RESTATEMENT | RESTATEMENT During the performance of the Company’s year end procedures on the consolidated financial statements to be included in its Annual Report on Form 10-K for the year ended December 31, 2017, management identified incorrect allocations of net income between the Company’s stockholders and the Company’s joint venture partner in the Brindleyplace joint venture (the “Brindleyplace JV”) and incorrect classifications of certain redemptions as distributions pertaining to preferred equity securities of the Brindleyplace JV during the nine months ended September 30, 2017. As a result, the Condensed Consolidated Financial Statements and the Notes to the Condensed Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q/A have been restated from the amounts previously reported to reflect the appropriate allocation of net income and redemptions related to the Brindleyplace JV. Certain immaterial prior year corrections related to the incorrect allocation of net income described above also have been restated for the periods included in this Quarterly Report on Form 10-Q/A for comparative purposes. In addition, management identified an incorrect calculation of a gain on sale of real estate investments during the three and nine months ended September 30, 2017. As a result, these periods included in this Quarterly Report on Form 10-Q/A have been restated from the amounts previously reported to reflect an immaterial reduction of a gain on sale of real estate investments and corresponding increase in accumulated other comprehensive income (loss). The table below shows the effect of the restatement on the Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016 (in thousands): As of September 30, 2017 As of December 31, 2016 As Reported Adjustment As Restated As Reported Adjustment As Restated Balance Sheet Accumulated distributions in excess of earnings $ (854,251 ) $ 75,044 $ (779,207 ) $ (843,900 ) $ 22,400 $ (821,500 ) Accumulated other comprehensive income (loss) $ (144,152 ) $ 4,017 $ (140,135 ) $ (199,929 ) $ — $ (199,929 ) Total stockholders’ equity $ 1,484,846 $ 79,061 $ 1,563,907 $ 1,463,634 $ 22,400 $ 1,486,034 Noncontrolling interests $ 79,669 $ (79,061 ) $ 608 $ 44,601 $ (22,400 ) $ 22,201 The tables below show the effect of the restatement on the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the periods ended September 30, 2017 and September 30, 2016 (in thousands): Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 As Reported Adjustment As Restated As Reported Adjustment As Restated Statement of Operations and Comprehensive Income (Loss) Gain (loss) on sale of real estate investments $ 78,577 $ (4,017 ) $ 74,560 $ 219,182 $ (4,017 ) $ 215,165 Income (loss) before benefit (provision) for income taxes $ 81,911 $ (4,017 ) $ 77,894 $ 238,500 $ (4,017 ) $ 234,483 Net income (loss) $ 68,050 $ (4,017 ) $ 64,033 $ 234,137 $ (4,017 ) $ 230,120 Net (income) loss attributable to noncontrolling interests $ (1,259 ) $ 1,559 $ 300 $ (109,848 ) $ 56,661 $ (53,187 ) Net income (loss) attributable to common stockholders $ 66,791 $ (2,458 ) $ 64,333 $ 124,289 $ 52,644 $ 176,933 Basic and diluted income (loss) per common share $ 0.24 $ (0.01 ) $ 0.23 $ 0.45 $ 0.19 $ 0.64 Foreign currency translation adjustment $ 10,471 $ 4,017 $ 14,488 $ 59,159 $ 4,017 $ 63,176 Net comprehensive (income) loss attributable to noncontrolling interests $ (1,265 ) $ 1,559 $ 294 $ (113,230 ) $ 56,661 $ (56,569 ) Net comprehensive income (loss) attributable to common stockholders $ 77,256 $ 1,559 $ 78,815 $ 180,066 $ 56,661 $ 236,727 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 As Reported Adjustment As Restated As Reported Adjustment As Restated Statement of Operations and Comprehensive Income (Loss) Net (income) loss attributable to noncontrolling interests $ (2,160 ) $ 1,563 $ (597 ) $ (5,091 ) $ 3,064 $ (2,027 ) Net income (loss) attributable to common stockholders $ 10,208 $ 1,563 $ 11,771 $ 22,900 $ 3,064 $ 25,964 Basic and diluted income (loss) per common share $ 0.04 $ — $ 0.04 $ 0.08 $ 0.01 $ 0.09 Net comprehensive (income) loss attributable to noncontrolling interests $ (1,507 ) $ 1,563 $ 56 $ (2,205 ) $ 3,064 $ 859 Net comprehensive income (loss) attributable to common stockholders $ 12,887 $ 1,563 $ 14,450 $ 14,882 $ 3,064 $ 17,946 The tables below show the effect of the restatement on the Condensed Consolidated Statements of Equity for the periods ended September 30, 2017 and September 30, 2016 (in thousands): Statement of Equity for the nine months ended September 30, 2017 Accumulated Distributions in excess of earnings (As Reported) Adjustment Accumulated Distributions in excess of earnings (As Restated) Accumulated Other Comprehensive Income (Loss) (As Reported) Adjustment Accumulated Other Comprehensive Income (Loss) (As Restated) Total Stockholders’ Equity (As Reported) Adjustment Total Stockholders’ Equity (As Restated) Non- controlling Interests (As Reported) Adjustment Non- controlling Interests (As Restated) Balance as of January 1, 2017 $ (843,900 ) $ 22,400 $ (821,500 ) $ (199,929 ) $ — $ (199,929 ) $ 1,463,634 $ 22,400 $ 1,486,034 $ 44,601 $ (22,400 ) $ 22,201 Distributions declared $ (134,640 ) $ — $ (134,640 ) $ — $ — $ — $ (134,640 ) $ — $ (134,640 ) $ (21,534 ) $ (4,109 ) $ (25,643 ) Distributions on CPEC $ — $ — $ — $ — $ — $ — $ — $ — $ — $ (56,661 ) $ 56,661 $ — Redemption of CPEC $ — $ — $ — $ — $ — $ — $ — $ — $ — $ — $ (52,552 ) $ (52,552 ) Net income (loss) $ 124,289 $ 52,644 $ 176,933 $ — $ — $ — $ 124,289 $ 52,644 $ 176,933 $ 109,848 $ (56,661 ) $ 53,187 Foreign currency translation adjustment reclassified into earnings $ — $ — $ — $ 4,795 $ 4,017 $ 8,812 $ 4,795 $ 4,017 $ 8,812 $ 3,614 $ — $ 3,614 Balance as of September 30, 2017 $ (854,251 ) $ 75,044 $ (779,207 ) $ (144,152 ) $ 4,017 $ (140,135 ) $ 1,484,846 $ 79,061 $ 1,563,907 $ 79,669 $ (79,061 ) $ 608 The table below shows the effect of the restatement on the Condensed Consolidated Statement of Cash Flows for the period ended September 30, 2017 (in thousands): Nine Months Ended September 30, 2017 As Reported Adjustment As Restated Statement of Cash Flows Net income (loss) $ 234,137 $ (4,017 ) $ 230,120 (Gain) loss on the sale of real estate investments $ (219,182 ) $ 4,017 $ (215,165 ) Distributions paid to stockholders and noncontrolling interests $ (150,072 ) $ 52,552 $ (97,520 ) Redemption of CPEC $ — $ (52,552 ) $ (52,552 ) ***** |