expense | $ 1,676 | $ 4,757 | $ 3,702 | $ 6,126 | |
Stock options | |||||
Equity compensation plans | |||||
Number of outstanding options to purchase shares of common stock | 53 | 53 | 64 | 53 | 64 |
Minimum | Restricted shares | |||||
Equity compensation plans | |||||
Vesting period for shares/RSUs granted | 5 months | ||||
Minimum | RSUs | |||||
Equity compensation plans | |||||
Conversion rate of RSUs if threshold met (as a percent) | 50.00% | ||||
Maximum | Restricted shares | |||||
Equity compensation plans | |||||
Vesting period for shares/RSUs granted | 3 years 11 months | ||||
Maximum | RSUs | |||||
Equity compensation plans | |||||
Conversion rate of RSUs if threshold met (as a percent) | 200.00% | ||||
Weighted average | Restricted shares | |||||
Compensation cost not yet recognized | |||||
Unrecognized compensation expense, period for recognition (in years) | 1 year 6 months | ||||
Weighted average | RSUs | |||||
Equity compensation plans | |||||
Risk-free interest rate (as a percent) | 0.89% | ||||
Common stock dividend yield (as a percent) | 4.59% | ||||
Compensation cost not yet recognized | |||||
Unrecognized compensation expense, period for recognition (in years) | 2 years 10 months 20 days |
Mortgages Payable _ Summary (De
Mortgages Payable – Summary (Details) $ in Thousands | Jun. 30, 2016USD ($)propertyloan | Feb. 01, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2016USD ($)propertyloan | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)propertyloan | Jun. 30, 2015USD ($) | Apr. 01, 2016USD ($) |
Mortgages payable | ||||||||
Total debt | $ 2,292,444 | $ 2,292,444 | $ 2,292,444 | |||||
Weighted average interest rate (as a percent) | 4.25% | 4.25% | 4.25% | |||||
Loan obligation assumed by the buyer | $ 15,316 | $ 0 | ||||||
Gain on extinguishment of debt | $ 0 | $ 0 | 13,653 | $ 0 | ||||
Fixed rate debt | ||||||||
Mortgages payable | ||||||||
Total debt | $ 1,787,444 | $ 1,787,444 | $ 1,787,444 | |||||
Weighted average interest rate (as a percent) | 4.93% | 4.93% | 4.93% | |||||
Mortgages payable | ||||||||
Mortgages payable | ||||||||
Premium, net of accumulated amortization | $ 1,651 | $ 1,865 | $ 1,651 | $ 1,651 | ||||
Discount, net of accumulated amortization | (644) | (1) | (644) | (644) | ||||
Capitalized loan fees, net of accumulated amortization | (6,164) | (7,233) | (6,164) | (6,164) | ||||
Mortgages payable, net | 1,032,287 | 1,123,136 | 1,032,287 | 1,032,287 | ||||
Notional amount | 7,803 | 7,910 | 7,803 | 7,803 | ||||
Amount of mortgage loans guaranteed | $ 1,951 | $ 1,951 | $ 1,951 | |||||
Number of mortgage loans guaranteed | loan | 1 | 1 | 1 | |||||
Mortgages payable | Fixed rate debt | ||||||||
Mortgages payable | ||||||||
Total debt | $ 1,037,444 | $ 1,128,505 | $ 1,037,444 | $ 1,037,444 | ||||
Weighted average interest rate (as a percent) | 5.99% | 6.08% | 5.99% | 5.99% | ||||
Weighted average years to maturity | 3 years 10 months | 3 years 11 months | ||||||
IW JV 2009 LLC | ||||||||
Mortgages payable | ||||||||
Cross-collateralized mortgage loan balance | $ 393,208 | $ 393,208 | $ 393,208 | |||||
Number of properties in cross-collateralized mortgage | property | 48 | 48 | 48 | |||||
Minimum | Mortgages payable | Fixed rate debt | ||||||||
Mortgages payable | ||||||||
Fixed interest rate (as a percent) | 3.35% | 3.35% | 3.35% | 3.35% | ||||
Maximum | Mortgages payable | Fixed rate debt | ||||||||
Mortgages payable | ||||||||
Fixed interest rate (as a percent) | 8.00% | 8.00% | 8.00% | 8.00% | ||||
The Gateway | ||||||||
Mortgages payable | ||||||||
Total debt | $ 94,353 | $ 94,353 | $ 94,353 | $ 94,353 | ||||
Fixed interest rate (as a percent) | 6.57% | 6.57% | 6.57% | |||||
Loan obligation assumed by the buyer | 75,000 | $ 75,000 | ||||||
Gain on extinguishment of debt | $ 13,653 | $ 13,653 | ||||||
Debt repaid | ||||||||
Mortgages payable | ||||||||
Fixed interest rate (as a percent) | 7.30% | 7.30% | 7.30% | |||||
Debt repaid | Mortgages payable | ||||||||
Mortgages payable | ||||||||
Mortgage payable repaid | $ 6,594 | |||||||
Scheduled principal payments related to amortizing loans | $ 6,085 | $ 6,085 | $ 6,085 | |||||
The Shoppes at Union Hill | ||||||||
Mortgages payable | ||||||||
Fixed interest rate (as a percent) | 3.75% | 3.75% | 3.75% | 3.75% | ||||
Mortgage debt assumed | $ 15,971 | $ 15,971 | $ 15,971 | $ 15,971 |
Mortgages Payable _ Debt Maturi
Mortgages Payable – Debt Maturities (Details) $ in Thousands | Jun. 30, 2016USD ($)instrument | Dec. 31, 2015USD ($) | Jun. 30, 2016USD ($)instrument |
Debt maturities | |||
2,016 | $ 35,430 | $ 35,430 | |
2,017 | 227,451 | 227,451 | |
2,018 | 211,647 | 211,647 | |
2,019 | 444,324 | 444,324 | |
2,020 | 309,334 | 309,334 | |
Thereafter | 1,064,258 | 1,064,258 | |
Total | $ 2,292,444 | $ 2,292,444 | |
Weighted average interest rate on debt (as a percent) | |||
2,016 | 4.12% | 4.12% | |
2,017 | 5.08% | 5.08% | |
2,018 | 2.16% | 2.16% | |
2,019 | 7.49% | 7.49% | |
2,020 | 1.85% | 1.85% | |
Thereafter | 3.83% | 3.83% | |
Total | 4.25% | 4.25% | |
Mortgages payable | |||
Mortgages payable | |||
Notional amount | $ 7,803 | $ 7,910 | $ 7,803 |
Premium, net of accumulated amortization | 1,651 | 1,865 | 1,651 |
Discount, net of accumulated amortization | (644) | (1) | (644) |
Capitalized loan fees, net of accumulated amortization | (6,164) | (7,233) | (6,164) |
Unsecured notes payable | |||
Mortgages payable | |||
Discount, net of accumulated amortization | (1,030) | (1,090) | (1,030) |
Capitalized loan fees, net of accumulated amortization | (3,152) | $ (3,334) | (3,152) |
Consolidated indebtedness | |||
Mortgages payable | |||
Capitalized loan fees, net of accumulated amortization | $ (12,311) | (12,311) | |
Weighted average years to maturity | 4 years 7 months 10 days | ||
Fixed rate debt | |||
Debt maturities | |||
2,016 | $ 35,430 | 35,430 | |
2,017 | 227,451 | 227,451 | |
2,018 | 11,647 | 11,647 | |
2,019 | 444,324 | 444,324 | |
2,020 | 4,334 | 4,334 | |
Thereafter | 1,064,258 | 1,064,258 | |
Total | $ 1,787,444 | $ 1,787,444 | |
Weighted average interest rate on debt (as a percent) | |||
2,016 | 4.12% | 4.12% | |
2,017 | 5.08% | 5.08% | |
2,018 | 6.52% | 6.52% | |
2,019 | 7.49% | 7.49% | |
2,020 | 4.58% | 4.58% | |
Thereafter | 3.83% | 3.83% | |
Total | 4.93% | 4.93% | |
Fixed rate debt | Mortgages payable | |||
Mortgages payable | |||
Weighted average years to maturity | 3 years 10 months | 3 years 11 months | |
Debt maturities | |||
2,016 | $ 35,430 | $ 35,430 | |
2,017 | 227,451 | 227,451 | |
2,018 | 11,647 | 11,647 | |
2,019 | 444,324 | 444,324 | |
2,020 | 4,334 | 4,334 | |
Thereafter | 314,258 | 314,258 | |
Total | $ 1,037,444 | $ 1,128,505 | $ 1,037,444 |
Weighted average interest rate on debt (as a percent) | |||
Total | 5.99% | 6.08% | 5.99% |
Fixed rate debt | Unsecured credit facility | |||
Debt maturities | |||
2,016 | $ 0 | $ 0 | |
2,017 | 0 | 0 | |
2,018 | 0 | 0 | |
2,019 | 0 | 0 | |
2,020 | 0 | 0 | |
Thereafter | 250,000 | 250,000 | |
Total | 250,000 | 250,000 | |
Fixed rate debt | Unsecured notes payable | |||
Debt maturities | |||
2,016 | 0 | 0 | |
2,017 | 0 | 0 | |
2,018 | 0 | 0 | |
2,019 | 0 | 0 | |
2,020 | 0 | 0 | |
Thereafter | 500,000 | 500,000 | |
Total | 500,000 | 500,000 | |
Variable rate debt | |||
Debt maturities | |||
2,016 | 0 | 0 | |
2,017 | 0 | 0 | |
2,018 | 200,000 | 200,000 | |
2,019 | 0 | 0 | |
2,020 | 305,000 | 305,000 | |
Thereafter | 0 | 0 | |
Total | $ 505,000 | $ 505,000 | |
Weighted average interest rate on debt (as a percent) | |||
2,016 | 0.00% | 0.00% | |
2,017 | 0.00% | 0.00% | |
2,018 | 1.91% | 1.91% | |
2,019 | 0.00% | 0.00% | |
2,020 | 1.81% | 1.81% | |
Thereafter | 0.00% | 0.00% | |
Total | 1.85% | 1.85% | |
Variable rate debt | Unsecured credit facility | |||
Debt maturities | |||
2,016 | $ 0 | $ 0 | |
2,017 | 0 | 0 | |
2,018 | 200,000 | 200,000 | |
2,019 | 0 | 0 | |
2,020 | 305,000 | 305,000 | |
Thereafter | 0 | 0 | |
Total | 505,000 | 505,000 | |
$100,000 and $150,000 interest rate swaps maturing in 2017 | |||
Mortgages payable | |||
Notional amount | $ 250,000 | $ 250,000 | |
Number of instruments | instrument | 2 | 2 | |
LIBOR | $100,000 and $150,000 interest rate swaps maturing in 2017 | |||
Mortgages payable | |||
Reference rate for variable interest rate | one-month floating rate LIBOR | one-month floating rate LIBOR | |
Weighted average | $100,000 and $150,000 interest rate swaps maturing in 2017 | |||
Mortgages payable | |||
Fixed interest rate (as a percent) | 0.6677% | 0.6677% |
Unsecured Notes Payable (Detail
Unsecured Notes Payable (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Unsecured notes payable | ||
Principal balance | $ 495,818 | $ 495,576 |
Senior Notes | ||
Unsecured notes payable | ||
Principal balance | 500,000 | 500,000 |
Discount, net of accumulated amortization | (1,030) | (1,090) |
Capitalized loan fees, net of accumulated amortization | $ (3,152) | $ (3,334) |
Weighted average interest rate (as a percent) | 4.20% | 4.20% |
Senior Notes | 4.12% Series A Senior Notes Due 2021 | ||
Unsecured notes payable | ||
Principal balance | $ 100,000 | $ 100,000 |
Stated interest rate (as a percent) | 4.12% | 4.12% |
Senior Notes | 4.58% Series B Senior Notes Due 2024 | ||
Unsecured notes payable | ||
Principal balance | $ 150,000 | $ 150,000 |
Stated interest rate (as a percent) | 4.58% | 4.58% |
Senior Notes | 4.00% Senior Notes Due 2025 | ||
Unsecured notes payable | ||
Principal balance | $ 250,000 | $ 250,000 |
Stated interest rate (as a percent) | 4.00% | 4.00% |
Unsecured Credit Facility (Deta
Unsecured Credit Facility (Details) $ in Thousands | Jun. 30, 2016USD ($) | Jan. 06, 2016USD ($)extension_options | Dec. 31, 2015USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2014rating_agency | Feb. 24, 2016USD ($) |
Unsecured credit facility | ||||||
Amount borrowed | $ 305,000 | $ 100,000 | $ 305,000 | |||
Unsecured credit facility | ||||||
Unsecured credit facility | ||||||
Aggregate borrowing capacity | 1,000,000 | |||||
Amount borrowed | $ 752,005 | 547,526 | 752,005 | |||
Unsecured credit facility | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Aggregate borrowing capacity | $ 1,200,000 | |||||
Additional borrowing capacity | 400,000 | |||||
Maximum borrowing capacity | 1,600,000 | |||||
Unsecured revolving line of credit | ||||||
Unsecured credit facility | ||||||
Aggregate borrowing capacity | 550,000 | |||||
Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Aggregate borrowing capacity | $ 750,000 | |||||
Number of extension options | extension_options | 2 | |||||
Revolving line of credit, period of extension of maturity (in years) | 6 months | |||||
Revolving line of credit, extension fee as a percentage of commitment amount | 0.075% | |||||
$250,000 term loan | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.30% | |||||
$250,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Principal amount | $ 250,000 | |||||
$200,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Principal amount | $ 200,000 | |||||
Number of extension options | extension_options | 2 | |||||
Term loan, period of extension of maturity (in years) | 1 year | |||||
Term loan, extension fee as a percentage of amount outstanding | 0.15% | |||||
Unsecured term loans | ||||||
Unsecured credit facility | ||||||
Principal amount | $ 450,000 | |||||
Variable interest rate spread (as a percent) | 1.45% | |||||
Amount borrowed | $ 450,000 | $ 450,000 | 450,000 | |||
Capitalized loan fees, net of accumulated amortization | (2,995) | (2,474) | (2,995) | |||
Term loans, net | 447,005 | 447,526 | 447,005 | |||
Fixed rate debt | $250,000 term loan | ||||||
Unsecured credit facility | ||||||
Amount borrowed | $ 250,000 | $ 250,000 | ||||
Interest rate (as percent) | 1.97% | 1.97% | ||||
Fixed rate debt | Unsecured term loans | ||||||
Unsecured credit facility | ||||||
Amount borrowed | $ 300,000 | |||||
Interest rate (as percent) | 1.99% | |||||
Variable rate debt | Unsecured revolving line of credit | ||||||
Unsecured credit facility | ||||||
Amount borrowed | $ 305,000 | $ 100,000 | $ 305,000 | |||
Interest rate (as percent) | 1.81% | 1.93% | 1.81% | |||
Variable rate debt | $200,000 term loan | ||||||
Unsecured credit facility | ||||||
Amount borrowed | $ 200,000 | $ 200,000 | ||||
Interest rate (as percent) | 1.91% | 1.91% | ||||
Variable rate debt | Unsecured term loans | ||||||
Unsecured credit facility | ||||||
Amount borrowed | $ 150,000 | |||||
Interest rate (as percent) | 1.88% | |||||
Investment grade rated | ||||||
Unsecured credit facility | ||||||
Number of rating agencies | rating_agency | 2 | |||||
Minimum | Unsecured credit facility | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.45% | |||||
Minimum | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Quarterly unused fees (as a percent) | 0.15% | |||||
Minimum | $250,000 term loan | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.30% | |||||
Minimum | Unsecured term loans | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.45% | |||||
Minimum | Investment grade rated | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Facility fee (as a percent) | 0.125% | |||||
Maximum | Unsecured credit facility | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.05% | |||||
Maximum | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Quarterly unused fees (as a percent) | 0.25% | |||||
Maximum | $250,000 term loan | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.20% | |||||
Maximum | Unsecured term loans | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.00% | |||||
Maximum | Investment grade rated | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Facility fee (as a percent) | 0.30% | |||||
Weighted average | Unsecured credit facility | ||||||
Unsecured credit facility | ||||||
Interest rate (as percent) | 1.89% | 1.95% | 1.89% | |||
LIBOR | Unsecured credit facility | ||||||
Unsecured credit facility | ||||||
Reference rate for variable interest rate | LIBOR | LIBOR | ||||
LIBOR | Minimum | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.35% | |||||
LIBOR | Minimum | $250,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.30% | |||||
LIBOR | Minimum | $200,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.45% | |||||
LIBOR | Minimum | Investment grade rated | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 0.85% | |||||
LIBOR | Minimum | Investment grade rated | $250,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 0.90% | |||||
LIBOR | Minimum | Investment grade rated | $200,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.05% | |||||
LIBOR | Maximum | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.25% | |||||
LIBOR | Maximum | $250,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.20% | |||||
LIBOR | Maximum | $200,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.20% | |||||
LIBOR | Maximum | Investment grade rated | Unsecured revolving line of credit | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.55% | |||||
LIBOR | Maximum | Investment grade rated | $250,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 1.75% | |||||
LIBOR | Maximum | Investment grade rated | $200,000 term loan | KeyBank and Wells Fargo Syndicate | ||||||
Unsecured credit facility | ||||||
Variable interest rate spread (as a percent) | 2.05% | |||||
$100,000 and $150,000 interest rate swaps maturing in 2017 | ||||||
Unsecured credit facility | ||||||
Notional amount | $ 250,000 | $ 250,000 | ||||
$100,000 and $150,000 interest rate swaps maturing in 2017 | Weighted average | ||||||
Unsecured credit facility | ||||||
Fixed interest rate (as a percent) | 0.6677% | 0.6677% | ||||
$100,000 and $150,000 interest rate swaps maturing in 2017 | LIBOR | ||||||
Unsecured credit facility | ||||||
Reference rate for variable interest rate | one-month floating rate LIBOR | one-month floating rate LIBOR | ||||
$300,000 interest rate swap maturing in 2016 | ||||||
Unsecured credit facility | ||||||
Notional amount | $ 300,000 | $ 300,000 | ||||
Fixed interest rate (as a percent) | 0.53875% |
Derivatives _ Schedule of Deriv
Derivatives – Schedule of Derivative Instruments (Details) $ in Thousands | Jun. 30, 2016USD ($)instrument | Jun. 30, 2016USD ($)instrument | May 16, 2016USD ($) | Mar. 01, 2016USD ($) | Feb. 24, 2016USD ($) | Dec. 31, 2015USD ($)instrument |
$100,000 and $150,000 interest rate swaps maturing in 2017 | ||||||
Derivatives | ||||||
Number of instruments | instrument | 2 | 2 | ||||
Notional | $ 250,000 | $ 250,000 | ||||
$100,000 interest rate swap maturing in 2017 | ||||||
Derivatives | ||||||
Notional | $ 100,000 | |||||
Fixed interest rate (as a percent) | 0.6591% | |||||
$150,000 interest rate swap maturing in 2017 | ||||||
Derivatives | ||||||
Notional | $ 150,000 | |||||
Fixed interest rate (as a percent) | 0.6735% | |||||
$300,000 interest rate swap maturing in 2016 | ||||||
Derivatives | ||||||
Notional | $ 300,000 | $ 300,000 | ||||
Fixed interest rate (as a percent) | 0.53875% | |||||
Cash flow hedges | Interest rate swaps | ||||||
Derivatives | ||||||
Number of instruments | instrument | 3 | 3 | 2 | |||
Amount of gain (loss) on cash flow hedges expected to be reclassified to interest expense over the next 12 months | $ 468 | |||||
Notional | $ 257,803 | $ 257,803 | $ 307,910 | |||
LIBOR | $100,000 and $150,000 interest rate swaps maturing in 2017 | ||||||
Derivatives | ||||||
Reference rate for variable interest rate | one-month floating rate LIBOR | one-month floating rate LIBOR | ||||
Mortgages payable | ||||||
Derivatives | ||||||
Notional | $ 7,803 | $ 7,803 | $ 7,910 |
Derivatives _ Interest Rate Swa
Derivatives – Interest Rate Swaps Designated as Cash Flow Hedges (Details) - Interest rate swaps - Cash flow hedges $ in Thousands | Jun. 30, 2016USD ($)instrument | Dec. 31, 2015USD ($)instrument |
Derivatives | ||
Number of instruments | instrument | 3 | 2 |
Notional | $ | $ 257,803 | $ 307,910 |
Derivatives _ Estimated Fair Va
Derivatives – Estimated Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Interest rate swaps | Cash flow hedges | ||
Fair value of derivatives | ||
Fair value of derivatives | $ 565 | $ 85 |
Derivatives _ Effect on Stateme
Derivatives – Effect on Statements of Operations (Details) - Interest rate swaps - Cash flow hedges - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Loss (gain) on derivative instruments | ||||
Amount of loss recognized in other comprehensive income on derivative (effective portion) | $ 634 | $ 196 | $ 687 | $ 582 |
Amount of loss reclassified from AOCI into income (effective portion) | 124 | 293 | 210 | 584 |
Amount of loss (gain) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing) | $ 3 | $ 4 | $ 3 | $ (21) |
Equity (Details)
Equity (Details) - USD ($) $ in Thousands | 1 Months Ended | 33 Months Ended | |
Dec. 31, 2015 | Nov. 30, 2015 | Jun. 30, 2016 | |
2015 ATM Equity Program | |||
Equity | |||
Maximum aggregate offering price | $ 250,000 | ||
Aggregate offering price of remaining common shares available for sale | $ 250,000 | ||
2013 ATM Equity Program | |||
Equity | |||
Maximum aggregate offering price | $ 200,000 | ||
2015 Share Repurchase Program | |||
Equity | |||
Maximum authorized amount for stock repurchases | $ 250,000 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Numerator: | |||||||
Income (loss) from continuing operations | $ 18,989 | $ (2,957) | $ 44,676 | $ 5,547 | |||
Gain on sales of investment properties | 9,613 | 33,641 | 31,352 | 38,213 | |||
Preferred stock dividends | (2,363) | (2,363) | (4,725) | (4,725) | |||
Net income attributable to common shareholders | 26,239 | 28,321 | 71,303 | 39,035 | |||
Distributions paid on unvested restricted shares | (110) | (144) | (240) | (210) | |||
Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares | $ 26,129 | $ 28,177 | $ 71,063 | $ 38,825 | |||
Denominator for earnings per common share – basic: | |||||||
Weighted average number of common shares outstanding | 236,716 | 236,354 | 236,647 | 236,302 | |||
Effect of dilutive securities: | |||||||
Stock options | 2 | 2 | 2 | 3 | |||
RSUs | 184 | 0 | 132 | 0 | |||
Denominator for earnings per common share – diluted: | |||||||
Weighted average number of common and common equivalent shares outstanding | 236,902 | 236,356 | 236,781 | 236,305 | |||
Earnings per share, other disclosures | |||||||
Unvested restricted common stock | 607 | 788 | 607 | 788 | 607 | 788 | |
Weighted average number of shares of restricted common stock | 649 | 851 | 687 | 731 | |||
Stock options | |||||||
Antidilutive securities excluded from computation of earnings per share | |||||||
Number of outstanding options to purchase shares of common stock | 53 | 64 | 53 | 64 | 53 | 64 | |
Weighted average exercise price of outstanding options (in dollars per share) | $ 19.39 | $ 19.28 | $ 19.39 | $ 19.28 | $ 19.39 | $ 19.28 | |
Number of outstanding options to purchase shares of common stock that would be anti-dilutive | 45 | 54 | |||||
Weighted average exercise price of outstanding options excluded from diluted EPS calculation (in dollars per share) | $ 20.74 | $ 20.69 | |||||
RSUs | |||||||
Earnings per share, other disclosures | |||||||
Unvested restricted common stock | 391 | 391 | 391 | 174 | |||
Antidilutive securities excluded from computation of earnings per share | |||||||
Number of RSUs eligible for future conversion | 391 | 157 | 391 | 157 | 391 | 157 | |
Weighted average number of RSUs | 411 | 57 | 344 | 29 |
Provision for Impairment of I55
Provision for Impairment of Investment Properties (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016USD ($)ft²property | Jun. 30, 2015USD ($)ft²property | Jun. 30, 2016USD ($)ft²property | Jun. 30, 2015USD ($)ft²property | |
Provision for impairment of investment properties | ||||
Number of properties for which indicators of impairment were identified | property | 6 | 6 | 6 | 6 |
Number of properties for which an impairment charge was recorded | property | 1 | 1 | 1 | 1 |
Number of properties held for sale with impairment indicators but not impaired | property | 2 | 1 | 2 | 1 |
Remaining properties for which indicators of impairment were identified but no impairment was considered necessary | property | 3 | 4 | 3 | 4 |
Weighted average percentage by which projected undiscounted cash flows exceeded carrying value for each of the remaining properties | 70.00% | 53.00% | 70.00% | 53.00% |
Number of properties with impairment indicators which were subsequently sold | property | 5 | 5 | ||
Provision for impairment of investment properties | $ 4,142 | $ 3,944 | $ 6,306 | $ 3,944 |
Estimated fair value of impaired properties as of impairment date | 30,500 | $ 17,970 | ||
South Billings Center | ||||
Provision for impairment of investment properties | ||||
Provision for impairment of investment properties | $ 2,164 | |||
Mid-Hudson Center | ||||
Provision for impairment of investment properties | ||||
Square footage | ft² | 235,600 | 235,600 | ||
Provision for impairment of investment properties | $ 4,142 | |||
Massillon Commons | ||||
Provision for impairment of investment properties | ||||
Square footage | ft² | 245,900 | 245,900 | ||
Provision for impairment of investment properties | $ 2,289 | |||
Traveler's Office Building | ||||
Provision for impairment of investment properties | ||||
Square footage | ft² | 50,800 | 50,800 | ||
Provision for impairment of investment properties | $ 1,655 |
Fair Value Measurements _ Fair
Fair Value Measurements – Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Financial liabilities: | ||
Mortgages payable, net | $ 1,032,287 | $ 1,123,136 |
Unsecured notes payable, net | 495,818 | 495,576 |
Unsecured term loans, net | 447,005 | 447,526 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Carrying value | ||
Financial liabilities: | ||
Mortgages payable, net | 1,032,287 | 1,123,136 |
Unsecured notes payable, net | 495,818 | 495,576 |
Unsecured term loans, net | 447,005 | 447,526 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Derivative liability | 565 | 85 |
Fair value | ||
Financial liabilities: | ||
Mortgages payable, net | 1,136,839 | 1,213,620 |
Unsecured notes payable, net | 512,134 | 486,701 |
Unsecured term loans, net | 450,000 | 450,000 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Derivative liability | $ 565 | $ 85 |
Fair Value Measurements _ Recur
Fair Value Measurements – Recurring Fair Value Measurements (Details) - Recurring Fair Value Measurements - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair value measurements | ||
Derivative liability | $ 565 | $ 85 |
Fair value, Level 2 | ||
Fair value measurements | ||
Derivative liability | $ 565 | $ 85 |
Fair Value Measurements _ Nonre
Fair Value Measurements – Nonrecurring Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Fair value measurements | ||||
Provision for impairment | $ 4,142 | $ 3,944 | $ 6,306 | $ 3,944 |
Nonrecurring Fair Value Measurements | ||||
Fair value measurements | ||||
Fair value of investment properties | 3,000 | 3,000 | ||
Provision for impairment | 2,164 | |||
Fair value of investment properties held for sale | 27,500 | 27,500 | ||
Nonrecurring Fair Value Measurements | Fair value, Level 2 | ||||
Fair value measurements | ||||
Fair value of investment properties | 3,000 | 3,000 | ||
Fair value of investment properties held for sale | $ 27,500 | 27,500 | ||
Investment properties held for sale | Nonrecurring Fair Value Measurements | ||||
Fair value measurements | ||||
Provision for impairment | 4,142 | |||
Mid-Hudson Center | ||||
Fair value measurements | ||||
Estimated transaction costs | $ 1,699 |
Fair Value Measurements _ Fai59
Fair Value Measurements – Fair Value Disclosures (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair value measurements | ||
Mortgages payable, net | $ 1,032,287 | $ 1,123,136 |
Unsecured notes payable, net | 495,818 | 495,576 |
Unsecured term loans, net | 447,005 | 447,526 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Fair value, Level 1 | ||
Fair value measurements | ||
Unsecured notes payable, net | 249,738 | 239,482 |
Fair value, Level 3 | ||
Fair value measurements | ||
Mortgages payable, net | 1,136,839 | 1,213,620 |
Unsecured notes payable, net | 262,396 | 247,219 |
Unsecured term loans, net | 450,000 | 450,000 |
Unsecured revolving line of credit | 305,000 | 100,000 |
Fair value, Total | ||
Fair value measurements | ||
Mortgages payable, net | 1,136,839 | 1,213,620 |
Unsecured notes payable, net | 512,134 | 486,701 |
Unsecured term loans, net | 450,000 | 450,000 |
Unsecured revolving line of credit | $ 305,000 | $ 100,000 |
Mortgages payable | Minimum | ||
Fair value measurements | ||
Discount rate (as a percent) | 2.20% | 2.20% |
Mortgages payable | Maximum | ||
Fair value measurements | ||
Discount rate (as a percent) | 3.80% | 6.00% |
Unsecured notes payable | ||
Fair value measurements | ||
Unsecured notes payable, net | $ 500,000 | $ 500,000 |
Unsecured term loans | Weighted average | ||
Fair value measurements | ||
Discount rate (as a percent) | 1.37% | 1.30% |
Unsecured revolving line of credit | ||
Fair value measurements | ||
Discount rate (as a percent) | 1.35% | 1.35% |
4.00% Senior Notes Due 2025 | Unsecured notes payable | ||
Fair value measurements | ||
Unsecured notes payable, net | $ 250,000 | $ 250,000 |
Stated interest rate (as a percent) | 4.00% | 4.00% |
Series A and B Senior Notes | Unsecured notes payable | Weighted average | ||
Fair value measurements | ||
Discount rate (as a percent) | 3.60% | 4.64% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Guarantees $ in Thousands | Jun. 30, 2016USD ($)propertyloan |
Commitments and contingencies | |
Amount of letters of credit outstanding | $ 143 |
Number of properties for which the Company has letters of credit outstanding | property | 1 |
Mortgages payable | |
Commitments and contingencies | |
Amount of mortgage loans guaranteed | $ 1,951 |
Number of mortgage loans guaranteed | loan | 1 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | Jul. 28, 2016$ / shares | Jun. 30, 2016 | Dec. 31, 2015 | Aug. 03, 2016USD ($)ft² | Jun. 30, 2016USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares |
Subsequent events | ||||||
Gain on sales of investment properties | $ 31,352 | $ 38,213 | ||||
Preferred stock dividends declared (per share) | $ / shares | $ 0.875 | $ 0.875 | ||||
Common stock dividends declared (per share) | $ / shares | $ 0.33125 | $ 0.33125 | ||||
7.00% Series A cumulative redeemable preferred stock | ||||||
Subsequent events | ||||||
Preferred stock, dividend rate | 7.00% | 7.00% | ||||
Subsequent events | ||||||
Subsequent events | ||||||
Sales price | $ 54,813 | |||||
Subsequent events | Broadway Shopping Center | ||||||
Subsequent events | ||||||
Square footage | ft² | 190,300 | |||||
Sales price | $ 20,500 | |||||
Gain on sales of investment properties | $ 7,958 | |||||
Subsequent events | Mid-Hudson Center | ||||||
Subsequent events | ||||||
Square footage | ft² | 235,600 | |||||
Sales price | $ 27,500 | |||||
Subsequent events | Rite Aid Store (Eckerd), Main St. - Buffalo | ||||||
Subsequent events | ||||||
Square footage | ft² | 10,900 | |||||
Sales price | $ 3,388 | |||||
Gain on sales of investment properties | $ 344 | |||||
Subsequent events | Rite Aid Store (Eckerd) - Lancaster | ||||||
Subsequent events | ||||||
Square footage | ft² | 10,900 | |||||
Sales price | $ 3,425 | |||||
Gain on sales of investment properties | $ 625 | |||||
Subsequent events | 7.00% Series A cumulative redeemable preferred stock | ||||||
Subsequent events | ||||||
Preferred stock, dividend rate | 7.00% | |||||
Preferred stock dividends declared (per share) | $ / shares | $ 0.4375 | |||||
Subsequent events | Class A common stock | ||||||
Subsequent events | ||||||
Common stock dividends declared (per share) | $ / shares | $ 0.165625 |