Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 28, 2017 | |
Entity Information [Line Items] | ||
Entity Registrant Name | RETAIL PROPERTIES OF AMERICA, INC. | |
Entity Central Index Key | 1,222,840 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 236,888,222 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Investment properties: | ||
Land | $ 1,193,803 | $ 1,191,403 |
Building and other improvements | 4,268,740 | 4,284,664 |
Developments in progress | 25,515 | 23,439 |
Gross investment properties | 5,488,058 | 5,499,506 |
Less accumulated depreciation | (1,440,089) | (1,443,333) |
Net investment properties (includes $86,798 and $0 from consolidated variable interest entities, respectively) | 4,047,969 | 4,056,173 |
Cash and cash equivalents | 40,274 | 53,119 |
Accounts and notes receivable (net of allowances of $7,903 and $6,886, respectively) | 71,705 | 78,941 |
Acquired lease intangible assets, net | 140,980 | 142,015 |
Assets associated with investment properties held for sale | 38,200 | 30,827 |
Other assets, net | 127,489 | 91,898 |
Total assets | 4,466,617 | 4,452,973 |
Liabilities: | ||
Mortgages payable, net | 373,221 | 769,184 |
Unsecured notes payable, net | 695,287 | 695,143 |
Unsecured term loans, net | 646,194 | 447,598 |
Unsecured revolving line of credit | 363,000 | 86,000 |
Accounts payable and accrued expenses | 58,331 | 83,085 |
Distributions payable | 39,235 | 39,222 |
Acquired lease intangible liabilities, net | 108,529 | 105,290 |
Liabilities associated with investment properties held for sale | 1,060 | 864 |
Other liabilities | 79,279 | 74,501 |
Total liabilities | 2,364,136 | 2,300,887 |
Commitments and contingencies (Note 14) | ||
Equity: | ||
Additional paid-in capital | 4,927,615 | 4,927,155 |
Accumulated distributions in excess of earnings | (2,826,730) | (2,776,033) |
Accumulated other comprehensive income | 1,354 | 722 |
Total equity | 2,102,481 | 2,152,086 |
Total liabilities and equity | 4,466,617 | 4,452,973 |
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 | Mar. 31, 2017 | Dec. 31, 2016 |
Consolidated variable interest entities (in dollars) | $ 86,798 | $ 0 |
Accounts and notes receivable, allowances (in dollars) | $ 7,903 | $ 6,886 |
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 | 236,888 | 236,770 |
Common stock, shares outstanding | 236,888 | 236,770 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Other Comprehensive (Loss) Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenues | ||
Rental income | $ 109,974 | $ 115,260 |
Tenant recovery income | 30,786 | 30,356 |
Other property income | 2,933 | 3,023 |
Total revenues | 143,693 | 148,639 |
Expenses | ||
Operating expenses | 21,864 | 23,061 |
Real estate taxes | 21,879 | 19,939 |
Depreciation and amortization | 53,474 | 53,396 |
Provision for impairment of investment properties | 0 | 2,164 |
General and administrative expenses | 11,213 | 11,406 |
Total expenses | 108,430 | 109,966 |
Operating income | 35,263 | 38,673 |
Gain on extinguishment of debt | 0 | 13,653 |
Interest expense | (85,532) | (26,764) |
Other income, net | 5 | 125 |
(Loss) income from continuing operations | (50,264) | 25,687 |
Gain on sales of investment properties | 41,164 | 21,739 |
Net (loss) income | (9,100) | 47,426 |
Preferred stock dividends | (2,362) | (2,362) |
Net (loss) income attributable to common shareholders | $ (11,462) | $ 45,064 |
(Loss) earnings per common share – basic and diluted | ||
Net (loss) income per common share attributable to common shareholders | $ (0.05) | $ 0.19 |
Net (loss) income | $ (9,100) | $ 47,426 |
Other comprehensive income: | ||
Net unrealized gain on derivative instruments (Note 9) | 632 | 33 |
Comprehensive (loss) income attributable to the Company | $ (8,468) | $ 47,459 |
Weighted average number of common shares outstanding – basic | 236,294 | 236,578 |
Weighted average number of common shares outstanding – diluted | 236,294 | 236,680 |
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 |
Increase (decrease) in shareholders' equity | |||||||
Cumulative effect of accounting change | $ 17 | $ (17) | |||||
Balance at Dec. 31, 2015 | $ 5 | $ 237 | 4,931,395 | (2,776,215) | $ (85) | $ 2,155,337 | |
Balance (in shares) at Dec. 31, 2015 | 5,400 | 237,267 | |||||
Increase (decrease) in shareholders' equity | |||||||
Net income (loss) | $ 47,426 | 47,426 | 47,426 | ||||
Other comprehensive income | 33 | 33 | |||||
Distributions declared to preferred shareholders | (2,362) | (2,362) | |||||
Distributions declared to common shareholders | (39,311) | (39,311) | |||||
Issuance of common stock, net of offering costs | 5 | 5 | |||||
Issuance of restricted shares (in shares) | 207 | ||||||
Stock-based compensation expense, net of forfeitures | 2,026 | 2,026 | |||||
Stock-based compensation expense, net of forfeitures (in shares) | (6) | ||||||
Shares withheld for employee taxes | (1,736) | (1,736) | |||||
Shares withheld for employee taxes (in shares) | (121) | ||||||
Balance at Mar. 31, 2016 | $ 5 | $ 237 | 4,931,707 | (2,770,479) | (52) | 2,161,418 | |
Balance (in shares) at Mar. 31, 2016 | 5,400 | 237,347 | |||||
Balance at Dec. 31, 2016 | 2,152,086 | $ 5 | $ 237 | 4,927,155 | (2,776,033) | 722 | 2,152,086 |
Balance (in shares) at Dec. 31, 2016 | 5,400 | 236,770 | |||||
Increase (decrease) in shareholders' equity | |||||||
Net income (loss) | (9,100) | (9,100) | (9,100) | ||||
Other comprehensive income | 632 | 632 | |||||
Distributions declared to preferred shareholders | (2,362) | (2,362) | |||||
Distributions declared to common shareholders | (39,235) | (39,235) | |||||
Issuance of restricted shares (in shares) | 206 | ||||||
Stock-based compensation expense, net of forfeitures | 1,793 | 1,793 | |||||
Shares withheld for employee taxes | (1,333) | (1,333) | |||||
Shares withheld for employee taxes (in shares) | (88) | ||||||
Balance at Mar. 31, 2017 | $ 2,102,481 | $ 5 | $ 237 | $ 4,927,615 | $ (2,826,730) | $ 1,354 | $ 2,102,481 |
Balance (in shares) at Mar. 31, 2017 | 5,400 | 236,888 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Equity (parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Distributions declared to preferred shareholders (in dollars per share) | $ 0.4375 | $ 0.4375 |
Distributions declared to common shareholders (in dollars per share) | $ 0.165625 | $ 0.165625 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (9,100) | $ 47,426 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 53,474 | 53,396 |
Provision for impairment of investment properties | 0 | 2,164 |
Gain on sales of investment properties | (41,164) | (21,739) |
Gain on extinguishment of debt | 0 | (13,653) |
Amortization of loan fees and debt premium and discount, net | 4,965 | 1,997 |
Amortization of stock-based compensation | 1,793 | 2,026 |
Premium paid in connection with defeasance of mortgages payable | 59,968 | 0 |
Payment of leasing fees and inducements | (2,152) | (3,954) |
Changes in accounts receivable, net | 6,534 | 6,897 |
Changes in accounts payable and accrued expenses, net | (24,311) | (20,462) |
Changes in other operating assets and liabilities, net | 8,242 | (1,568) |
Other, net | 651 | 723 |
Net cash provided by operating activities | 58,900 | 53,253 |
Cash flows from investing activities: | ||
Changes in restricted escrows, net | 18,427 | (2,616) |
Purchase of investment properties | (93,752) | (138,035) |
Capital expenditures and tenant improvements | (12,432) | (7,622) |
Proceeds from sales of investment properties | 43,540 | 16,427 |
Investment in developments in progress | (1,610) | 0 |
Other, net | 0 | 98 |
Net cash used in investing activities | (45,827) | (131,748) |
Cash flows from financing activities: | ||
Principal payments on mortgages payable | (20,588) | (2,836) |
Proceeds from unsecured term loans | 200,000 | 0 |
Proceeds from unsecured revolving line of credit | 389,000 | 240,000 |
Repayments of unsecured revolving line of credit | (112,000) | (60,000) |
Payment of loan fees and deposits | (10) | (6,020) |
Purchase of U.S. Treasury securities in connection with defeasance of mortgages payable | (439,403) | 0 |
Distributions paid | (41,584) | (41,659) |
Other, net | (1,333) | (1,826) |
Net cash (used in) provided by financing activities | (25,918) | 127,659 |
Net (decrease) increase in cash and cash equivalents | (12,845) | 49,164 |
Cash and cash equivalents, at beginning of period | 53,119 | 51,424 |
Cash and cash equivalents, at end of period | 40,274 | 100,588 |
Supplemental cash flow disclosure, including non-cash activities: | ||
Cash paid for interest, net of interest capitalized | 19,868 | 21,538 |
Distributions payable | 39,235 | 39,311 |
Accrued capital expenditures and tenant improvements | 7,649 | 9,084 |
Accrued leasing fees and inducements | 975 | 654 |
Accrued redevelopment costs | 5,282 | 0 |
U.S. Treasury securities transferred in connection with defeasance of mortgages payable | 439,403 | 0 |
Defeasance of mortgages payable | 379,435 | 0 |
Purchase of investment properties (after credits at closing): | ||
Net investment properties | (95,622) | (129,866) |
Accounts receivable, acquired lease intangibles and other assets | (7,550) | (11,812) |
Accounts payable, acquired lease intangibles and other liabilities | 6,896 | 3,643 |
Deferred gain | 2,524 | 0 |
Purchase of investment properties (after credits at closing) | (93,752) | (138,035) |
Proceeds from sales of investment properties: | ||
Net investment properties | 64,519 | 104,706 |
Accounts receivable, acquired lease intangibles and other assets | 2,327 | 8,970 |
Accounts payable, acquired lease intangibles and other liabilities | (516) | (3,315) |
Deferred gain | (1,486) | 0 |
Mortgage debt forgiven or assumed | 0 | (94,353) |
Gain on extinguishment of debt | 0 | 13,653 |
Gain on sales of investment properties | 41,164 | 21,739 |
Proceeds temporarily restricted related to potential Internal Revenue Code Section 1031 tax-deferred exchanges | (62,468) | (34,973) |
Proceeds from sales of investment properties | $ 43,540 | $ 16,427 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
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 and its primary purpose is 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, limited partnerships and statutory trusts. The Company’s property ownership as of March 31, 2017 is summarized below: Wholly-owned Consolidated VIEs Total Retail operating properties (a) 148 1 149 Office properties 1 — 1 Total operating properties 149 1 150 Redevelopment properties 2 — 2 (a) Excludes four wholly-owned operating properties classified as held for sale as of March 31, 2017 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Refer to the Company’s 2016 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 three months ended March 31, 2017 . Recently Issued Accounting Pronouncements In March 2017, the Securities and Exchange Commission issued a final rule, Exhibit Hyperlinks and HTML Format , which is effective September 1, 2017. The final rule will require registrants that file registration statements and reports subject to the exhibit requirements under Item 601 of Regulation S-K, or that file Forms F-10 or 20-F, to include a hyperlink to each exhibit listed in the exhibit index of these filings. To enable the inclusion of such hyperlinks, registrants will be required to submit all such filings in HyperText Markup Language (HTML) format. The Company expects to add hyperlinks to its exhibit index starting with the Form 10-Q for the quarter ended September 30, 2017. In May 2014 with subsequent updates issued in August 2015 and March, April, May and December 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers . This new guidance is effective January 1, 2018, with early adoption permitted, and will replace existing revenue recognition standards. The core principle of this standard is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The sale of investment property and any non-lease components contained within lease agreements will be required to follow the new guidance; however, lease components of lease contracts will be subject to the Leases guidance described below. 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. While the Company anticipates additional disclosure, it does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements as it believes the majority of its revenue falls outside of the scope of this guidance; however, it will continue to evaluate this assessment until the guidance becomes effective. The Company is also evaluating whether it will adopt this guidance on a retrospective basis or a modified retrospective basis. In February 2017, the FASB issued ASU 2017-05, Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets . This new guidance is required to be adopted concurrently with the amendments in ASU 2014-09, Revenue from Contracts with Customers . The new pronouncement adds guidance for partial sales of nonfinancial assets and clarifies the scope of Subtopic 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets , which provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. The pronouncement requires either a retrospective or a modified retrospective method of adoption. 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 guidance 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 August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows . This new guidance is effective January 1, 2018, with early adoption permitted, and adds or clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. Of the eight types of cash flows discussed in the new standard, the classification of debt prepayment costs as a financing outflow will impact the Company’s condensed consolidated statements of cash flows as this item is currently reflected as an operating outflow. The pronouncement requires a retrospective transition method of adoption. The Company will continue to evaluate the impact of this guidance until it becomes effective. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows . This new guidance is effective January 1, 2018, with early adoption permitted, and requires amounts that are generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The pronouncement requires a retrospective transition method of adoption. Upon adoption, the Company will include amounts generally described as restricted cash within the beginning-of-period, change and end-of-period total amounts on the statement of cash flows rather than within an activity on the statement of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases . This new guidance 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 (ROU) 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. Upon adoption, the Company will recognize a lease liability and an ROU asset for operating leases where it is the lessee, such as ground leases and office and equipment leases. The Company is in the process of evaluating the inputs required to calculate the amounts that will be recorded on its balance sheet for each lease. For leases with a term of 12 months or less, the Company expects 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; however, non-lease components of leases, including common area maintenance reimbursements, will be accounted for under the Revenue from Contracts with Customers guidance described above. The pronouncement requires a modified retrospective method of adoption, with some optional practical expedients. The Company has not selected an adoption date and 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 guidance 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. Generally, the pronouncement requires a modified retrospective method of adoption. The Company will continue to evaluate the impact of this guidance until it becomes effective. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS The Company closed on the following acquisitions during the three months ended March 31, 2017: Date Property Name Metropolitan Property Type Square Footage Acquisition Price January 13, 2017 Main Street Promenade (b) Chicago Multi-tenant retail 181,600 $ 88,000 January 25, 2017 Boulevard at the Capital Centre – Fee Interest (c) Washington, D.C. Fee interest (b) — 2,000 February 24, 2017 One Loudoun Downtown – Phase II (d) Washington, D.C. Additional phase of multi-tenant retail (d) 15,900 4,128 197,500 $ 94,128 (a) (a) Acquisition price does not include capitalized closing costs and adjustments totaling $2,394 . (b) This property was acquired through a consolidated VIE and may be used to facilitate a potential Internal Revenue Code Section 1031 tax-deferred exchange (1031 Exchange). (c) The wholly-owned multi-tenant retail operating property located in Largo, Maryland was previously subject to an approximately 70 acre long-term ground lease with a third party. The Company completed a transaction whereby it received the fee interest in approximately 50 acres of the underlying land in exchange for which (i) the Company paid $1,939 and (ii) the term of the ground lease with respect to the remaining approximately 20 acres was shortened to nine months . The Company derecognized building and improvements of $11,347 related to the remaining ground lease, recognized the fair value of land received of $15,200 and recorded a deferred gain of $2,524 . The deferred gain will be recognized upon the expiration of the remaining ground lease. The total number of properties in the Company’s portfolio was not affected by this transaction. (d) The Company acquired an additional phase at its One Loudoun Downtown multi-tenant retail operating property, which was accounted for as an asset acquisition. The total number of properties in the Company’s portfolio was not affected by this transaction. The Company closed on the following acquisitions during the three months ended March 31, 2016: Date Property Name MSA 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 65,954 372,200 $ 138,685 (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) This property was acquired through a consolidated VIE and was used to facilitate a 1031 Exchange. The following table summarizes the acquisition date values, before prorations, the Company recorded in conjunction with the acquisitions discussed above: Three Months Ended March 31, 2017 2016 Land $ 19,926 $ 43,174 Building and other improvements, net 75,696 86,692 Acquired lease intangible assets (a) 7,343 11,787 Acquired lease intangible liabilities (b) (5,367 ) (2,968 ) Other liabilities (1,076 ) — Net assets acquired $ 96,522 $ 138,685 (a) The weighted average amortization period for acquired lease intangible assets is six years and seven years for acquisitions completed during the three months ended March 31, 2017 and 2016 , respectively. (b) The weighted average amortization period for acquired lease intangible liabilities is 13 years and 12 years for acquisitions completed during the three months ended March 31, 2017 and 2016 , 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. All of the acquisitions completed during 2017 were considered asset acquisitions and, as such, transaction costs were capitalized upon closing. Transaction costs related to the 2016 acquisitions that were accounted for as business combinations totaled $339 for the three months ended March 31, 2016 and are included in “General and administrative expenses” in the accompanying condensed consolidated statements of operations and other comprehensive (loss) income. In addition, total revenues of $1,274 and net income attributable to common shareholders of $114 are included in the Company’s condensed consolidated statements of operations and other comprehensive (loss) income for the three months ended March 31, 2016 from the properties acquired during the first quarter of 2016 that were accounted for as business combinations. Subsequent to March 31, 2017 , the Company acquired Phase III of One Loudoun Downtown, a 9,800 square foot multi-tenant retail building at the Company’s existing wholly-owned multi-tenant retail operating property located in the Washington, D.C. MSA, for a gross purchase price of $2,193 . The acquisition was accounted for as an asset acquisition and the total number of properties in the Company’s portfolio was not affected by this transaction. The remaining phases of One Loudoun Downtown, representing an aggregate gross purchase price of up to $29,200 , are expected to close during the second and third quarters of 2017 as the seller completes construction on stand-alone buildings at the property. Condensed Pro Forma Financial Information Pro forma financial information is required to be disclosed for acquisitions accounted for as business combinations, if such financial information is available. Pro forma financial information is provided for acquisitions accounted for as business combinations completed during the period, or after such period through the financial statement issuance date, as if these acquisitions had been completed as of the beginning of the year prior to the acquisition date. Pro forma financial information is not required for asset acquisitions. The following unaudited condensed pro forma financial information is presented as if the acquisitions completed during the first quarter of 2016 and the acquisition of The Shoppes at Union Hill, a 91,700 square foot multi-tenant retail operating property located in the New York MSA, which was acquired on April 1, 2016 for $63,060 , were completed as of January 1, 2015. The acquisition of the fee interest in the Company’s Ashland & Roosevelt multi-tenant retail operating property located in the Chicago MSA, which was acquired on April 29, 2016 for $13,850 , has not been adjusted in the pro forma presentation as it was accounted for as an asset acquisition. Pro forma financial information is not presented for the acquisitions completed during 2017 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 period presented, nor are they necessarily indicative of future operating results. The unaudited condensed pro forma financial information is as follows: Three Months Ended March 31, 2016 Total revenues $ 151,026 Net income $ 46,515 Net income attributable to common shareholders $ 44,153 Earnings per common share – basic and diluted Net income per common share attributable to common shareholders $ 0.19 Weighted average number of common shares outstanding – basic 236,578 Variable Interest Entities During the three months ended March 31, 2017 , the Company entered into an agreement with a qualified intermediary related to a potential 1031 Exchange. The Company loaned $87,452 to the VIE to acquire Main Street Promenade on January 13, 2017. The 1031 Exchange must be completed within 180 days after the acquisition date of the property in accordance with the applicable provisions of the Code. At the completion or expiration of the 1031 Exchange, the sole membership interest of the VIE will be assigned to the Company in satisfaction of the outstanding loan, resulting in the entity being wholly owned by the Company. During the three months ended March 31, 2016 , the Company entered into an agreement with a qualified intermediary related to a 1031 Exchange. The Company loaned $65,419 to the VIE to acquire Oak Brook Promenade on March 29, 2016. The 1031 Exchange was completed during the year ended December 31, 2016 and as a result, the sole membership interest of the VIE was assigned to the Company and the outstanding loan extinguished, resulting in the entity being wholly owned by the Company and no longer considered a VIE. The Company was deemed to be the primary beneficiary of each VIE as it has the ability to direct the activities of each VIE that most significantly impact its 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 interest. The assets of the VIEs consist of the respective investment property, Main Street Promenade as of March 31, 2017 and Oak Brook Promenade as of March 31, 2016, which are operated by the Company. As of March 31, 2017 , the assets and liabilities of the VIE are as follows: March 31, 2017 Assets Land $ 4,318 Building and other improvements 83,275 Less accumulated depreciation (795 ) Net investment properties 86,798 Acquired lease intangible assets 6,479 Other assets 1,483 Total assets $ 94,760 Liabilities Loan due to the Company (a) $ 87,452 Other liabilities 7,309 Total liabilities $ 94,761 (a) Represents funds loaned by the Company to the VIE to acquire the property and has been eliminated in consolidation. |
Dispositions
Dispositions | 3 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions | DISPOSITIONS The Company closed on the following dispositions during the three months ended March 31, 2017: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain January 27, 2017 Rite Aid Store (Eckerd), Culver Rd. – Rochester, NY Single-user retail 10,900 $ 500 $ 332 $ — February 21, 2017 Shoppes at Park West (b) Multi-tenant retail 63,900 15,383 (11 ) 7,569 March 7, 2017 CVS Pharmacy–Sylacauga, AL (c) Single-user retail 10,100 3,700 16 1,651 March 8, 2017 Rite Aid Store (Eckerd) – Kill Devil Hills, NC (d) Single-user retail 13,800 4,297 20 1,857 March 15, 2017 Century III Plaza – Home Depot (e) Single-user parcel 131,900 17,519 313 4,487 March 16, 2017 Village Shoppes at Gainesville Multi-tenant retail 229,500 41,750 41,380 14,107 March 24, 2017 Northwood Crossing (f) Multi-tenant retail 160,000 22,850 4 10,007 620,100 $ 105,999 $ 42,054 $ 39,678 (a) Aggregate proceeds are net of transaction costs. (b) Disposition proceeds of $15,272 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (c) Disposition proceeds of $3,332 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (d) Disposition proceeds of $4,114 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (e) Disposition proceeds of $17,031 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. The Company disposed of the Home Depot parcel at Century III Plaza, an existing 284,100 square foot multi-tenant retail operating property. The remaining portion of Century III Plaza is classified as held for sale as of March 31, 2017. (f) Disposition proceeds of $22,719 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. During the three months ended March 31, 2017 , the Company also received proceeds and recognized a gain of $1,486 as a result of the receipt of the escrow related to the disposition of Maple Tree Place on August 12, 2016. The aggregate proceeds, net of closing costs, from the property dispositions and receipt of the escrow during the three months ended March 31, 2017 totaled $43,540 , with aggregate gains of $41,164 . The Company closed on the following dispositions during the three months ended March 31, 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 13,618 996,200 $ 127,913 $ 16,427 $ 21,739 (a) Aggregate proceeds are net of transaction costs. (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, LA, (ii) Academy Sports – Port Arthur, TX, (iii) Academy Sports – San Antonio, TX, (iv) CVS Pharmacy – Moore, OK, (v) CVS Pharmacy – Saginaw, TX and (vi) Rite Aid Store (Eckerd) – Olean, NY. As of March 31, 2016 , disposition proceeds of $34,973 were temporarily restricted related to 1031 Exchanges and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. None of the dispositions completed during the three months ended March 31, 2017 and 2016 qualified for discontinued operations treatment. The following properties qualified for held for sale accounting treatment prior to or during the quarter ended March 31, 2017 . Upon meeting all applicable GAAP criteria for held for sale accounting treatment, depreciation and amortization were ceased. In addition, the assets and liabilities associated with these properties are separately classified as held for sale in the condensed consolidated balance sheet as of March 31, 2017 . Property Name Property Location Property Type Square Footage Century III Plaza, excluding the Home Depot parcel West Mifflin, Pennsylvania Multi-tenant retail 152,200 University Town Center Tuscaloosa, Alabama Multi-tenant retail 57,500 Edgemont Town Center Homewood, Alabama Multi-tenant retail 77,700 Phenix Crossing Phenix City, Alabama Multi-tenant retail 56,600 344,000 Subsequent to March 31, 2017 , the Company sold University Town Center, Edgemont Town Center and Phenix Crossing for total consideration of $46,125 . Century III Plaza and CVS Pharmacy – Sylacauga were classified as held for sale as of December 31, 2016. The Home Depot parcel at Century III Plaza and CVS Pharmacy – Sylacauga were sold during the three months ended March 31, 2017 . The following table presents the assets and liabilities associated with the investment properties classified as held for sale: March 31, 2017 December 31, 2016 Assets Land, building and other improvements $ 57,158 $ 45,395 Less accumulated depreciation (20,608 ) (15,769 ) Net investment properties 36,550 29,626 Other assets 1,650 1,201 Assets associated with investment properties held for sale $ 38,200 $ 30,827 Liabilities Other liabilities $ 1,060 $ 864 Liabilities associated with investment properties held for sale $ 1,060 $ 864 In addition to the dispositions of University Town Center, Edgemont Town Center and Phenix Crossing, which were classified as held for sale as of March 31, 2017, the Company closed on the disposition of Brown’s Lane, a 74,700 square foot multi-tenant retail operating property, for consideration of $10,575 subsequent to March 31, 2017 . |
Equity Compensation Plans
Equity Compensation Plans | 3 Months Ended |
Mar. 31, 2017 | |
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 three months ended March 31, 2017 : Unvested Restricted Shares Weighted Average Grant Date Fair Value per Restricted Share Balance as of January 1, 2017 542 $ 15.28 Shares granted (a) 206 $ 15.46 Shares vested (214 ) $ 15.24 Balance as of March 31, 2017 (b) 534 $ 15.37 (a) Shares granted vest over periods ranging from one year to three years in accordance with the terms of applicable award agreements. (b) As of March 31, 2017 , total unrecognized compensation expense related to unvested restricted shares was $4,707 , which is expected to be amortized over a weighted average term of 1.6 years . The following table summarizes the Company’s unvested performance restricted stock units (RSUs) as of and for the three months ended March 31, 2017 : Unvested RSUs Weighted Average Grant Date Fair Value per RSU RSUs eligible for future conversion as of January 1, 2017 391 $ 14.02 RSUs granted (a) 253 $ 15.52 RSUs eligible for future conversion as of March 31, 2017 (b) 644 $ 14.61 (a) Assumptions as of the grant date included a risk-free interest rate of 1.50% , the Company’s historical common stock performance relative to the peer companies within the National Association of Real Estate Investment Trusts (NAREIT) Shopping Center Index and the Company’s common stock dividend yield of 4.32% . In 2020, following the performance period which concludes on December 31, 2019, 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. (b) As of March 31, 2017 , total unrecognized compensation expense related to unvested RSUs was $6,758 , which is expected to be amortized over a weighted average term of 2.9 years . During the three months ended March 31, 2017 and 2016 , the Company recorded compensation expense of $1,793 and $2,026 , respectively, related to unvested restricted shares and RSUs. The total fair value of restricted shares vested during the three months ended March 31, 2017 was $3,250 . 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 March 31, 2017 , options to purchase 41 shares of common stock remained outstanding and exercisable. The Company did not grant any options in 2017 or 2016 and did not record any compensation expense related to stock options during the three months ended March 31, 2017 and 2016 . |
Mortgages Payable
Mortgages Payable | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Mortgages Payable | MORTGAGES PAYABLE The following table summarizes the Company’s mortgages payable: March 31, 2017 December 31, 2016 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) $ 373,372 5.21 % 5.1 $ 773,395 6.31 % 4.2 Premium, net of accumulated amortization 1,330 1,437 Discount, net of accumulated amortization (612 ) (622 ) Capitalized loan fees, net of accumulated amortization (869 ) (5,026 ) Mortgages payable, net $ 373,221 $ 769,184 (a) The fixed rate mortgages had interest rates ranging from 3.75% to 8.00% as of March 31, 2017 and December 31, 2016 . During the three months ended March 31, 2017 , the Company repaid or defeased mortgages payable in the total amount of $398,806 , of which $26,147 related to properties that were disposed of during the period, which had a weighted average fixed interest rate of 7.34% , and made scheduled principal payments of $1,217 related to amortizing loans. Included within the total repayments and defeasances for the three months ended March 31, 2017 is the defeasance of a portfolio of mortgages payable with a principal balance of $379,435 as of December 31, 2016 that was cross-collateralized by 45 properties and scheduled to mature in 2019 (known as the IW JV portfolio of mortgages payable). The Company incurred a defeasance premium and associated fees totaling $60,198 in connection with this transaction, which are included within “Interest expense” in the accompanying condensed consolidated statements of operations and other comprehensive (loss) income. As a result, the 45 properties that secured the mortgages payable as of December 31, 2016 are no longer encumbered by mortgages. Debt Maturities The following table shows the scheduled maturities and principal amortization of the Company’s indebtedness as of March 31, 2017 for the remainder of 2017 , 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 March 31, 2017 . 2017 2018 2019 2020 2021 Thereafter Total Debt: Fixed rate debt: Mortgages payable (a) $ 28,325 $ 5,065 $ 65,352 $ 3,923 $ 22,820 $ 247,887 $ 373,372 Fixed rate term loans (b) — — — — 250,000 200,000 450,000 Unsecured notes payable (c) — — — — 100,000 600,000 700,000 Total fixed rate debt 28,325 5,065 65,352 3,923 372,820 1,047,887 1,523,372 Variable rate debt: Variable rate term loan and revolving line of credit — 200,000 — 363,000 — — 563,000 Total debt (d) $ 28,325 $ 205,065 $ 65,352 $ 366,923 $ 372,820 $ 1,047,887 $ 2,086,372 Weighted average interest rate on debt: Fixed rate debt 4.22 % 5.49 % 7.45 % 4.62 % 2.73 % 4.09 % 3.91 % Variable rate debt (e) — 2.43 % — 2.33 % — — 2.37 % Total 4.22 % 2.50 % 7.45 % 2.36 % 2.73 % 4.09 % 3.49 % (a) Excludes mortgage premium of $1,330 and discount of $(612) , net of accumulated amortization, as of March 31, 2017 . (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 0.67% through December 31, 2017. In addition, $200,000 of 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 fixed rate of 1.26% through November 22, 2018. (c) Excludes discount of $(942) , net of accumulated amortization, as of March 31, 2017 . (d) The weighted average years to maturity of consolidated indebtedness was 5.3 years as of March 31, 2017 . Total debt excludes capitalized loan fees of $(8,446) , net of accumulated amortization, as of March 31, 2017 , which are included as a reduction to the respective debt balances. (e) Represents interest rates as of March 31, 2017 . 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 | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Unsecured Notes Payable | UNSECURED NOTES PAYABLE The following table summarizes the Company’s unsecured notes payable: March 31, 2017 December 31, 2016 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% due 2021 June 30, 2021 $ 100,000 4.12 % $ 100,000 4.12 % Senior notes – 4.58% 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 % Senior notes – 4.08% due 2026 September 30, 2026 100,000 4.08 % 100,000 4.08 % Senior notes – 4.24% due 2028 December 28, 2028 100,000 4.24 % 100,000 4.24 % 700,000 4.19 % 700,000 4.19 % Discount, net of accumulated amortization (942 ) (971 ) Capitalized loan fees, net of accumulated amortization (3,771 ) (3,886 ) Total $ 695,287 $ 695,143 Notes Due 2026 and 2028 The note purchase agreement governing the 4.08% senior unsecured notes due 2026 and the 4.24% senior unsecured notes due 2028 (Notes Due 2026 and 2028) contains customary covenants and events of default. Pursuant to the terms of the note purchase agreement, the Company is subject to various financial covenants, including the requirement to maintain the following: (i) maximum unencumbered, secured and consolidated leverage ratios; (ii) a minimum interest coverage ratio; (iii) an unencumbered interest coverage ratio (as set forth in the Company’s unsecured credit facility and the note purchase agreement governing the Notes Due 2021 and 2024); and (iv) a fixed charge coverage ratio (as set forth in the Company’s unsecured credit facility). Notes Due 2025 The indenture, as supplemented, governing the 4.00% senior unsecured notes due 2025 (Notes Due 2025) (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. Notes Due 2021 and 2024 The note purchase agreement governing the 4.12% senior unsecured notes due 2021 and the 4.58% senior unsecured notes due 2024 (Notes Due 2021 and 2024) contains customary 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 March 31, 2017 , management believes the Company was in compliance with the financial covenants under the Indenture and the note purchase agreements. |
Unsecured Term Loans and Revolv
Unsecured Term Loans and Revolving Line of Credit | 3 Months Ended |
Mar. 31, 2017 | |
Line of Credit Facility [Abstract] | |
Unsecured Term Loans and Revolving Line of Credit | UNSECURED TERM LOANS AND REVOLVING LINE OF CREDIT The following table summarizes the Company’s term loans and revolving line of credit: March 31, 2017 December 31, 2016 Balance Interest Rate Balance Interest Rate $250,000 unsecured credit facility term loan – fixed rate (a) $ 250,000 1.97 % $ 250,000 1.97 % $200,000 unsecured credit facility term loan – variable rate 200,000 2.43 % 200,000 2.22 % $200,000 unsecured term loan due 2023 – fixed rate (b) 200,000 2.96 % — — % Subtotal 650,000 450,000 Capitalized loan fees, net of accumulated amortization (3,806 ) (2,402 ) Term loans, net $ 646,194 $ 447,598 Revolving line of credit – variable rate (c) $ 363,000 2.33 % $ 86,000 2.12 % (a) $250,000 of LIBOR -based variable rate debt has been swapped to a weighted average fixed rate of 0.67% 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 March 31, 2017 and December 31, 2016 . (b) $200,000 of LIBOR -based variable rate debt has been swapped to a fixed rate of 1.26% plus a credit spread based on a leverage grid ranging from 1.70% to 2.55% through November 22, 2018. The applicable credit spread was 1.70% as of March 31, 2017 . (c) Excludes capitalized loan fees, which are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. Unsecured Credit Facility On January 6, 2016, the Company entered into its fourth amended and restated unsecured credit agreement (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 (Unsecured Credit Facility). The 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 and is priced on a leverage grid at a rate of LIBOR plus a credit spread. The Company received investment grade credit ratings from Moody’s and Standard & Poor’s in 2014. In accordance with the unsecured credit agreement, the Company may elect to convert to an investment grade pricing grid. As of March 31, 2017 , 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 key terms of the 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 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 Unsecured Credit Agreement and (ii) the Company’s ability to obtain additional lender commitments. The Unsecured Credit Agreement contains customary covenants and events of default. Pursuant to the terms of the 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 March 31, 2017 , management believes the Company was in compliance with the financial covenants and default provisions under the Unsecured Credit Agreement. Term Loan Due 2023 On January 3, 2017, the Company received funding on a seven -year $200,000 unsecured term loan with a group of financial institutions, which closed during the year ended December 31, 2016. The Term Loan Due 2023 is priced on a leverage grid at a rate of LIBOR plus a credit spread. In accordance with the term loan agreement (Term Loan Agreement), the Company may elect to convert to an investment grade pricing grid. As of March 31, 2017 , 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 key terms of the Term Loan Due 2023: Term Loan Due 2023 Maturity Date Leverage-Based Pricing Credit Spread Ratings-Based Pricing Credit Spread $200,000 unsecured term loan 11/22/2023 1.70% – 2.55% 1.50% – 2.45% The Term Loan Due 2023 has a $100,000 accordion option that allows the Company, at its election, to increase the total unsecured term loan up to $300,000 , subject to customary fees and conditions, including the absence of an event of default as defined in the Term Loan Agreement. The Term Loan Agreement contains customary covenants and events of default, including financial covenants that require the Company to maintain the following: (i) maximum unencumbered, secured and consolidated leverage ratios; and (ii) minimum fixed charge and unencumbered interest coverage ratios. As of March 31, 2017 , management believes the Company was in compliance with the financial covenants and default provisions under the Term Loan Agreement. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2017 | |
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. As of March 31, 2017 , the Company utilized four 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 income” 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 $877 will be reclassified as a decrease to interest expense. The ineffective portion of the change in fair value of derivatives is recognized directly in earnings. During the three months ended March 31, 2017 , 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 January 3, 2017 $ 100,000 1.26 % November 22, 2018 January 3, 2017 $ 100,000 1.26 % November 22, 2018 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 March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Interest rate swaps 4 2 $ 450,000 $ 250,000 The table below presents the estimated fair value of the Company’s derivative financial instruments, which are presented within “Other assets, net” in the condensed consolidated balance sheets. The valuation techniques utilized are described in Note 13 to the condensed consolidated financial statements. Fair Value March 31, 2017 December 31, 2016 Derivatives designated as cash flow hedges: Interest rate swaps $ 1,369 $ 743 The following table presents the effect of the Company’s derivative financial instruments on the accompanying condensed consolidated statements of operations and other comprehensive (loss) income for the three months ended March 31, 2017 and 2016: Derivatives in Cash Flow Hedging Relationships Amount of (Gain) 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 Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Loss Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) 2017 2016 2017 2016 2017 2016 Interest rate swaps $ (472 ) $ 53 Interest expense $ 160 $ 86 Other income, net $ 6 $ — |
Equity
Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Equity | EQUITY In December 2015, the Company entered into an 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. 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 revolving line of credit. The Company did not sell any shares under its ATM equity program during the three months ended March 31, 2017 and 2016 . As of March 31, 2017 , 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 and are canceled upon repurchase. 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. The Company did not repurchase any shares during the three months ended March 31, 2017 and 2016 . As of March 31, 2017 , $241,159 remained available under the repurchase program. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Numerator: (Loss) income from continuing operations $ (50,264 ) $ 25,687 Gain on sales of investment properties 41,164 21,739 Preferred stock dividends (2,362 ) (2,362 ) Net (loss) income attributable to common shareholders (11,462 ) 45,064 Distributions paid on unvested restricted shares (90 ) (130 ) Net (loss) income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ (11,552 ) $ 44,934 Denominator: Denominator for (loss) earnings per common share – basic: Weighted average number of common shares outstanding 236,294 (a) 236,578 (b) Effect of dilutive securities: Stock options — (c) 2 (c) RSUs — (d) 100 (e) Denominator for (loss) earnings per common share – diluted: Weighted average number of common and common equivalent shares outstanding 236,294 236,680 (a) Excludes 534 shares of unvested restricted common stock as of March 31, 2017 , which equate to 565 shares on a weighted average basis for the three months ended March 31, 2017 . These shares will continue to be excluded from the computation of basic EPS until contingencies are resolved and the shares are released. (b) Excludes 659 shares of unvested restricted common stock as of March 31, 2016 , which equate to 725 shares on a weighted average basis for the three months ended March 31, 2016 . 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 41 and 53 shares of common stock as of March 31, 2017 and 2016 , respectively, at a weighted average exercise price of $19.25 and $19.39 , respectively. Of these totals, outstanding options to purchase 41 and 45 shares of common stock as of March 31, 2017 and 2016 , respectively, at a weighted average exercise price of $19.25 and $20.74 , respectively, have been excluded from the common shares used in calculating diluted EPS as including them would be anti-dilutive. (d) There were 644 RSUs eligible for future conversion following the performance periods as of March 31, 2017 (see Note 5 to the condensed consolidated financial statements), which equate to 638 RSUs on a weighted average basis for the three months ended March 31, 2017 . These contingently issuable shares have been excluded from the common shares used in calculating diluted EPS as including them would be anti-dilutive. (e) There were 397 RSUs eligible for future conversion following the performance periods as of March 31, 2016 , which equate to 275 RSUs on a weighted average basis for the three months ended March 31, 2016 . These contingently issuable shares are included in diluted EPS based on the weighted average number of shares that would have been outstanding during the period, if any, assuming March 31, 2016 was the end of the contingency periods. |
Provision for Impairment of Inv
Provision for Impairment of Investment Properties | 3 Months Ended |
Mar. 31, 2017 | |
Impairment or Disposal of Tangible Assets Disclosure [Abstract] | |
Provision for Impairment of Investment Properties | PROVISION FOR IMPAIRMENT OF INVESTMENT PROPERTIES As of March 31, 2017 and 2016 , 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 March 31, 2017 and 2016 : March 31, 2017 March 31, 2016 Number of properties for which indicators of impairment were identified 8 (a) 5 (b) Less: number of properties for which an impairment charge was recorded — 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 4 1 Remaining properties for which indicators of impairment were identified but no impairment charge was considered necessary 4 3 Weighted average percentage by which the projected undiscounted cash flows exceeded its respective carrying value for each of the remaining properties (c) 17 % 9 % (a) Includes three properties which have subsequently been sold as of March 31, 2017 . (b) Includes three properties which have subsequently been sold as of March 31, 2017 . (c) Based upon the estimated holding period for each asset where an undiscounted cash flow analysis was performed. The Company did not record any investment property impairment charges during the three months ended March 31, 2017 . The Company recorded the following investment property impairment charge during the three months ended March 31, 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 Estimated fair value of impaired property as of impairment date $ 3,000 (a) An impairment charge was recorded on March 31, 2016 based upon the terms and conditions of an executed sales contract, which was subsequently terminated. The property, which was not under active development, was sold on December 16, 2016 and additional impairment was recognized pursuant to the terms and conditions of an executed sales contract. The Company provides no assurance that material impairment charges with respect to its investment properties will not occur in future periods. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair Value of Financial Instruments The following table presents the carrying value and estimated fair value of the Company’s financial instruments: March 31, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Financial assets: Derivative asset $ 1,369 $ 1,369 $ 743 $ 743 Financial liabilities: Mortgages payable, net $ 373,221 $ 391,882 $ 769,184 $ 833,210 Unsecured notes payable, net $ 695,287 $ 690,016 $ 695,143 $ 679,212 Unsecured term loans, net $ 646,194 $ 650,347 $ 447,598 $ 450,421 Unsecured revolving line of credit $ 363,000 $ 363,505 $ 86,000 $ 86,130 The carrying value of the derivative asset is included in “Other assets, net” 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 March 31, 2017 Derivative asset $ — $ 1,369 $ — $ 1,369 December 31, 2016 Derivative asset $ — $ 743 $ — $ 743 Derivative asset: The fair value of the derivative asset 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 March 31, 2017 and December 31, 2016 , 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 Company did not remeasure any assets to fair value on a nonrecurring basis as of March 31, 2017 , as no impairment charges were recorded during the three months ended March 31, 2017 . The following table presents the Company’s assets remeasured at fair value on a nonrecurring basis as of December 31, 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 as a result of impairment charges recorded during the year ended December 31, 2016, except for those properties sold prior to December 31, 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 (a) December 31, 2016 Investment properties $ — $ 500 (b) $ 10,600 (c) $ 11,100 $ 13,227 (a) Excludes impairment charges recorded on investment properties sold prior to December 31, 2016. (b) Represents the fair value of the Company’s Rite Aid Store (Eckerd), Culver Rd. investment property. The estimated fair value of Rite Aid Store (Eckerd), Culver Rd. was based upon the expected sales price from a bona fide purchase offer and determined to be a Level 2 input. (c) Represents the fair values of the Company’s Crown Theater and Saucon Valley Square investment properties. The estimated fair values of Crown Theater and Saucon Valley Square of $4,000 and $6,600 , respectively, were determined using the income approach. The income approach involves discounting the estimated income stream and reversion (presumed sale) value of a property over an estimated holding period to a present value at a risk-adjusted rate. Discount rates, growth assumptions and terminal capitalization rates utilized in this approach are derived from property-specific information, market transactions and other financial and industry data. The terminal capitalization rate and discount rate are significant inputs to this valuation. The following were the key Level 3 inputs used in estimating the fair values of Crown Theater as of December 31, 2016 and Saucon Valley Square as of September 30, 2016, the date the assets were measured at fair value: 2016 Low High Rental revenue growth rates Varies (i) Varies (i) Operating expense growth rates 3.10% 18.02% Discount rates 9.35% 10.00% Terminal capitalization rates 8.35% 9.50% (i) Since cash flow models are established at the tenant level, projected rental revenue growth rates fluctuate over the course of the estimated holding period based upon the timing of lease rollover, amount of available space and other property and space-specific factors. 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 March 31, 2017 Mortgages payable, net $ — $ — $ 391,882 $ 391,882 Unsecured notes payable, net $ 239,002 $ — $ 451,014 $ 690,016 Unsecured term loans, net $ — $ — $ 650,347 $ 650,347 Unsecured revolving line of credit $ — $ — $ 363,505 $ 363,505 December 31, 2016 Mortgages payable, net $ — $ — $ 833,210 $ 833,210 Unsecured notes payable, net $ 234,700 $ — $ 444,512 $ 679,212 Unsecured term loans, net $ — $ — $ 450,421 $ 450,421 Unsecured revolving line of credit $ — $ — $ 86,130 $ 86,130 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 2.9% to 4.4% and 2.9% to 4.6% as of March 31, 2017 and December 31, 2016 , respectively. Unsecured notes payable, net: The quoted market price as of March 31, 2017 was used to value the Notes Due 2025. The Company estimates the fair value of its Notes Due 2021 and 2024 and Notes Due 2026 and 2028 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 4.33% and 4.48% as of March 31, 2017 and December 31, 2016 , 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 1.42% and 1.30% as of March 31, 2017 and December 31, 2016 , 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 1.30% as of March 31, 2017 and December 31, 2016 . There were no transfers between the levels of the fair value hierarchy during the three months ended March 31, 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES As of March 31, 2017 , the Company had letter(s) of credit outstanding totaling $12,296 which serve as collateral for certain capital improvements and performance obligations on certain redevelopment projects, which will be satisfied upon completion of the projects, and reduced the available borrowings on its unsecured revolving line of credit. As of March 31, 2017 , the Company had begun redevelopment activities at Reisterstown Road Plaza located in Baltimore, Maryland and Towson Circle located in Towson, Maryland. The Company estimates that it will incur net costs of approximately $12,000 to $13,000 related to the Reisterstown Road Plaza redevelopment and approximately $33,000 to $35,000 related to the Towson Circle redevelopment, of which $2,852 and $10,686 , respectively, has been incurred as of March 31, 2017 . |
Litigation
Litigation | 3 Months Ended |
Mar. 31, 2017 | |
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 | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Subsequent to March 31, 2017 , the Company: • closed on the disposition of University Town Center, a 57,500 square foot multi-tenant retail operating property located in Tuscaloosa, Alabama, which was classified as held for sale as of March 31, 2017, for a sales price of $14,700 with an anticipated gain on sale of approximately $8,943 ; • closed on the disposition of Edgemont Town Center, a 77,700 square foot multi-tenant retail operating property located in Homewood, Alabama, which was classified as held for sale as of March 31, 2017, for a sales price of $19,025 with an anticipated gain on sale of approximately $8,995 ; • closed on the disposition of Phenix Crossing, a 56,600 square foot multi-tenant retail operating property located in Phenix City, Alabama, which was classified as held for sale as of March 31, 2017, for a sales price of $12,400 with an anticipated gain on sale of approximately $5,699 ; • closed on the disposition of Brown’s Lane, a 74,700 square foot multi-tenant retail operating property located in Middletown, Rhode Island, for a sales price of $10,575 with an anticipated gain on sale of approximately $3,408 ; • closed on the acquisition of Phase III of One Loudoun Downtown, a 9,800 square foot multi-tenant retail building at the Company’s existing wholly-owned multi-tenant retail operating property located in Ashburn, Virginia, for a gross purchase price of $2,193 ; • declared the cash dividend for the second quarter of 2017 for its 7.00% Series A cumulative redeemable preferred stock. The dividend of $0.4375 per preferred share will be paid on June 30, 2017 to preferred shareholders of record at the close of business on June 19, 2017; and • declared the cash dividend for the second quarter of 2017 of $0.165625 per share on its outstanding Class A common stock, which will be paid on July 10, 2017 to Class A common shareholders of record at the close of business on June 26, 2017. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recently Issued Accounting Pronouncements In March 2017, the Securities and Exchange Commission issued a final rule, Exhibit Hyperlinks and HTML Format , which is effective September 1, 2017. The final rule will require registrants that file registration statements and reports subject to the exhibit requirements under Item 601 of Regulation S-K, or that file Forms F-10 or 20-F, to include a hyperlink to each exhibit listed in the exhibit index of these filings. To enable the inclusion of such hyperlinks, registrants will be required to submit all such filings in HyperText Markup Language (HTML) format. The Company expects to add hyperlinks to its exhibit index starting with the Form 10-Q for the quarter ended September 30, 2017. In May 2014 with subsequent updates issued in August 2015 and March, April, May and December 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers . This new guidance is effective January 1, 2018, with early adoption permitted, and will replace existing revenue recognition standards. The core principle of this standard is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The sale of investment property and any non-lease components contained within lease agreements will be required to follow the new guidance; however, lease components of lease contracts will be subject to the Leases guidance described below. 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. While the Company anticipates additional disclosure, it does not expect the adoption of this pronouncement will have a material effect on its condensed consolidated financial statements as it believes the majority of its revenue falls outside of the scope of this guidance; however, it will continue to evaluate this assessment until the guidance becomes effective. The Company is also evaluating whether it will adopt this guidance on a retrospective basis or a modified retrospective basis. In February 2017, the FASB issued ASU 2017-05, Other Income–Gains and Losses from the Derecognition of Nonfinancial Assets . This new guidance is required to be adopted concurrently with the amendments in ASU 2014-09, Revenue from Contracts with Customers . The new pronouncement adds guidance for partial sales of nonfinancial assets and clarifies the scope of Subtopic 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets , which provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. The pronouncement requires either a retrospective or a modified retrospective method of adoption. 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 guidance 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 August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows . This new guidance is effective January 1, 2018, with early adoption permitted, and adds or clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. Of the eight types of cash flows discussed in the new standard, the classification of debt prepayment costs as a financing outflow will impact the Company’s condensed consolidated statements of cash flows as this item is currently reflected as an operating outflow. The pronouncement requires a retrospective transition method of adoption. The Company will continue to evaluate the impact of this guidance until it becomes effective. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows . This new guidance is effective January 1, 2018, with early adoption permitted, and requires amounts that are generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The pronouncement requires a retrospective transition method of adoption. Upon adoption, the Company will include amounts generally described as restricted cash within the beginning-of-period, change and end-of-period total amounts on the statement of cash flows rather than within an activity on the statement of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases . This new guidance 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 (ROU) 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. Upon adoption, the Company will recognize a lease liability and an ROU asset for operating leases where it is the lessee, such as ground leases and office and equipment leases. The Company is in the process of evaluating the inputs required to calculate the amounts that will be recorded on its balance sheet for each lease. For leases with a term of 12 months or less, the Company expects 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; however, non-lease components of leases, including common area maintenance reimbursements, will be accounted for under the Revenue from Contracts with Customers guidance described above. The pronouncement requires a modified retrospective method of adoption, with some optional practical expedients. The Company has not selected an adoption date and 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 guidance 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. Generally, the pronouncement requires a modified retrospective method of adoption. 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) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of property ownership | The Company’s property ownership as of March 31, 2017 is summarized below: Wholly-owned Consolidated VIEs Total Retail operating properties (a) 148 1 149 Office properties 1 — 1 Total operating properties 149 1 150 Redevelopment properties 2 — 2 (a) Excludes four wholly-owned operating properties classified as held for sale as of March 31, 2017 . |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of acquisitions | The Company closed on the following acquisitions during the three months ended March 31, 2017: Date Property Name Metropolitan Property Type Square Footage Acquisition Price January 13, 2017 Main Street Promenade (b) Chicago Multi-tenant retail 181,600 $ 88,000 January 25, 2017 Boulevard at the Capital Centre – Fee Interest (c) Washington, D.C. Fee interest (b) — 2,000 February 24, 2017 One Loudoun Downtown – Phase II (d) Washington, D.C. Additional phase of multi-tenant retail (d) 15,900 4,128 197,500 $ 94,128 (a) (a) Acquisition price does not include capitalized closing costs and adjustments totaling $2,394 . (b) This property was acquired through a consolidated VIE and may be used to facilitate a potential Internal Revenue Code Section 1031 tax-deferred exchange (1031 Exchange). (c) The wholly-owned multi-tenant retail operating property located in Largo, Maryland was previously subject to an approximately 70 acre long-term ground lease with a third party. The Company completed a transaction whereby it received the fee interest in approximately 50 acres of the underlying land in exchange for which (i) the Company paid $1,939 and (ii) the term of the ground lease with respect to the remaining approximately 20 acres was shortened to nine months . The Company derecognized building and improvements of $11,347 related to the remaining ground lease, recognized the fair value of land received of $15,200 and recorded a deferred gain of $2,524 . The deferred gain will be recognized upon the expiration of the remaining ground lease. The total number of properties in the Company’s portfolio was not affected by this transaction. (d) The Company acquired an additional phase at its One Loudoun Downtown multi-tenant retail operating property, which was accounted for as an asset acquisition. The total number of properties in the Company’s portfolio was not affected by this transaction. The Company closed on the following acquisitions during the three months ended March 31, 2016: Date Property Name MSA 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 65,954 372,200 $ 138,685 (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) This property was acquired through a consolidated VIE and was used to facilitate a 1031 Exchange. |
Schedule of acquisition date fair values | The following table summarizes the acquisition date values, before prorations, the Company recorded in conjunction with the acquisitions discussed above: Three Months Ended March 31, 2017 2016 Land $ 19,926 $ 43,174 Building and other improvements, net 75,696 86,692 Acquired lease intangible assets (a) 7,343 11,787 Acquired lease intangible liabilities (b) (5,367 ) (2,968 ) Other liabilities (1,076 ) — Net assets acquired $ 96,522 $ 138,685 (a) The weighted average amortization period for acquired lease intangible assets is six years and seven years for acquisitions completed during the three months ended March 31, 2017 and 2016 , respectively. (b) The weighted average amortization period for acquired lease intangible liabilities is 13 years and 12 years for acquisitions completed during the three months ended March 31, 2017 and 2016 , respectively. |
Schedule of condensed pro forma financial information | The unaudited condensed pro forma financial information is as follows: Three Months Ended March 31, 2016 Total revenues $ 151,026 Net income $ 46,515 Net income attributable to common shareholders $ 44,153 Earnings per common share – basic and diluted Net income per common share attributable to common shareholders $ 0.19 Weighted average number of common shares outstanding – basic 236,578 |
Schedule of assets and liabilities of variable interest entities | As of March 31, 2017 , the assets and liabilities of the VIE are as follows: March 31, 2017 Assets Land $ 4,318 Building and other improvements 83,275 Less accumulated depreciation (795 ) Net investment properties 86,798 Acquired lease intangible assets 6,479 Other assets 1,483 Total assets $ 94,760 Liabilities Loan due to the Company (a) $ 87,452 Other liabilities 7,309 Total liabilities $ 94,761 (a) Represents funds loaned by the Company to the VIE to acquire the property and has been eliminated in consolidation. |
Dispositions (Tables)
Dispositions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of property dispositions | The Company closed on the following dispositions during the three months ended March 31, 2017: Date Property Name Property Type Square Footage Consideration Aggregate Proceeds, Net (a) Gain January 27, 2017 Rite Aid Store (Eckerd), Culver Rd. – Rochester, NY Single-user retail 10,900 $ 500 $ 332 $ — February 21, 2017 Shoppes at Park West (b) Multi-tenant retail 63,900 15,383 (11 ) 7,569 March 7, 2017 CVS Pharmacy–Sylacauga, AL (c) Single-user retail 10,100 3,700 16 1,651 March 8, 2017 Rite Aid Store (Eckerd) – Kill Devil Hills, NC (d) Single-user retail 13,800 4,297 20 1,857 March 15, 2017 Century III Plaza – Home Depot (e) Single-user parcel 131,900 17,519 313 4,487 March 16, 2017 Village Shoppes at Gainesville Multi-tenant retail 229,500 41,750 41,380 14,107 March 24, 2017 Northwood Crossing (f) Multi-tenant retail 160,000 22,850 4 10,007 620,100 $ 105,999 $ 42,054 $ 39,678 (a) Aggregate proceeds are net of transaction costs. (b) Disposition proceeds of $15,272 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (c) Disposition proceeds of $3,332 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (d) Disposition proceeds of $4,114 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. (e) Disposition proceeds of $17,031 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. The Company disposed of the Home Depot parcel at Century III Plaza, an existing 284,100 square foot multi-tenant retail operating property. The remaining portion of Century III Plaza is classified as held for sale as of March 31, 2017. (f) Disposition proceeds of $22,719 are temporarily restricted related to a potential 1031 Exchange and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. The Company closed on the following dispositions during the three months ended March 31, 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 13,618 996,200 $ 127,913 $ 16,427 $ 21,739 (a) Aggregate proceeds are net of transaction costs. (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, LA, (ii) Academy Sports – Port Arthur, TX, (iii) Academy Sports – San Antonio, TX, (iv) CVS Pharmacy – Moore, OK, (v) CVS Pharmacy – Saginaw, TX and (vi) Rite Aid Store (Eckerd) – Olean, NY. As of March 31, 2016 , disposition proceeds of $34,973 were temporarily restricted related to 1031 Exchanges and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. |
Schedule of assets and liabilities associated with investment properties held for sale | The following table presents the assets and liabilities associated with the investment properties classified as held for sale: March 31, 2017 December 31, 2016 Assets Land, building and other improvements $ 57,158 $ 45,395 Less accumulated depreciation (20,608 ) (15,769 ) Net investment properties 36,550 29,626 Other assets 1,650 1,201 Assets associated with investment properties held for sale $ 38,200 $ 30,827 Liabilities Other liabilities $ 1,060 $ 864 Liabilities associated with investment properties held for sale $ 1,060 $ 864 The following properties qualified for held for sale accounting treatment prior to or during the quarter ended March 31, 2017 . Upon meeting all applicable GAAP criteria for held for sale accounting treatment, depreciation and amortization were ceased. In addition, the assets and liabilities associated with these properties are separately classified as held for sale in the condensed consolidated balance sheet as of March 31, 2017 . Property Name Property Location Property Type Square Footage Century III Plaza, excluding the Home Depot parcel West Mifflin, Pennsylvania Multi-tenant retail 152,200 University Town Center Tuscaloosa, Alabama Multi-tenant retail 57,500 Edgemont Town Center Homewood, Alabama Multi-tenant retail 77,700 Phenix Crossing Phenix City, Alabama Multi-tenant retail 56,600 344,000 |
Equity Compensation Plans (Tabl
Equity Compensation Plans (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 three months ended March 31, 2017 : Unvested Restricted Shares Weighted Average Grant Date Fair Value per Restricted Share Balance as of January 1, 2017 542 $ 15.28 Shares granted (a) 206 $ 15.46 Shares vested (214 ) $ 15.24 Balance as of March 31, 2017 (b) 534 $ 15.37 (a) Shares granted vest over periods ranging from one year to three years in accordance with the terms of applicable award agreements. (b) As of March 31, 2017 , total unrecognized compensation expense related to unvested restricted shares was $4,707 , which is expected to be amortized over a weighted average term of 1.6 years . The following table summarizes the Company’s unvested performance restricted stock units (RSUs) as of and for the three months ended March 31, 2017 : Unvested RSUs Weighted Average Grant Date Fair Value per RSU RSUs eligible for future conversion as of January 1, 2017 391 $ 14.02 RSUs granted (a) 253 $ 15.52 RSUs eligible for future conversion as of March 31, 2017 (b) 644 $ 14.61 (a) Assumptions as of the grant date included a risk-free interest rate of 1.50% , the Company’s historical common stock performance relative to the peer companies within the National Association of Real Estate Investment Trusts (NAREIT) Shopping Center Index and the Company’s common stock dividend yield of 4.32% . In 2020, following the performance period which concludes on December 31, 2019, 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. (b) As of March 31, 2017 , total unrecognized compensation expense related to unvested RSUs was $6,758 , which is expected to be amortized over a weighted average term of 2.9 years . |
Mortgages Payable (Tables)
Mortgages Payable (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of mortgages payable | The following table summarizes the Company’s mortgages payable: March 31, 2017 December 31, 2016 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) $ 373,372 5.21 % 5.1 $ 773,395 6.31 % 4.2 Premium, net of accumulated amortization 1,330 1,437 Discount, net of accumulated amortization (612 ) (622 ) Capitalized loan fees, net of accumulated amortization (869 ) (5,026 ) Mortgages payable, net $ 373,221 $ 769,184 (a) The fixed rate mortgages had interest rates ranging from 3.75% to 8.00% as of March 31, 2017 and December 31, 2016 . The following table summarizes the key terms of the Term Loan Due 2023: Term Loan Due 2023 Maturity Date Leverage-Based Pricing Credit Spread Ratings-Based Pricing Credit Spread $200,000 unsecured term loan 11/22/2023 1.70% – 2.55% 1.50% – 2.45% |
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 March 31, 2017 for the remainder of 2017 , 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 March 31, 2017 . 2017 2018 2019 2020 2021 Thereafter Total Debt: Fixed rate debt: Mortgages payable (a) $ 28,325 $ 5,065 $ 65,352 $ 3,923 $ 22,820 $ 247,887 $ 373,372 Fixed rate term loans (b) — — — — 250,000 200,000 450,000 Unsecured notes payable (c) — — — — 100,000 600,000 700,000 Total fixed rate debt 28,325 5,065 65,352 3,923 372,820 1,047,887 1,523,372 Variable rate debt: Variable rate term loan and revolving line of credit — 200,000 — 363,000 — — 563,000 Total debt (d) $ 28,325 $ 205,065 $ 65,352 $ 366,923 $ 372,820 $ 1,047,887 $ 2,086,372 Weighted average interest rate on debt: Fixed rate debt 4.22 % 5.49 % 7.45 % 4.62 % 2.73 % 4.09 % 3.91 % Variable rate debt (e) — 2.43 % — 2.33 % — — 2.37 % Total 4.22 % 2.50 % 7.45 % 2.36 % 2.73 % 4.09 % 3.49 % (a) Excludes mortgage premium of $1,330 and discount of $(612) , net of accumulated amortization, as of March 31, 2017 . (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 0.67% through December 31, 2017. In addition, $200,000 of 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 fixed rate of 1.26% through November 22, 2018. (c) Excludes discount of $(942) , net of accumulated amortization, as of March 31, 2017 . (d) The weighted average years to maturity of consolidated indebtedness was 5.3 years as of March 31, 2017 . Total debt excludes capitalized loan fees of $(8,446) , net of accumulated amortization, as of March 31, 2017 , which are included as a reduction to the respective debt balances. (e) Represents interest rates as of March 31, 2017 . |
Unsecured Notes Payable (Tables
Unsecured Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of unsecured notes payable | The following table summarizes the Company’s unsecured notes payable: March 31, 2017 December 31, 2016 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% due 2021 June 30, 2021 $ 100,000 4.12 % $ 100,000 4.12 % Senior notes – 4.58% 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 % Senior notes – 4.08% due 2026 September 30, 2026 100,000 4.08 % 100,000 4.08 % Senior notes – 4.24% due 2028 December 28, 2028 100,000 4.24 % 100,000 4.24 % 700,000 4.19 % 700,000 4.19 % Discount, net of accumulated amortization (942 ) (971 ) Capitalized loan fees, net of accumulated amortization (3,771 ) (3,886 ) Total $ 695,287 $ 695,143 The following table summarizes the Company’s term loans and revolving line of credit: March 31, 2017 December 31, 2016 Balance Interest Rate Balance Interest Rate $250,000 unsecured credit facility term loan – fixed rate (a) $ 250,000 1.97 % $ 250,000 1.97 % $200,000 unsecured credit facility term loan – variable rate 200,000 2.43 % 200,000 2.22 % $200,000 unsecured term loan due 2023 – fixed rate (b) 200,000 2.96 % — — % Subtotal 650,000 450,000 Capitalized loan fees, net of accumulated amortization (3,806 ) (2,402 ) Term loans, net $ 646,194 $ 447,598 Revolving line of credit – variable rate (c) $ 363,000 2.33 % $ 86,000 2.12 % (a) $250,000 of LIBOR -based variable rate debt has been swapped to a weighted average fixed rate of 0.67% 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 March 31, 2017 and December 31, 2016 . (b) $200,000 of LIBOR -based variable rate debt has been swapped to a fixed rate of 1.26% plus a credit spread based on a leverage grid ranging from 1.70% to 2.55% through November 22, 2018. The applicable credit spread was 1.70% as of March 31, 2017 . (c) Excludes capitalized loan fees, which are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. |
Unsecured Term Loans and Revo31
Unsecured Term Loans and Revolving Line of Credit (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Line of Credit Facility [Abstract] | |
Summary of term loans and revolving line of credit | The following table summarizes the Company’s unsecured notes payable: March 31, 2017 December 31, 2016 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% due 2021 June 30, 2021 $ 100,000 4.12 % $ 100,000 4.12 % Senior notes – 4.58% 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 % Senior notes – 4.08% due 2026 September 30, 2026 100,000 4.08 % 100,000 4.08 % Senior notes – 4.24% due 2028 December 28, 2028 100,000 4.24 % 100,000 4.24 % 700,000 4.19 % 700,000 4.19 % Discount, net of accumulated amortization (942 ) (971 ) Capitalized loan fees, net of accumulated amortization (3,771 ) (3,886 ) Total $ 695,287 $ 695,143 The following table summarizes the Company’s term loans and revolving line of credit: March 31, 2017 December 31, 2016 Balance Interest Rate Balance Interest Rate $250,000 unsecured credit facility term loan – fixed rate (a) $ 250,000 1.97 % $ 250,000 1.97 % $200,000 unsecured credit facility term loan – variable rate 200,000 2.43 % 200,000 2.22 % $200,000 unsecured term loan due 2023 – fixed rate (b) 200,000 2.96 % — — % Subtotal 650,000 450,000 Capitalized loan fees, net of accumulated amortization (3,806 ) (2,402 ) Term loans, net $ 646,194 $ 447,598 Revolving line of credit – variable rate (c) $ 363,000 2.33 % $ 86,000 2.12 % (a) $250,000 of LIBOR -based variable rate debt has been swapped to a weighted average fixed rate of 0.67% 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 March 31, 2017 and December 31, 2016 . (b) $200,000 of LIBOR -based variable rate debt has been swapped to a fixed rate of 1.26% plus a credit spread based on a leverage grid ranging from 1.70% to 2.55% through November 22, 2018. The applicable credit spread was 1.70% as of March 31, 2017 . (c) Excludes capitalized loan fees, which are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. |
Summary of unsecured credit facility | The following table summarizes the key terms of the 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% |
Summary of Term Loan Due 2023 | The following table summarizes the Company’s mortgages payable: March 31, 2017 December 31, 2016 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) $ 373,372 5.21 % 5.1 $ 773,395 6.31 % 4.2 Premium, net of accumulated amortization 1,330 1,437 Discount, net of accumulated amortization (612 ) (622 ) Capitalized loan fees, net of accumulated amortization (869 ) (5,026 ) Mortgages payable, net $ 373,221 $ 769,184 (a) The fixed rate mortgages had interest rates ranging from 3.75% to 8.00% as of March 31, 2017 and December 31, 2016 . The following table summarizes the key terms of the Term Loan Due 2023: Term Loan Due 2023 Maturity Date Leverage-Based Pricing Credit Spread Ratings-Based Pricing Credit Spread $200,000 unsecured term loan 11/22/2023 1.70% – 2.55% 1.50% – 2.45% |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of derivative instruments | During the three months ended March 31, 2017 , 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 January 3, 2017 $ 100,000 1.26 % November 22, 2018 January 3, 2017 $ 100,000 1.26 % November 22, 2018 |
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 March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Interest rate swaps 4 2 $ 450,000 $ 250,000 |
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 presented within “Other assets, net” in the condensed consolidated balance sheets. The valuation techniques utilized are described in Note 13 to the condensed consolidated financial statements. Fair Value March 31, 2017 December 31, 2016 Derivatives designated as cash flow hedges: Interest rate swaps $ 1,369 $ 743 |
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 (loss) income for the three months ended March 31, 2017 and 2016: Derivatives in Cash Flow Hedging Relationships Amount of (Gain) 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 Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Loss Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) 2017 2016 2017 2016 2017 2016 Interest rate swaps $ (472 ) $ 53 Interest expense $ 160 $ 86 Other income, net $ 6 $ — |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Numerator: (Loss) income from continuing operations $ (50,264 ) $ 25,687 Gain on sales of investment properties 41,164 21,739 Preferred stock dividends (2,362 ) (2,362 ) Net (loss) income attributable to common shareholders (11,462 ) 45,064 Distributions paid on unvested restricted shares (90 ) (130 ) Net (loss) income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ (11,552 ) $ 44,934 Denominator: Denominator for (loss) earnings per common share – basic: Weighted average number of common shares outstanding 236,294 (a) 236,578 (b) Effect of dilutive securities: Stock options — (c) 2 (c) RSUs — (d) 100 (e) Denominator for (loss) earnings per common share – diluted: Weighted average number of common and common equivalent shares outstanding 236,294 236,680 (a) Excludes 534 shares of unvested restricted common stock as of March 31, 2017 , which equate to 565 shares on a weighted average basis for the three months ended March 31, 2017 . These shares will continue to be excluded from the computation of basic EPS until contingencies are resolved and the shares are released. (b) Excludes 659 shares of unvested restricted common stock as of March 31, 2016 , which equate to 725 shares on a weighted average basis for the three months ended March 31, 2016 . 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 41 and 53 shares of common stock as of March 31, 2017 and 2016 , respectively, at a weighted average exercise price of $19.25 and $19.39 , respectively. Of these totals, outstanding options to purchase 41 and 45 shares of common stock as of March 31, 2017 and 2016 , respectively, at a weighted average exercise price of $19.25 and $20.74 , respectively, have been excluded from the common shares used in calculating diluted EPS as including them would be anti-dilutive. (d) There were 644 RSUs eligible for future conversion following the performance periods as of March 31, 2017 (see Note 5 to the condensed consolidated financial statements), which equate to 638 RSUs on a weighted average basis for the three months ended March 31, 2017 . These contingently issuable shares have been excluded from the common shares used in calculating diluted EPS as including them would be anti-dilutive. (e) There were 397 RSUs eligible for future conversion following the performance periods as of March 31, 2016 , which equate to 275 RSUs on a weighted average basis for the three months ended March 31, 2016 . These contingently issuable shares are included in diluted EPS based on the weighted average number of shares that would have been outstanding during the period, if any, assuming March 31, 2016 was the end of the contingency periods. |
Provision for Impairment of I34
Provision for Impairment of Investment Properties (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Impairment or Disposal of Tangible Assets Disclosure [Abstract] | |
Schedule of identified impairment indicators | As of March 31, 2017 and 2016 , 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 March 31, 2017 and 2016 : March 31, 2017 March 31, 2016 Number of properties for which indicators of impairment were identified 8 (a) 5 (b) Less: number of properties for which an impairment charge was recorded — 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 4 1 Remaining properties for which indicators of impairment were identified but no impairment charge was considered necessary 4 3 Weighted average percentage by which the projected undiscounted cash flows exceeded its respective carrying value for each of the remaining properties (c) 17 % 9 % (a) Includes three properties which have subsequently been sold as of March 31, 2017 . (b) Includes three properties which have subsequently been sold as of March 31, 2017 . (c) Based upon the estimated holding period for each asset where an undiscounted cash flow analysis was performed. |
Schedule of investment property impairment charges | The Company recorded the following investment property impairment charge during the three months ended March 31, 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 Estimated fair value of impaired property as of impairment date $ 3,000 (a) An impairment charge was recorded on March 31, 2016 based upon the terms and conditions of an executed sales contract, which was subsequently terminated. The property, which was not under active development, was sold on December 16, 2016 and additional impairment was recognized pursuant to the terms and conditions of an executed sales contract. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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: March 31, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Financial assets: Derivative asset $ 1,369 $ 1,369 $ 743 $ 743 Financial liabilities: Mortgages payable, net $ 373,221 $ 391,882 $ 769,184 $ 833,210 Unsecured notes payable, net $ 695,287 $ 690,016 $ 695,143 $ 679,212 Unsecured term loans, net $ 646,194 $ 650,347 $ 447,598 $ 450,421 Unsecured revolving line of credit $ 363,000 $ 363,505 $ 86,000 $ 86,130 The carrying value of the derivative asset is included in “Other assets, net” 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 March 31, 2017 Derivative asset $ — $ 1,369 $ — $ 1,369 December 31, 2016 Derivative asset $ — $ 743 $ — $ 743 |
Schedule of assets measured at fair value on a nonrecurring basis | The Company did not remeasure any assets to fair value on a nonrecurring basis as of March 31, 2017 , as no impairment charges were recorded during the three months ended March 31, 2017 . The following table presents the Company’s assets remeasured at fair value on a nonrecurring basis as of December 31, 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 as a result of impairment charges recorded during the year ended December 31, 2016, except for those properties sold prior to December 31, 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 (a) December 31, 2016 Investment properties $ — $ 500 (b) $ 10,600 (c) $ 11,100 $ 13,227 (a) Excludes impairment charges recorded on investment properties sold prior to December 31, 2016. (b) Represents the fair value of the Company’s Rite Aid Store (Eckerd), Culver Rd. investment property. The estimated fair value of Rite Aid Store (Eckerd), Culver Rd. was based upon the expected sales price from a bona fide purchase offer and determined to be a Level 2 input. (c) Represents the fair values of the Company’s Crown Theater and Saucon Valley Square investment properties. The estimated fair values of Crown Theater and Saucon Valley Square of $4,000 and $6,600 , respectively, were determined using the income approach. The income approach involves discounting the estimated income stream and reversion (presumed sale) value of a property over an estimated holding period to a present value at a risk-adjusted rate. Discount rates, growth assumptions and terminal capitalization rates utilized in this approach are derived from property-specific information, market transactions and other financial and industry data. The terminal capitalization rate and discount rate are significant inputs to this valuation. The following were the key Level 3 inputs used in estimating the fair values of Crown Theater as of December 31, 2016 and Saucon Valley Square as of September 30, 2016, the date the assets were measured at fair value: 2016 Low High Rental revenue growth rates Varies (i) Varies (i) Operating expense growth rates 3.10% 18.02% Discount rates 9.35% 10.00% Terminal capitalization rates 8.35% 9.50% (i) Since cash flow models are established at the tenant level, projected rental revenue growth rates fluctuate over the course of the estimated holding period based upon the timing of lease rollover, amount of available space and other property and space-specific factors. |
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 March 31, 2017 Mortgages payable, net $ — $ — $ 391,882 $ 391,882 Unsecured notes payable, net $ 239,002 $ — $ 451,014 $ 690,016 Unsecured term loans, net $ — $ — $ 650,347 $ 650,347 Unsecured revolving line of credit $ — $ — $ 363,505 $ 363,505 December 31, 2016 Mortgages payable, net $ — $ — $ 833,210 $ 833,210 Unsecured notes payable, net $ 234,700 $ — $ 444,512 $ 679,212 Unsecured term loans, net $ — $ — $ 450,421 $ 450,421 Unsecured revolving line of credit $ — $ — $ 86,130 $ 86,130 |
Organization and Basis of Pre36
Organization and Basis of Presentation (Details) | Mar. 31, 2017propertysubsidiary |
Real Estate Properties [Line Items] | |
Number of wholly-owned subsidiaries jointly elected to be treated as a TRS | subsidiary | 1 |
Operating properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 150 |
Operating properties | Retail | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 149 |
Operating properties | Office | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 1 |
Redevelopment properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 2 |
Wholly-owned | Operating properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 149 |
Wholly-owned | Operating properties | Retail | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 148 |
Wholly-owned | Operating properties | Office | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 1 |
Wholly-owned | Redevelopment properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 2 |
VIE | Operating properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 1 |
VIE | Operating properties | Retail | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 1 |
VIE | Operating properties | Office | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 0 |
VIE | Redevelopment properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 0 |
Investment properties held for sale | Wholly-owned | Operating properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties owned | 4 |
Acquisitions - Summary of Acqui
Acquisitions - Summary of Acquisitions (Details) $ in Thousands | Feb. 24, 2017USD ($)ft² | Jan. 25, 2017USD ($)aft² | Jan. 13, 2017USD ($)ft² | Mar. 29, 2016USD ($)ft² | Jan. 15, 2016USD ($)ft²property | May 03, 2017USD ($)ft² | Mar. 31, 2017USD ($)ft² | Mar. 31, 2016USD ($)ft² | Sep. 30, 2017USD ($) |
Business Acquisition [Line Items] | |||||||||
Deferred gain | $ 2,524 | $ 0 | |||||||
Main Street Promenade | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 181,600 | ||||||||
Purchase price of asset acquisition | $ 88,000 | ||||||||
Boulevard at the Capital Centre | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 0 | ||||||||
Purchase price of asset acquisition | $ 2,000 | ||||||||
Land subject to ground lease | a | 70 | ||||||||
Fee interest in land acquired | a | 50 | ||||||||
Consideration paid for fee interest in land | $ 1,939 | ||||||||
Remaining land subject to ground lease | a | 20 | ||||||||
Term of ground lease | 9 months | ||||||||
Amount of building and improvements derecognized | $ 11,347 | ||||||||
Fair value of land received | 15,200 | ||||||||
Deferred gain | $ 2,524 | ||||||||
One Loudoun Downtown - Phase II | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 15,900 | ||||||||
Purchase price of asset acquisition | $ 4,128 | ||||||||
2017 acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 197,500 | ||||||||
Purchase price of asset acquisition | $ 94,128 | ||||||||
Capitalized closing costs and adjustments | $ 2,394 | ||||||||
Shoppes at Hagerstown | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 113,000 | ||||||||
Acquisition price | $ 27,055 | ||||||||
Merrifield Town Center II | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 138,000 | ||||||||
Acquisition price | $ 45,676 | ||||||||
Oak Brook Promenade | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 183,200 | ||||||||
Acquisition price | $ 65,954 | ||||||||
2016 acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 372,200 | ||||||||
Acquisition price | $ 138,685 | ||||||||
Shoppes at Hagerstown and Merrifield Town Center II | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of properties acquired | property | 2 | ||||||||
Retail | Merrifield Town Center II | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 76,000 | ||||||||
Storage | Merrifield Town Center II | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 62,000 | ||||||||
Subsequent events | One Loudoun Downtown - Phase III | |||||||||
Business Acquisition [Line Items] | |||||||||
Square footage | ft² | 9,800 | ||||||||
Purchase price of asset acquisition | $ 2,193 | ||||||||
Subsequent events | One Loudoun Downtown | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price of asset acquisition | $ 29,200 |
Acquisitions - Acquisition Date
Acquisitions - Acquisition Date Fair Values (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Acquisition Date Fair Values | ||
Total revenues | $ 143,693 | $ 148,639 |
Net income attributable to common shareholders | (11,462) | 45,064 |
2017 acquisitions | ||
Acquisition Date Fair Values | ||
Land | 19,926 | |
Building and other improvements, net | 75,696 | |
Acquired lease intangible assets | 7,343 | |
Acquired lease intangible liabilities | (5,367) | |
Other liabilities | (1,076) | |
Net assets acquired | $ 96,522 | |
Weighted average amortization period, acquired lease intangible assets | 6 years | |
Weighted average amortization period, acquired lease intangible liabilities | 13 years | |
2016 acquisitions | ||
Acquisition Date Fair Values | ||
Land | 43,174 | |
Building and other improvements, net | 86,692 | |
Acquired lease intangible assets | 11,787 | |
Acquired lease intangible liabilities | (2,968) | |
Other liabilities | 0 | |
Net assets acquired | $ 138,685 | |
Weighted average amortization period, acquired lease intangible assets | 7 years | |
Weighted average amortization period, acquired lease intangible liabilities | 12 years | |
Transaction costs | $ 339 | |
Total revenues | 1,274 | |
Net income attributable to common shareholders | $ 114 |
Acquisitions - Condensed Pro Fo
Acquisitions - Condensed Pro Forma Financial Information (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Apr. 29, 2016USD ($) | Apr. 01, 2016USD ($)ft² | Mar. 31, 2016USD ($)$ / sharesshares |
Pro Forma Information [Line Items] | |||
Total revenues | $ 151,026 | ||
Net income | 46,515 | ||
Net income attributable to common shareholders | $ 44,153 | ||
Earnings per common share – basic and diluted | |||
Net income per common share attributable to common shareholders | $ / shares | $ 0.19 | ||
Weighted average number of common shares outstanding – basic | shares | 236,578 | ||
The Shoppes at Union Hill | |||
Pro Forma Information [Line Items] | |||
Square footage | ft² | 91,700 | ||
Acquisition price | $ 63,060 | ||
Ashland & Roosevelt - Fee Interest | |||
Pro Forma Information [Line Items] | |||
Acquisition price | $ 13,850 |
Acquisitions - Variable Interes
Acquisitions - Variable Interest Entities (Details) $ in Thousands | Mar. 31, 2017USD ($)days | Jan. 13, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 29, 2016USD ($) |
Assets | ||||
Total assets | $ 86,798 | $ 0 | ||
VIE | ||||
Variable Interest Entity [Line Items] | ||||
Number of days to complete tax-deferred exchange | days | 180 | |||
Assets | ||||
Land | $ 4,318 | |||
Building and other improvements | 83,275 | |||
Less accumulated depreciation | (795) | |||
Net investment properties | 86,798 | |||
Acquired lease intangible assets | 6,479 | |||
Other assets | 1,483 | |||
Total assets | 94,760 | |||
Liabilities | ||||
Loan due to the Company | 87,452 | |||
Other liabilities | 7,309 | |||
Total liabilities | $ 94,761 | |||
VIE | Main Street Promenade | ||||
Variable Interest Entity [Line Items] | ||||
Amount loaned to VIE for acquisition | $ 87,452 | |||
VIE | Oak Brook Promenade | ||||
Variable Interest Entity [Line Items] | ||||
Amount loaned to VIE for acquisition | $ 65,419 |
Dispositions - Summary of Dispo
Dispositions - Summary of Dispositions (Details) $ in Thousands | Mar. 24, 2017USD ($)ft² | Mar. 16, 2017USD ($)ft² | Mar. 15, 2017USD ($)ft² | Mar. 08, 2017USD ($)ft² | Mar. 07, 2017USD ($)ft² | Feb. 21, 2017USD ($)ft² | Jan. 27, 2017USD ($)ft² | Mar. 30, 2016USD ($)ft²property | Feb. 10, 2016USD ($)ft² | Feb. 01, 2016USD ($)ft² | Mar. 31, 2017USD ($)ft² | Mar. 31, 2016USD ($)ft² | Dec. 31, 2016USD ($) |
Property Dispositions [Line Items] | |||||||||||||
Aggregate proceeds, net | $ 43,540 | $ 16,427 | |||||||||||
Gain | 41,164 | 21,739 | |||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | 62,468 | 34,973 | |||||||||||
Mortgage obligation | 373,221 | $ 769,184 | |||||||||||
Gain on extinguishment of debt | $ 0 | $ 13,653 | |||||||||||
Rite Aid Store (Eckerd), Culver Rd. | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 10,900 | ||||||||||||
Consideration | $ 500 | ||||||||||||
Aggregate proceeds, net | 332 | ||||||||||||
Gain | $ 0 | ||||||||||||
Shoppes at Park West | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 63,900 | ||||||||||||
Consideration | $ 15,383 | ||||||||||||
Net payment for disposition | (11) | ||||||||||||
Gain | 7,569 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 15,272 | ||||||||||||
CVS Pharmacy - Sylacauga | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 10,100 | ||||||||||||
Consideration | $ 3,700 | ||||||||||||
Aggregate proceeds, net | 16 | ||||||||||||
Gain | 1,651 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 3,332 | ||||||||||||
Rite Aid Store (Eckerd) - Kill Devil Hills | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 13,800 | ||||||||||||
Consideration | $ 4,297 | ||||||||||||
Aggregate proceeds, net | 20 | ||||||||||||
Gain | 1,857 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 4,114 | ||||||||||||
Century III Plaza - Home Depot | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 131,900 | ||||||||||||
Consideration | $ 17,519 | ||||||||||||
Aggregate proceeds, net | 313 | ||||||||||||
Gain | 4,487 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 17,031 | ||||||||||||
Century III Plaza | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 284,100 | ||||||||||||
Village Shoppes at Gainesville | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 229,500 | ||||||||||||
Consideration | $ 41,750 | ||||||||||||
Aggregate proceeds, net | 41,380 | ||||||||||||
Gain | $ 14,107 | ||||||||||||
Northwood Crossing | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 160,000 | ||||||||||||
Consideration | $ 22,850 | ||||||||||||
Aggregate proceeds, net | 4 | ||||||||||||
Gain | 10,007 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 22,719 | ||||||||||||
2017 dispositions | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 620,100 | ||||||||||||
Consideration | $ 105,999 | ||||||||||||
Aggregate proceeds, net | 42,054 | ||||||||||||
Gain | 39,678 | ||||||||||||
Maple Tree Place | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Aggregate proceeds, net | 1,486 | ||||||||||||
Gain | $ 1,486 | ||||||||||||
The Gateway | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 623,200 | ||||||||||||
Consideration | $ 75,000 | ||||||||||||
Net payment for disposition | (795) | ||||||||||||
Gain | 3,868 | ||||||||||||
Mortgage obligation | 94,353 | ||||||||||||
Loan obligation assumed by the buyer | 75,000 | ||||||||||||
Gain on extinguishment of debt | $ 13,653 | ||||||||||||
Stateline Station | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 142,600 | ||||||||||||
Consideration | $ 17,500 | ||||||||||||
Aggregate proceeds, net | 17,210 | ||||||||||||
Gain | $ 4,253 | ||||||||||||
Six Property Portfolio | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 230,400 | ||||||||||||
Consideration | $ 35,413 | ||||||||||||
Aggregate proceeds, net | 12 | ||||||||||||
Gain | 13,618 | ||||||||||||
Proceeds temporarily restricted related to potential 1031 Exchanges | $ 34,973 | ||||||||||||
Number of properties sold | property | 6 | ||||||||||||
2016 dispositions | |||||||||||||
Property Dispositions [Line Items] | |||||||||||||
Square footage | ft² | 996,200 | ||||||||||||
Consideration | $ 127,913 | ||||||||||||
Aggregate proceeds, net | 16,427 | ||||||||||||
Gain | $ 21,739 |
Dispositions - Assets and Liabi
Dispositions - Assets and Liabilities of Investment Properties Held for Sale (Details) $ in Thousands | May 03, 2017USD ($)ft² | Mar. 31, 2017USD ($)ft² | Dec. 31, 2016USD ($) |
Assets | |||
Assets associated with investment properties held for sale | $ 38,200 | $ 30,827 | |
Liabilities | |||
Liabilities associated with investment properties held for sale | $ 1,060 | 864 | |
Investment properties held for sale | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 344,000 | ||
Assets | |||
Land, building and other improvements | $ 57,158 | 45,395 | |
Less accumulated depreciation | (20,608) | (15,769) | |
Net investment properties | 36,550 | 29,626 | |
Other assets | 1,650 | 1,201 | |
Assets associated with investment properties held for sale | 38,200 | 30,827 | |
Liabilities | |||
Other liabilities | 1,060 | 864 | |
Liabilities associated with investment properties held for sale | $ 1,060 | $ 864 | |
Century III Plaza, excluding the Home Depot parcel | Investment properties held for sale | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 152,200 | ||
University Town Center | Investment properties held for sale | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 57,500 | ||
Edgemont Town Center | Investment properties held for sale | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 77,700 | ||
Phenix Crossing | Investment properties held for sale | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 56,600 | ||
Subsequent events | University Town Center, Edgemont Town Center and Phenix Crossing | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Consideration | $ 46,125 | ||
Subsequent events | Brown's Lane | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Square footage | ft² | 74,700 | ||
Consideration | $ 10,575 |
Equity Compensation Plans (Deta
Equity Compensation Plans (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Mar. 31, 2017 | Mar. 31, 2017 | Mar. 31, 2016 |
Equity Instruments, Nonvested [Roll Forward] | |||
Balance at the end of the period (in shares) | 534 | 534 | 659 |
Restricted shares | |||
Share-based Compensation Arrangement [Line Items] | |||
Fair value of restricted shares vested | $ 3,250 | ||
Equity Instruments, Nonvested [Roll Forward] | |||
Balance at the beginning of the period (in shares) | 542 | ||
Shares/RSUs granted (in shares) | 206 | ||
Shares vested (in shares) | (214) | ||
Balance at the end of the period (in shares) | 534 | 534 | |
Equity Instruments, Nonvested, Weighted Average Grant Date Fair Value | |||
Balance at the beginning of the period (in dollars per share) | $ 15.28 | ||
Shares/RSUs granted (in dollars per share) | 15.46 | ||
Shares vested (in dollars per share) | 15.24 | ||
Balance at the end of the period (in dollars per share) | $ 15.37 | $ 15.37 | |
Compensation Cost Not Yet Recognized | |||
Total unrecognized compensation expense | $ 4,707 | $ 4,707 | |
RSUs | |||
Share-based Compensation Arrangement [Line Items] | |||
Vesting period for shares/RSUs granted | 1 year | ||
Risk-free interest rate (as a percent) | 1.50% | ||
Common stock dividend yield (as a percent) | 4.32% | ||
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% | ||
Equity Instruments, Nonvested [Roll Forward] | |||
Balance at the beginning of the period (in shares) | 391 | ||
Shares/RSUs granted (in shares) | 253 | ||
Balance at the end of the period (in shares) | 644 | 644 | |
Equity Instruments, Nonvested, Weighted Average Grant Date Fair Value | |||
Balance at the beginning of the period (in dollars per share) | $ 14.02 | ||
Shares/RSUs granted (in dollars per share) | 15.52 | ||
Balance at the end of the period (in dollars per share) | $ 14.61 | $ 14.61 | |
Compensation Cost Not Yet Recognized | |||
Total unrecognized compensation expense | $ 6,758 | $ 6,758 | |
Restricted shares and RSUs | |||
Share-based Compensation Arrangement [Line Items] | |||
Compensation expense | $ 1,793 | $ 2,026 | |
Stock options | |||
Share-based Compensation Arrangement [Line Items] | |||
Number of options outstanding | 41 | 41 | 53 |
Minimum | Restricted shares | |||
Share-based Compensation Arrangement [Line Items] | |||
Vesting period for shares/RSUs granted | 1 year | ||
Maximum | Restricted shares | |||
Share-based Compensation Arrangement [Line Items] | |||
Vesting period for shares/RSUs granted | 3 years | ||
Weighted average | Restricted shares | |||
Compensation Cost Not Yet Recognized | |||
Unrecognized compensation expense, period for recognition (in years) | 1 year 7 months 10 days | ||
Weighted average | RSUs | |||
Compensation Cost Not Yet Recognized | |||
Unrecognized compensation expense, period for recognition (in years) | 2 years 11 months |
Mortgages Payable - Summary (De
Mortgages Payable - Summary (Details) $ in Thousands | Mar. 31, 2017USD ($)property | Dec. 31, 2016USD ($)property | Mar. 31, 2017USD ($)property | Mar. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||
Fixed rate mortgages payable | $ 2,086,372 | $ 2,086,372 | ||
Weighted average interest rate (as a percent) | 3.49% | 3.49% | ||
Premium paid in connection with defeasance of mortgages payable | $ 59,968 | $ 0 | ||
Fixed rate debt | ||||
Debt Instrument [Line Items] | ||||
Fixed rate mortgages payable | $ 1,523,372 | $ 1,523,372 | ||
Weighted average interest rate (as a percent) | 3.91% | 3.91% | ||
Mortgages payable | ||||
Debt Instrument [Line Items] | ||||
Premium, net of accumulated amortization | $ 1,330 | $ 1,437 | $ 1,330 | |
Discount, net of accumulated amortization | (612) | (622) | (612) | |
Capitalized loan fees, net of accumulated amortization | (869) | (5,026) | (869) | |
Mortgages payable, net | 373,221 | 769,184 | 373,221 | |
Amount of mortgages payable repaid or defeased | 398,806 | |||
Scheduled principal payments related to amortizing loans | 1,217 | |||
Mortgages payable | Fixed rate debt | ||||
Debt Instrument [Line Items] | ||||
Fixed rate mortgages payable | $ 373,372 | $ 773,395 | $ 373,372 | |
Weighted average interest rate (as a percent) | 5.21% | 6.31% | 5.21% | |
Weighted average years to maturity | 5 years 1 month 10 days | 4 years 2 months 15 days | ||
IW JV 2009, LLC | ||||
Debt Instrument [Line Items] | ||||
Cross-collateralized mortgage balance | $ 379,435 | |||
Number of properties in cross-collateralized mortgage | property | 45 | |||
Premium paid in connection with defeasance of mortgages payable | $ 60,198 | |||
Number of properties no longer securing cross-collateralized mortgage | property | 45 | 45 | ||
Minimum | Mortgages payable | ||||
Debt Instrument [Line Items] | ||||
Fixed interest rate (as a percent) | 3.75% | 3.75% | 3.75% | |
Maximum | Mortgages payable | ||||
Debt Instrument [Line Items] | ||||
Fixed interest rate (as a percent) | 8.00% | 8.00% | 8.00% | |
2017 dispositions | Mortgages payable | ||||
Debt Instrument [Line Items] | ||||
Amount of mortgages payable repaid or defeased | $ 26,147 | |||
Debt repaid or defeased | Weighted average | Mortgages payable | ||||
Debt Instrument [Line Items] | ||||
Fixed interest rate (as a percent) | 7.34% | 7.34% |
Mortgages Payable - Debt Maturi
Mortgages Payable - Debt Maturities (Details) $ in Thousands | Mar. 31, 2017USD ($)instrument | Dec. 31, 2016USD ($) |
Long-term Debt, Fiscal Year Maturity | ||
2,017 | $ 28,325 | |
2,018 | 205,065 | |
2,019 | 65,352 | |
2,020 | 366,923 | |
2,021 | 372,820 | |
Thereafter | 1,047,887 | |
Total | $ 2,086,372 | |
Long-term Debt, Weighted Average Interest Rate | ||
2,017 | 4.22% | |
2,018 | 2.50% | |
2,019 | 7.45% | |
2,020 | 2.36% | |
2,021 | 2.73% | |
Thereafter | 4.09% | |
Total | 3.49% | |
Mortgages payable | ||
Debt Instrument [Line Items] | ||
Premium, net of accumulated amortization | $ 1,330 | $ 1,437 |
Discount, net of accumulated amortization | (612) | (622) |
Capitalized loan fees, net of accumulated amortization | (869) | (5,026) |
Unsecured notes payable | ||
Debt Instrument [Line Items] | ||
Discount, net of accumulated amortization | (942) | (971) |
Capitalized loan fees, net of accumulated amortization | (3,771) | $ (3,886) |
Consolidated indebtedness | ||
Debt Instrument [Line Items] | ||
Capitalized loan fees, net of accumulated amortization | $ (8,446) | |
Weighted average years to maturity | 5 years 4 months | |
Fixed rate debt | ||
Long-term Debt, Fiscal Year Maturity | ||
2,017 | $ 28,325 | |
2,018 | 5,065 | |
2,019 | 65,352 | |
2,020 | 3,923 | |
2,021 | 372,820 | |
Thereafter | 1,047,887 | |
Total | $ 1,523,372 | |
Long-term Debt, Weighted Average Interest Rate | ||
2,017 | 4.22% | |
2,018 | 5.49% | |
2,019 | 7.45% | |
2,020 | 4.62% | |
2,021 | 2.73% | |
Thereafter | 4.09% | |
Total | 3.91% | |
Fixed rate debt | Mortgages payable | ||
Debt Instrument [Line Items] | ||
Weighted average years to maturity | 5 years 1 month 10 days | 4 years 2 months 15 days |
Long-term Debt, Fiscal Year Maturity | ||
2,017 | $ 28,325 | |
2,018 | 5,065 | |
2,019 | 65,352 | |
2,020 | 3,923 | |
2,021 | 22,820 | |
Thereafter | 247,887 | |
Total | $ 373,372 | $ 773,395 |
Long-term Debt, Weighted Average Interest Rate | ||
Total | 5.21% | 6.31% |
Fixed rate debt | Unsecured term loans | ||
Long-term Debt, Fiscal Year Maturity | ||
2,017 | $ 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 250,000 | |
Thereafter | 200,000 | |
Total | 450,000 | |
Fixed rate debt | Unsecured notes payable | ||
Long-term Debt, Fiscal Year Maturity | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 100,000 | |
Thereafter | 600,000 | |
Total | $ 700,000 | |
Variable rate debt | ||
Long-term Debt, Weighted Average Interest Rate | ||
2,017 | 0.00% | |
2,018 | 2.43% | |
2,019 | 0.00% | |
2,020 | 2.33% | |
2,021 | 0.00% | |
Thereafter | 0.00% | |
Total | 2.37% | |
Variable rate debt | Variable rate term loan and revolving line of credit | ||
Long-term Debt, Fiscal Year Maturity | ||
2,017 | $ 0 | |
2,018 | 200,000 | |
2,019 | 0 | |
2,020 | 363,000 | |
2,021 | 0 | |
Thereafter | 0 | |
Total | 563,000 | |
$100,000 and $150,000 interest rate swaps maturing in 2017 | ||
Debt Instrument [Line Items] | ||
Variable rate debt swapped to fixed rate | $ 250,000 | |
Number of instruments | instrument | 2 | |
Two $100,000 interest rate swaps maturing in 2018 | ||
Debt Instrument [Line Items] | ||
Variable rate debt swapped to fixed rate | $ 200,000 | |
Number of instruments | instrument | 2 | |
Fixed interest rate (as a percent) | 1.26% | |
LIBOR | $100,000 and $150,000 interest rate swaps maturing in 2017 | ||
Debt Instrument [Line Items] | ||
Reference rate for variable interest rate | one-month floating rate LIBOR | |
LIBOR | Two $100,000 interest rate swaps maturing in 2018 | ||
Debt Instrument [Line Items] | ||
Reference rate for variable interest rate | one-month floating rate LIBOR | |
Weighted average | $100,000 and $150,000 interest rate swaps maturing in 2017 | ||
Debt Instrument [Line Items] | ||
Fixed interest rate (as a percent) | 0.67% |
Unsecured Notes Payable (Detail
Unsecured Notes Payable (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal balance | $ 695,287 | $ 695,143 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal balance | 700,000 | 700,000 |
Discount, net of accumulated amortization | (942) | (971) |
Capitalized loan fees, net of accumulated amortization | $ (3,771) | $ (3,886) |
Weighted average interest rate (as a percent) | 4.19% | 4.19% |
Senior Notes | 4.12% Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 100,000 | $ 100,000 |
Stated interest rate (as a percent) | 4.12% | 4.12% |
Senior Notes | 4.58% Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 150,000 | $ 150,000 |
Stated interest rate (as a percent) | 4.58% | 4.58% |
Senior Notes | 4.00% Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 250,000 | $ 250,000 |
Stated interest rate (as a percent) | 4.00% | 4.00% |
Senior Notes | 4.08% Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 100,000 | $ 100,000 |
Stated interest rate (as a percent) | 4.08% | 4.08% |
Senior Notes | 4.24% Notes Due 2028 | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 100,000 | $ 100,000 |
Stated interest rate (as a percent) | 4.24% | 4.24% |
Unsecured Credit Facility (Deta
Unsecured Credit Facility (Details) $ in Thousands | Mar. 31, 2017USD ($) | Jan. 03, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 06, 2016USD ($)extension_options |
Line of Credit Facility [Line Items] | ||||
Unsecured term loans | $ 646,194 | $ 447,598 | ||
Revolving line of credit | $ 363,000 | $ 86,000 | ||
$250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.30% | 1.30% | ||
Unsecured term loans | ||||
Line of Credit Facility [Line Items] | ||||
Unsecured term loans | $ 650,000 | $ 450,000 | ||
Capitalized loan fees, net of accumulated amortization | (3,806) | (2,402) | ||
Term loans, net | $ 646,194 | 447,598 | ||
Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.70% | |||
Principal amount | $ 200,000 | |||
Fixed rate debt | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Unsecured term loans | $ 250,000 | $ 250,000 | ||
Interest rate (as a percent) | 1.97% | 1.97% | ||
Fixed rate debt | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Unsecured term loans | $ 200,000 | $ 0 | ||
Interest rate on term loan (as a percent) | 2.96% | 0.00% | ||
Variable rate debt | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Unsecured term loans | $ 200,000 | $ 200,000 | ||
Interest rate (as a percent) | 2.43% | 2.22% | ||
Variable rate debt | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Revolving line of credit | $ 363,000 | $ 86,000 | ||
Interest rate (as a percent) | 2.33% | 2.12% | ||
$100,000 and $150,000 interest rate swaps maturing in 2017 | ||||
Line of Credit Facility [Line Items] | ||||
Variable rate debt swapped to fixed rate | $ 250,000 | |||
$100,000 and $150,000 interest rate swaps maturing in 2017 | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable rate debt swapped to fixed rate | 250,000 | |||
Two $100,000 interest rate swaps maturing in 2018 | ||||
Line of Credit Facility [Line Items] | ||||
Variable rate debt swapped to fixed rate | $ 200,000 | |||
Fixed interest rate (as a percent) | 1.26% | |||
Two $100,000 interest rate swaps maturing in 2018 | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable rate debt swapped to fixed rate | $ 200,000 | |||
Fixed interest rate (as a percent) | 1.26% | |||
LIBOR | Unsecured Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | LIBOR | |||
LIBOR | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | LIBOR | |||
LIBOR | $100,000 and $150,000 interest rate swaps maturing in 2017 | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | one-month floating rate LIBOR | |||
LIBOR | $100,000 and $150,000 interest rate swaps maturing in 2017 | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | LIBOR | |||
LIBOR | Two $100,000 interest rate swaps maturing in 2018 | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | one-month floating rate LIBOR | |||
LIBOR | Two $100,000 interest rate swaps maturing in 2018 | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Reference rate for variable interest rate | LIBOR | |||
Minimum | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.30% | |||
Minimum | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.70% | |||
Minimum | LIBOR | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.70% | |||
Maximum | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.20% | |||
Maximum | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.55% | |||
Maximum | LIBOR | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.55% | |||
Weighted average | $100,000 and $150,000 interest rate swaps maturing in 2017 | ||||
Line of Credit Facility [Line Items] | ||||
Fixed interest rate (as a percent) | 0.67% | |||
Weighted average | $100,000 and $150,000 interest rate swaps maturing in 2017 | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Fixed interest rate (as a percent) | 0.67% | |||
KeyBank and Wells Fargo Syndicate | Unsecured Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Aggregate borrowing capacity | $ 1,200,000 | |||
Additional borrowing capacity | 400,000 | |||
Maximum borrowing capacity | 1,600,000 | |||
KeyBank and Wells Fargo Syndicate | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Principal amount | 250,000 | |||
KeyBank and Wells Fargo Syndicate | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
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% | |||
KeyBank and Wells Fargo Syndicate | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
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% | |||
KeyBank and Wells Fargo Syndicate | Minimum | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Quarterly unused fees (as a percent) | 0.15% | |||
KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.30% | |||
KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.45% | |||
KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.35% | |||
KeyBank and Wells Fargo Syndicate | Maximum | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Quarterly unused fees (as a percent) | 0.25% | |||
KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.20% | |||
KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.20% | |||
KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.25% | |||
Investment grade rated | Minimum | LIBOR | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.50% | |||
Investment grade rated | Maximum | LIBOR | Term Loan Due 2023 | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.45% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Minimum | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Facility fee (as a percent) | 0.125% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 0.90% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.05% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Minimum | LIBOR | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 0.85% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Maximum | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Facility fee (as a percent) | 0.30% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | $250,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.75% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | $200,000 term loan | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 2.05% | |||
Investment grade rated | KeyBank and Wells Fargo Syndicate | Maximum | LIBOR | Unsecured revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Variable interest rate spread (as a percent) | 1.55% |
Term Loan Due 2023 (Details)
Term Loan Due 2023 (Details) - Term Loan Due 2023 - USD ($) $ in Thousands | Mar. 31, 2017 | Jan. 03, 2017 |
Debt Instrument [Line Items] | ||
Term of debt issuance | 7 years | |
Principal amount | $ 200,000 | |
Variable interest rate spread (as a percent) | 1.70% | |
Additional borrowing capacity | 100,000 | |
Maximum borrowing capacity | $ 300,000 | |
LIBOR | ||
Debt Instrument [Line Items] | ||
Reference rate for variable interest rate | LIBOR | |
Minimum | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 1.70% | |
Minimum | LIBOR | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 1.70% | |
Maximum | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 2.55% | |
Maximum | LIBOR | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 2.55% | |
Investment grade rated | Minimum | LIBOR | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 1.50% | |
Investment grade rated | Maximum | LIBOR | ||
Debt Instrument [Line Items] | ||
Variable interest rate spread (as a percent) | 2.45% |
Derivatives - Schedule of Deriv
Derivatives - Schedule of Derivative Instruments (Details) $ in Thousands | Mar. 31, 2017USD ($)instrument | Mar. 31, 2017USD ($)instrument | Jan. 03, 2017USD ($) | Dec. 31, 2016USD ($)instrument |
Two $100,000 interest rate swaps maturing in 2018 | ||||
Derivative [Line Items] | ||||
Number of instruments | instrument | 2 | 2 | ||
Notional | $ 200,000 | $ 200,000 | ||
Fixed interest rate (as a percent) | 1.26% | 1.26% | ||
Cash flow hedges | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Number of instruments | instrument | 4 | 4 | 2 | |
Amount of gain (loss) on cash flow hedges expected to be reclassified to interest expense over the next 12 months | $ 877 | |||
Notional | $ 450,000 | $ 450,000 | $ 250,000 | |
Cash flow hedges | Two $100,000 interest rate swaps maturing in 2018 | ||||
Derivative [Line Items] | ||||
Number of instruments | instrument | 2 | 2 | ||
Cash flow hedges | $100,000 interest rate swap maturing in 2018 no. 1 | ||||
Derivative [Line Items] | ||||
Notional | $ 100,000 | |||
Fixed interest rate (as a percent) | 1.26% | |||
Cash flow hedges | $100,000 interest rate swap maturing in 2018 no. 2 | ||||
Derivative [Line Items] | ||||
Notional | $ 100,000 | |||
Fixed interest rate (as a percent) | 1.26% | |||
LIBOR | Two $100,000 interest rate swaps maturing in 2018 | ||||
Derivative [Line Items] | ||||
Reference rate for variable interest rate | one-month floating rate LIBOR | |||
LIBOR | Cash flow hedges | Two $100,000 interest rate swaps maturing in 2018 | ||||
Derivative [Line Items] | ||||
Reference rate for variable interest rate | one-month floating rate LIBOR |
Derivatives - Interest Rate Swa
Derivatives - Interest Rate Swaps Designated as Cash Flow Hedges (Details) - Interest rate swaps - Cash flow hedges $ in Thousands | Mar. 31, 2017USD ($)instrument | Dec. 31, 2016USD ($)instrument |
Derivative [Line Items] | ||
Number of instruments | instrument | 4 | 2 |
Notional | $ | $ 450,000 | $ 250,000 |
Derivatives - Estimated Fair Va
Derivatives - Estimated Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Interest rate swaps | Cash flow hedges | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | $ 1,369 | $ 743 |
Derivatives - Effect on Stateme
Derivatives - Effect on Statements of Operations (Details) - Interest rate swaps - Cash flow hedges - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, (Gain) Loss [Line Items] | ||
Amount of (gain) loss recognized in other comprehensive income on derivative (effective portion) | $ (472) | $ 53 |
Amount of loss reclassified from AOCI into income (effective portion) | 160 | 86 |
Amount of loss recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing) | $ 6 | $ 0 |
Equity (Details)
Equity (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Dec. 31, 2015 | Mar. 31, 2017 | |
2015 ATM Equity Program | ||
Class of Stock [Line Items] | ||
Maximum aggregate offering price | $ 250,000 | |
Aggregate offering price of remaining common shares available for sale | $ 250,000 | |
2015 Share Repurchase Program | ||
Class of Stock [Line Items] | ||
Maximum authorized amount for stock repurchases | $ 250,000 | |
Remaining authorized repurchase amount | $ 241,159 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Numerator: | |||||
(Loss) income from continuing operations | $ (50,264) | $ 25,687 | |||
Gain on sales of investment properties | 41,164 | 21,739 | |||
Preferred stock dividends | (2,362) | (2,362) | |||
Net (loss) income attributable to common shareholders | (11,462) | 45,064 | |||
Distributions paid on unvested restricted shares | (90) | (130) | |||
Net (loss) income attributable to common shareholders excluding amounts attributable to unvested restricted shares | $ (11,552) | $ 44,934 | |||
Denominator for (loss) earnings per common share – basic: | |||||
Weighted average number of common shares outstanding | 236,294 | 236,578 | |||
Effect of dilutive securities: | |||||
Stock options | 0 | 2 | |||
RSUs | 0 | 100 | |||
Denominator for (loss) earnings per common share – diluted: | |||||
Weighted average number of common and common equivalent shares outstanding | 236,294 | 236,680 | |||
Earnings Per Share, Other Disclosures | |||||
Unvested restricted common stock | 534 | 659 | 534 | 659 | |
Weighted average number of shares of restricted common stock | 565 | 725 | |||
Stock options | |||||
Antidilutive Securities Excluded from Computation of Earnings per Share [Line Items] | |||||
Number of outstanding options to purchase shares of common stock | 41 | 53 | 41 | 53 | |
Weighted average exercise price of outstanding options (in dollars per share) | $ 19.25 | $ 19.39 | $ 19.25 | $ 19.39 | |
Number of outstanding options to purchase shares of common stock that would be anti-dilutive | 41 | 45 | |||
Weighted average exercise price of outstanding options excluded from diluted EPS calculation (in dollars per share) | $ 19.25 | $ 20.74 | |||
RSUs | |||||
Earnings Per Share, Other Disclosures | |||||
Unvested restricted common stock | 644 | 644 | 391 | ||
Antidilutive Securities Excluded from Computation of Earnings per Share [Line Items] | |||||
Number of RSUs eligible for future conversion | 644 | 397 | 644 | 397 | |
Weighted average number of RSUs | 638 | 275 |
Provision for Impairment of I55
Provision for Impairment of Investment Properties - Impairment Indicators (Details) - property | Mar. 31, 2017 | Mar. 31, 2016 |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Number of properties for which indicators of impairment were identified | 8 | 5 |
Number of properties for which an impairment charge was recorded | 0 | 1 |
Number of properties held for sale with impairment indicators but not impaired | 4 | 1 |
Remaining properties for which indicators of impairment were identified but no impairment was considered necessary | 4 | 3 |
Weighted average percentage by which projected undiscounted cash flows exceeded carrying value for each of the remaining properties | 17.00% | 9.00% |
Number of properties with impairment indicators which were subsequently sold | 3 | 3 |
Provision for Impairment of I56
Provision for Impairment of Investment Properties - Impairment Charges (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($)ft² | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Provision for impairment of investment properties | $ 0 | $ 2,164 |
South Billings Center | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Square footage | ft² | 0 | |
Provision for impairment of investment properties | $ 2,164 | |
Estimated fair value of impaired property as of impairment date | $ 3,000 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Financial liabilities: | ||
Mortgages payable, net | $ 373,221 | $ 769,184 |
Unsecured notes payable, net | 695,287 | 695,143 |
Unsecured term loans, net | 646,194 | 447,598 |
Unsecured revolving line of credit | 363,000 | 86,000 |
Carrying value | ||
Financial assets: | ||
Derivative asset | 1,369 | 743 |
Financial liabilities: | ||
Mortgages payable, net | 373,221 | 769,184 |
Unsecured notes payable, net | 695,287 | 695,143 |
Unsecured term loans, net | 646,194 | 447,598 |
Unsecured revolving line of credit | 363,000 | 86,000 |
Fair value | ||
Financial assets: | ||
Derivative asset | 1,369 | 743 |
Financial liabilities: | ||
Mortgages payable, net | 391,882 | 833,210 |
Unsecured notes payable, net | 690,016 | 679,212 |
Unsecured term loans, net | 650,347 | 450,421 |
Unsecured revolving line of credit | $ 363,505 | $ 86,130 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Fair Value Measurements (Details) - Recurring Fair Value Measurements - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value Measurements [Line Items] | ||
Derivative asset | $ 1,369 | $ 743 |
Fair value, Level 2 | ||
Fair Value Measurements [Line Items] | ||
Derivative asset | $ 1,369 | $ 743 |
Fair Value Measurements - Nonre
Fair Value Measurements - Nonrecurring Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Fair Value Measurements [Line Items] | |||||
Provision for impairment | $ 0 | $ 2,164 | |||
Nonrecurring Fair Value Measurements | |||||
Fair Value Measurements [Line Items] | |||||
Fair value of investment properties | $ 11,100 | $ 11,100 | |||
Provision for impairment | 13,227 | ||||
Fair value, Level 2 | Nonrecurring Fair Value Measurements | |||||
Fair Value Measurements [Line Items] | |||||
Fair value of investment properties | 500 | 500 | |||
Fair value, Level 3 | Nonrecurring Fair Value Measurements | |||||
Fair Value Measurements [Line Items] | |||||
Fair value of investment properties | 10,600 | 10,600 | |||
Crown Theater | |||||
Fair Value Measurements [Line Items] | |||||
Fair value of investment properties | 4,000 | 4,000 | |||
Saucon Valley Square | |||||
Fair Value Measurements [Line Items] | |||||
Fair value of investment properties | $ 6,600 | $ 6,600 | |||
Minimum | Fair value, Level 3 | |||||
Fair Value Measurements [Line Items] | |||||
Operating expense growth rates | 3.10% | ||||
Discount rates | 9.35% | ||||
Terminal capitalization rates | 8.35% | ||||
Maximum | Fair value, Level 3 | |||||
Fair Value Measurements [Line Items] | |||||
Operating expense growth rates | 18.02% | ||||
Discount rates | 10.00% | ||||
Terminal capitalization rates | 9.50% |
Fair Value Measurements - Fai60
Fair Value Measurements - Fair Value Disclosures (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 |
Fair Value Measurements [Line Items] | |||
Mortgages payable, net | $ 373,221 | $ 769,184 | |
Unsecured notes payable, net | 695,287 | 695,143 | |
Unsecured term loans, net | 646,194 | 447,598 | |
Unsecured revolving line of credit | 363,000 | 86,000 | |
Fair value, Level 1 | |||
Fair Value Measurements [Line Items] | |||
Unsecured notes payable, net | 239,002 | 234,700 | |
Fair value, Level 3 | |||
Fair Value Measurements [Line Items] | |||
Mortgages payable, net | 391,882 | 833,210 | |
Unsecured notes payable, net | 451,014 | 444,512 | |
Unsecured term loans, net | 650,347 | 450,421 | |
Unsecured revolving line of credit | 363,505 | 86,130 | |
Fair value, Total | |||
Fair Value Measurements [Line Items] | |||
Mortgages payable, net | 391,882 | 833,210 | |
Unsecured notes payable, net | 690,016 | 679,212 | |
Unsecured term loans, net | 650,347 | 450,421 | |
Unsecured revolving line of credit | $ 363,505 | $ 86,130 | |
Minimum | Fair value, Level 3 | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 9.35% | ||
Maximum | Fair value, Level 3 | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 10.00% | ||
Mortgages payable | Minimum | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 2.90% | 2.90% | |
Mortgages payable | Maximum | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 4.40% | 4.60% | |
Unsecured notes payable | |||
Fair Value Measurements [Line Items] | |||
Unsecured notes payable, net | $ 700,000 | $ 700,000 | |
Unsecured term loans | Weighted average | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 1.42% | 1.30% | |
Unsecured revolving line of credit | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 1.30% | 1.30% | |
Notes Due 2021, 2024, 2026 and 2028 | Unsecured notes payable | Weighted average | |||
Fair Value Measurements [Line Items] | |||
Discount rate (as a percent) | 4.33% | 4.48% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Commitments and Contingencies [Line Items] | |
Amount of letters of credit outstanding | $ 12,296 |
Reisterstown Road Plaza | |
Commitments and Contingencies [Line Items] | |
Redevelopment costs incurred | 2,852 |
Reisterstown Road Plaza | Minimum | |
Commitments and Contingencies [Line Items] | |
Net estimated redevelopment costs | 12,000 |
Reisterstown Road Plaza | Maximum | |
Commitments and Contingencies [Line Items] | |
Net estimated redevelopment costs | 13,000 |
Towson Circle | |
Commitments and Contingencies [Line Items] | |
Redevelopment costs incurred | 10,686 |
Towson Circle | Minimum | |
Commitments and Contingencies [Line Items] | |
Net estimated redevelopment costs | 33,000 |
Towson Circle | Maximum | |
Commitments and Contingencies [Line Items] | |
Net estimated redevelopment costs | $ 35,000 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | May 03, 2017USD ($)ft²$ / shares | Mar. 31, 2017USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares |
Subsequent Event [Line Items] | |||||
Gain | $ 41,164 | $ 21,739 | |||
Preferred stock dividends declared (per share) | $ / shares | $ 0.4375 | $ 0.4375 | |||
Common stock dividends declared (per share) | $ / shares | $ 0.165625 | $ 0.165625 | |||
7.00% Series A cumulative redeemable preferred stock | |||||
Subsequent Event [Line Items] | |||||
Preferred stock, dividend rate | 7.00% | 7.00% | |||
Subsequent events | University Town Center | |||||
Subsequent Event [Line Items] | |||||
Square footage | ft² | 57,500 | ||||
Sales price | $ 14,700 | ||||
Gain | $ 8,943 | ||||
Subsequent events | Edgemont Town Center | |||||
Subsequent Event [Line Items] | |||||
Square footage | ft² | 77,700 | ||||
Sales price | $ 19,025 | ||||
Gain | $ 8,995 | ||||
Subsequent events | Phenix Crossing | |||||
Subsequent Event [Line Items] | |||||
Square footage | ft² | 56,600 | ||||
Sales price | $ 12,400 | ||||
Gain | $ 5,699 | ||||
Subsequent events | Brown's Lane | |||||
Subsequent Event [Line Items] | |||||
Square footage | ft² | 74,700 | ||||
Sales price | $ 10,575 | ||||
Gain | $ 3,408 | ||||
Subsequent events | One Loudoun Downtown - Phase III | |||||
Subsequent Event [Line Items] | |||||
Square footage | ft² | 9,800 | ||||
Gross purchase price | $ 2,193 | ||||
Subsequent events | 7.00% Series A cumulative redeemable preferred stock | |||||
Subsequent Event [Line Items] | |||||
Preferred stock, dividend rate | 7.00% | ||||
Preferred stock dividends declared (per share) | $ / shares | $ 0.4375 | ||||
Subsequent events | Class A common stock | |||||
Subsequent Event [Line Items] | |||||
Common stock dividends declared (per share) | $ / shares | $ 0.165625 |