Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 29, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | EXL | |
Entity Registrant Name | EXCEL TRUST, INC. | |
Entity Central Index Key | 1478950 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 63,403,152 | |
Excel Trust, L.P. | ||
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | EXCEL TRUST, L.P. | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Property: | ||||
Land | $433,635 | $455,112 | ||
Buildings | 860,390 | 921,604 | ||
Site improvements | 83,222 | 87,305 | ||
Tenant improvements | 65,484 | 70,549 | ||
Construction in progress | 16,927 | 8,819 | ||
Less accumulated depreciation | -92,993 | -90,543 | ||
Property, net | 1,366,665 | 1,452,846 | ||
Cash and cash equivalents | 5,525 | 6,603 | ||
Restricted cash | 94,102 | 8,272 | ||
Tenant receivables, net | 5,772 | 5,794 | ||
Lease intangibles, net | 110,068 | 123,373 | ||
Deferred rent receivable | 10,376 | 11,479 | ||
Other assets | 20,404 | 32,081 | ||
Real estate held for sale, net of accumulated depreciation | 27,295 | |||
Investment in unconsolidated entities | 6,671 | 6,689 | ||
Total assets | 1,646,878 | [1] | 1,647,137 | [1] |
Liabilities: | ||||
Mortgages payable, net | 192,956 | 192,748 | ||
Notes payable | 199,000 | 238,000 | ||
Unsecured notes | 398,791 | 398,758 | ||
Accounts payable and other liabilities | 37,920 | 34,338 | ||
Liabilities of real estate held for sale | 2,207 | |||
Lease intangibles, net | 37,439 | 42,470 | ||
Distributions payable | 13,580 | 12,857 | ||
Total liabilities | 881,893 | [2] | 919,171 | [2] |
Commitments and contingencies | ||||
Stockholders' equity | ||||
Common stock, $.01 par value, 200,000,000 shares authorized; 63,403,152 and 61,113,372 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 633 | 610 | ||
Additional paid-in capital | 628,517 | 597,723 | ||
Retained Earnings | 6,215 | |||
Accumulated other comprehensive gain | 168 | |||
Total stockholders' equity | 752,253 | 715,389 | ||
Non-controlling interests | 12,732 | 12,577 | ||
Total equity | 764,985 | 727,966 | ||
Partners' capital: | ||||
Accumulated other comprehensive gain | 168 | |||
Total liabilities and capital | 1,646,878 | 1,647,137 | ||
Excel Trust, L.P. | ||||
Property: | ||||
Land | 433,635 | 455,112 | ||
Buildings | 860,390 | 921,604 | ||
Site improvements | 83,222 | 87,305 | ||
Tenant improvements | 65,484 | 70,549 | ||
Construction in progress | 16,927 | 8,819 | ||
Less accumulated depreciation | -92,993 | -90,543 | ||
Property, net | 1,366,665 | 1,452,846 | ||
Cash and cash equivalents | 5,525 | 6,603 | ||
Restricted cash | 94,102 | 8,272 | ||
Tenant receivables, net | 5,772 | 5,794 | ||
Lease intangibles, net | 110,068 | 123,373 | ||
Deferred rent receivable | 10,376 | 11,479 | ||
Other assets | 20,404 | 32,081 | ||
Real estate held for sale, net of accumulated depreciation | 27,295 | |||
Investment in unconsolidated entities | 6,671 | 6,689 | ||
Total assets | 1,646,878 | [3] | 1,647,137 | [3] |
Liabilities: | ||||
Mortgages payable, net | 192,956 | 192,748 | ||
Notes payable | 199,000 | 238,000 | ||
Unsecured notes | 398,791 | 398,758 | ||
Accounts payable and other liabilities | 37,920 | 34,338 | ||
Liabilities of real estate held for sale | 2,207 | |||
Lease intangibles, net | 37,439 | 42,470 | ||
Distributions payable | 13,580 | 12,857 | ||
Total liabilities | 881,893 | [4] | 919,171 | [4] |
Commitments and contingencies | ||||
Stockholders' equity | ||||
Accumulated other comprehensive gain | 171 | |||
Partners' capital: | ||||
Limited partners' capital | 1,533 | 1,428 | ||
General partner's capital | 644,128 | 606,982 | ||
Accumulated other comprehensive gain | 171 | |||
Total partners' capital | 762,549 | 725,469 | ||
Non-controlling interests | 2,436 | 2,497 | ||
Total capital | 764,985 | 727,966 | ||
Total liabilities and capital | 1,646,878 | 1,647,137 | ||
7.00% Series A cumulative convertible perpetual preferred units | Excel Trust, L.P. | ||||
Partners' capital: | ||||
Preferred units | 28,168 | 28,168 | ||
8.125% Series B cumulative redeemable preferred units | Excel Trust, L.P. | ||||
Partners' capital: | ||||
Preferred units | 88,720 | 88,720 | ||
7.00% Series A cumulative convertible perpetual preferred stock | ||||
Stockholders' equity | ||||
Preferred Stock | 28,168 | 28,168 | ||
8.125% Series B cumulative redeemable preferred stock | ||||
Stockholders' equity | ||||
Preferred Stock | $88,720 | $88,720 | ||
[1] | Excel Trust, Inc.'s consolidated total assets at March 31, 2015 and December 31, 2014 include $40,302 and $39,783, respectively, of assets (primarily real estate assets) of two variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. | |||
[2] | Excel Trust, Inc.'s consolidated total liabilities at March 31, 2015 and December 31, 2014 include $968 and $823 of accounts payable and other liabilities, respectively, that do not have recourse to Excel Trust, Inc. | |||
[3] | Excel Trust, L.P.'s consolidated total assets at March 31, 2015 and December 31, 2014 include $40,302 and $39,783, respectively, of assets (primarily real estate assets) of two VIEs that can only be used to settle the liabilities of those VIEs. | |||
[4] | Excel Trust, L.P.'s consolidated total liabilities at March 31, 2015 and December 31, 2014 include $968 and $823 of accounts payable and other liabilities, respectively, that do not have recourse to Excel Trust, L.P. |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, except Share data, unless otherwise specified | ||||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | ||
Common stock, par value | $0.01 | $0.01 | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 | ||
Common stock, shares issued | 63,403,152 | 61,113,372 | ||
Common stock, shares outstanding | 63,403,152 | 61,113,372 | ||
Total Asset | $1,646,878 | [1] | $1,647,137 | [1] |
Total Liabilities | 881,893 | [2] | 919,171 | [2] |
Excel Trust, L.P. | ||||
Total Asset | 1,646,878 | [3] | 1,647,137 | [3] |
Total Liabilities | 881,893 | [4] | 919,171 | [4] |
Preferred units, units authorized | 50,000,000 | 50,000,000 | ||
Limited partners' capital, units issued | 1,019,523 | 1,019,523 | ||
Limited partners' capital, units outstanding | 1,019,523 | 1,019,523 | ||
General partner's capital, units issued | 63,403,152 | 61,113,372 | ||
General partner's capital, units outstanding | 63,403,152 | 61,113,372 | ||
7.00% Series A cumulative convertible perpetual preferred stock | ||||
Preferred stock dividend rate percentage | 7.00% | 7.00% | ||
Liquidation preference | 29,524 | 29,524 | ||
Liquidation preference, per share | $25 | $25 | ||
Preferred stock, shares issued | 1,180,975 | 1,180,975 | ||
Preferred stock, shares outstanding | 1,180,975 | 1,180,975 | ||
8.125% Series B cumulative redeemable preferred stock | ||||
Preferred stock dividend rate percentage | 8.13% | 8.13% | ||
Liquidation preference | 92,000 | 92,000 | ||
Liquidation preference, per share | $25 | $25 | ||
Preferred stock, shares issued | 3,680,000 | 3,680,000 | ||
Preferred stock, shares outstanding | 3,680,000 | 3,680,000 | ||
Variable Interest Entities | ||||
Total Asset | 40,302 | 39,783 | ||
Variable Interest Entities | Excel Trust, L.P. | ||||
Total Asset | 40,302 | 39,783 | ||
Variable Interest Entities | Accounts Payable And Other Liabilities | ||||
Total Liabilities | 968 | 823 | ||
Variable Interest Entities | Accounts Payable And Other Liabilities | Excel Trust, L.P. | ||||
Total Liabilities | 968 | 823 | ||
7.00% Series A cumulative convertible perpetual preferred units | Excel Trust, L.P. | ||||
Preferred stock dividend rate percentage | 7.00% | 7.00% | ||
Liquidation preference | 29,524 | 29,524 | ||
Liquidation preference, per unit | $25 | $25 | ||
Preferred units, units issued | 1,180,975 | 1,180,975 | ||
Preferred units, units outstanding | 1,180,975 | 1,180,975 | ||
8.125% Series B cumulative redeemable preferred units | Excel Trust, L.P. | ||||
Preferred stock dividend rate percentage | 8.13% | 8.13% | ||
Liquidation preference | $92,000 | $92,000 | ||
Liquidation preference, per unit | $25 | $25 | ||
Preferred units, units issued | 3,680,000 | 3,680,000 | ||
Preferred units, units outstanding | 3,680,000 | 3,680,000 | ||
[1] | Excel Trust, Inc.'s consolidated total assets at March 31, 2015 and December 31, 2014 include $40,302 and $39,783, respectively, of assets (primarily real estate assets) of two variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. | |||
[2] | Excel Trust, Inc.'s consolidated total liabilities at March 31, 2015 and December 31, 2014 include $968 and $823 of accounts payable and other liabilities, respectively, that do not have recourse to Excel Trust, Inc. | |||
[3] | Excel Trust, L.P.'s consolidated total assets at March 31, 2015 and December 31, 2014 include $40,302 and $39,783, respectively, of assets (primarily real estate assets) of two VIEs that can only be used to settle the liabilities of those VIEs. | |||
[4] | Excel Trust, L.P.'s consolidated total liabilities at March 31, 2015 and December 31, 2014 include $968 and $823 of accounts payable and other liabilities, respectively, that do not have recourse to Excel Trust, L.P. |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | ||
Rental revenue | $31,976 | $24,908 |
Tenant recoveries | 7,443 | 5,256 |
Other income | 1,072 | 434 |
Total revenues | 40,491 | 30,598 |
Expenses: | ||
Maintenance and repairs | 2,987 | 2,223 |
Real estate taxes | 4,417 | 3,366 |
Management fees | 643 | 518 |
Other operating expenses | 2,732 | 1,731 |
General and administrative | 4,348 | 3,815 |
Depreciation and amortization | 17,266 | 11,796 |
Total expenses | 32,393 | 23,449 |
Operating income | 8,098 | 7,149 |
Interest expense | -7,551 | -4,989 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 19,661 | |
Net income | 20,392 | 2,278 |
Net income attributable to non-controlling interests | -379 | -83 |
Net income attributable to Parent | 20,013 | 2,195 |
Preferred stock dividends | -2,385 | -2,744 |
Net income (loss) attributable to the common stockholders | 17,628 | -549 |
Basic earnings (loss) per share | $0.28 | ($0.01) |
Diluted earnings (loss) per share | $0.28 | ($0.01) |
Basic | 62,473,343 | 47,785,100 |
Diluted | 64,986,554 | 47,785,100 |
Dividends declared per common share | $0.18 | $0.18 |
Net income | 20,392 | 2,278 |
Other comprehensive income: | ||
Change in unrealized gain on investment in equity securities | 137 | |
Gain on sale of equity securities (reclassification adjustment) | -308 | |
Comprehensive income | 20,221 | 2,278 |
Comprehensive (income) loss attributable to non-controlling interests | -376 | -83 |
Comprehensive income attributable to Excel Trust, Inc | 19,845 | 2,195 |
Excel Trust, L.P. | ||
Revenues: | ||
Rental revenue | 31,976 | 24,908 |
Tenant recoveries | 7,443 | 5,256 |
Other income | 1,072 | 434 |
Total revenues | 40,491 | 30,598 |
Expenses: | ||
Maintenance and repairs | 2,987 | 2,223 |
Real estate taxes | 4,417 | 3,366 |
Management fees | 643 | 518 |
Other operating expenses | 2,732 | 1,731 |
General and administrative | 4,348 | 3,815 |
Depreciation and amortization | 17,266 | 11,796 |
Total expenses | 32,393 | 23,449 |
Operating income | 8,098 | 7,149 |
Interest expense | -7,551 | -4,989 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 19,661 | |
Net income | 20,392 | 2,278 |
Net income attributable to non-controlling interests | -90 | -93 |
Net income attributable to Parent | 20,302 | 2,185 |
Preferred operating unit distributions | -2,385 | -2,744 |
Net income (loss) attributable to the unitholders | 17,917 | -559 |
Basic earnings (loss) per unit | $0.28 | ($0.01) |
Diluted earnings (loss) per unit | $0.28 | ($0.01) |
Basic | 63,492,866 | 48,804,623 |
Diluted | 66,006,077 | 48,804,623 |
Distributions declared per common operating partnership unit | $0.18 | $0.18 |
Net income | 20,392 | 2,278 |
Other comprehensive income: | ||
Change in unrealized gain on investment in equity securities | 137 | |
Gain on sale of equity securities (reclassification adjustment) | -308 | |
Comprehensive income | 20,221 | 2,278 |
Comprehensive (income) loss attributable to non-controlling interests | -90 | -93 |
Comprehensive income attributable to Excel Trust, Inc | $20,131 | $2,185 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (USD $) | Total | Preferred Stock | Preferred Stock | Common Stock | Additional Paid-in Capital | Cumulative (Deficit) Retained Earnings | Accumulated Other Comprehensive Loss | Stockholders' Equity, Total | Noncontrolling Interests |
In Thousands, except Share data | 7.00% Series A cumulative convertible perpetual preferred stock | 8.125% Series B cumulative redeemable preferred stock | |||||||
Balance at Dec. 31, 2013 | $627,384 | $47,703 | $88,720 | $482 | $478,541 | $615,446 | $11,938 | ||
Balance (in shares) at Dec. 31, 2013 | 43,381,365 | ||||||||
Repurchase of common stock | -1,407 | -1 | -1,406 | -1,407 | |||||
Net proceeds from sale of common stock (in shares) | 0 | ||||||||
Repurchase of common stock (in shares) | -105,775 | ||||||||
Issuance of restricted common stock awards (in shares) | 645,460 | ||||||||
Issuance of restricted common stock awards | 6 | -6 | |||||||
Forfeiture of restricted common stock awards | -4 | 4 | |||||||
Forfeiture of restricted common stock awards ( in shares) | -465,864 | ||||||||
Noncash amortization of share-based compensation | 574 | 574 | 574 | ||||||
Common stock dividends | -8,479 | -8,479 | -8,479 | ||||||
Distributions to non-controlling interests | -326 | -326 | |||||||
Net income | 2,278 | 2,195 | 2,195 | 83 | |||||
Preferred stock dividends | -2,744 | -549 | -2,195 | -2,744 | |||||
Adjustment for non-controlling interests | 80 | 80 | -80 | ||||||
Balance at Mar. 31, 2014 | 617,280 | 47,703 | 88,720 | 483 | 468,759 | 605,665 | 11,615 | ||
Balance (in shares) at Mar. 31, 2014 | 48,455,186 | ||||||||
Balance at Dec. 31, 2014 | 727,966 | 28,168 | 88,720 | 610 | 597,723 | 168 | 715,389 | 12,577 | |
Balance (in shares) at Dec. 31, 2014 | 61,113,372 | ||||||||
Net proceeds from sale of common stock | 29,868 | 22 | 29,846 | 29,868 | |||||
Net proceeds from sale of common stock (in shares) | 2,227,456 | 2,220,838 | |||||||
Issuance of restricted common stock awards (in shares) | 1,393,451 | 152,137 | |||||||
Issuance of restricted common stock awards | 2 | -2 | |||||||
Forfeiture of restricted common stock awards | -1 | 1 | |||||||
Forfeiture of restricted common stock awards ( in shares) | -83,195 | ||||||||
Noncash amortization of share-based compensation | 1,063 | 1,063 | 1,063 | ||||||
Common stock dividends | -11,413 | -11,413 | -11,413 | ||||||
Distributions to non-controlling interests | -335 | -335 | |||||||
Net income | 20,392 | 20,013 | 20,013 | 379 | |||||
Preferred stock dividends | -2,385 | -2,385 | -2,385 | ||||||
Change in unrealized gain on investment in equity securities | -171 | -168 | -168 | -3 | |||||
Adjustment for non-controlling interests | -114 | -114 | 114 | ||||||
Balance at Mar. 31, 2015 | $764,985 | $28,168 | $88,720 | $633 | $628,517 | $6,215 | $752,253 | $12,732 | |
Balance (in shares) at Mar. 31, 2015 | 63,403,152 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net income | $20,392 | $2,278 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 17,266 | 11,796 |
Gain on sale of real estate assets | -19,661 | |
Gain on sale of equity securities | -308 | |
(Income) loss from equity in unconsolidated entities | -134 | -69 |
Deferred rent receivable | -761 | -602 |
Amortization of above- and below-market leases | -619 | -138 |
Amortization of deferred balances | 509 | 333 |
Bad debt expense | 449 | 206 |
Share-based compensation expense | 1,063 | 574 |
Distributions from unconsolidated entities | 202 | 154 |
Change in assets and liabilities (net of the effect of acquisitions): | ||
Tenant and other receivables | -531 | 1,205 |
Other assets | -1,289 | -1,377 |
Accounts payable and other liabilities | 3,086 | 296 |
Net cash provided by operating activities | 19,664 | 14,656 |
Cash flows from investing activities: | ||
Development of property and property improvements | -8,410 | -4,921 |
Receipt of master lease payments | 36 | |
Capitalized leasing costs | -297 | -269 |
Proceeds from the sale of equity securities | 10,820 | |
Restricted cash | -681 | -388 |
Net cash provided by (used in) investing activities | 1,432 | -5,542 |
Cash flows from financing activities: | ||
Issuance of common stock | 30,544 | |
Common stock offering costs | -626 | |
Repurchase of common stock | -1,407 | |
Payments on mortgages payable | -956 | -12,557 |
Proceeds from mortgages payable | 1,274 | |
Payments on notes payable | -39,000 | |
Proceeds from notes payable | 18,500 | |
Distribution to non-controlling interests | -329 | -326 |
Preferred stock dividends | -2,386 | -2,744 |
Common stock dividends | -10,695 | -8,467 |
Deferred financing costs | -51 | |
Net cash used in financing activities | -22,174 | -7,052 |
Net (decrease) increase | -1,078 | 2,062 |
Cash and cash equivalents, beginning of period | 6,603 | 3,245 |
Cash and cash equivalents, end of period | 5,525 | 5,307 |
Supplemental cash flow information: | ||
Cash payments for interest, net of amounts capitalized | 4,303 | 3,396 |
Non-cash investing and financing activity: | ||
Disposition of real estate assets classified as a 1031 exchange (including gain on sale of real estate assets of $19,661) | 85,341 | |
Common stock dividends payable | 11,412 | 8,479 |
Preferred stock dividends payable | 1,984 | 2,287 |
OP unit distributions payable | 184 | 178 |
Accrued additions to operating and development properties | 10,457 | 3,971 |
Change in unrealized gain on investment in equity securities | 171 | |
Reclassification of assets to real estate held for sale | 27,295 | |
Reclassification of liabilities to liabilities of real estate held for sale | 2,207 | |
Excel Trust, L.P. | ||
Cash flows from operating activities: | ||
Net income | 20,392 | 2,278 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 17,266 | 11,796 |
Gain on sale of real estate assets | -19,661 | |
Gain on sale of equity securities | -308 | |
(Income) loss from equity in unconsolidated entities | -134 | -69 |
Deferred rent receivable | -761 | -602 |
Amortization of above- and below-market leases | -619 | -138 |
Amortization of deferred balances | 509 | 333 |
Bad debt expense | 449 | 206 |
Share-based compensation expense | 1,063 | 574 |
Distributions from unconsolidated entities | 202 | 154 |
Change in assets and liabilities (net of the effect of acquisitions): | ||
Tenant and other receivables | -531 | 1,205 |
Other assets | -1,289 | -1,377 |
Accounts payable and other liabilities | 3,086 | 296 |
Net cash provided by operating activities | 19,664 | 14,656 |
Cash flows from investing activities: | ||
Development of property and property improvements | -8,410 | -4,921 |
Receipt of master lease payments | 36 | |
Capitalized leasing costs | -297 | -269 |
Proceeds from the sale of equity securities | 10,820 | |
Restricted cash | -681 | -388 |
Net cash provided by (used in) investing activities | 1,432 | -5,542 |
Cash flows from financing activities: | ||
Issuance of common OP units | 29,918 | |
Payments on mortgages payable | -956 | -12,557 |
Proceeds from mortgages payable | 1,274 | |
Payments on notes payable | -39,000 | |
Proceeds from notes payable | 18,500 | |
Distribution to non-controlling interests | -151 | -148 |
Deferred financing costs | -51 | |
Net cash used in financing activities | -22,174 | -7,052 |
Net (decrease) increase | -1,078 | 2,062 |
Cash and cash equivalents, beginning of period | 6,603 | 3,245 |
Cash and cash equivalents, end of period | 5,525 | 5,307 |
Supplemental cash flow information: | ||
Cash payments for interest, net of amounts capitalized | 4,303 | 3,396 |
Non-cash investing and financing activity: | ||
Disposition of real estate assets classified as a 1031 exchange (including gain on sale of real estate assets of $19,661) | 85,341 | |
Accrued additions to operating and development properties | 10,457 | 3,971 |
Change in unrealized gain on investment in equity securities | 171 | |
Reclassification of assets to real estate held for sale | 27,295 | |
Reclassification of liabilities to liabilities of real estate held for sale | 2,207 | |
Excel Trust, L.P. | Common Stock | ||
Cash flows from financing activities: | ||
Repurchase of common OP units | -1,407 | |
OP unit distributions | -10,873 | -8,645 |
Non-cash investing and financing activity: | ||
OP unit distributions payable | 11,596 | 8,657 |
Excel Trust, L.P. | Preferred Stock | ||
Cash flows from financing activities: | ||
OP unit distributions | -2,386 | -2,744 |
Non-cash investing and financing activity: | ||
OP unit distributions payable | $1,984 | $2,287 |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
1031 exchange gain on sale of real estate | $19,661 |
Excel Trust, L.P. | |
1031 exchange gain on sale of real estate | $19,661 |
Recovered_Sheet1
Condensed Consolidated Statements of Capital (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Net proceeds from issuance of common OP units | $29,868 | ||
Repurchase of common OP units | -1,400 | ||
Net proceeds from sale of common OP units (in shares) | 2,227,456 | 0 | 0 |
Repurchase of common OP units (in units) | 0 | -105,775 | |
Net income (loss) | 20,392 | 2,278 | |
Change in unrealized loss on investment in equity securities | -171 | ||
Excel Trust, L.P. | |||
Beginning balance | 727,966 | 627,384 | 627,384 |
Net proceeds from issuance of common OP units | 29,868 | ||
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Noncash amortization of share-based compensation | 1,063 | 574 | |
OP unit distributions | -14,133 | -11,549 | |
Net income (loss) | 20,392 | 2,278 | |
Change in unrealized loss on investment in equity securities | -171 | ||
Ending balance | 764,985 | 617,280 | |
Excel Trust, L.P. | Common OP Units | |||
Repurchase of common OP units | -1,407 | ||
Excel Trust, L.P. | Preferred Operating Partnership Units | 7.00% Series A cumulative convertible perpetual preferred units | |||
Beginning balance | 28,168 | 47,703 | 47,703 |
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
OP unit distributions | -516 | -875 | |
Net income (loss) | 516 | 875 | |
Ending balance | 28,168 | 47,703 | |
Excel Trust, L.P. | Preferred Operating Partnership Units | 8.125% Series B cumulative redeemable preferred units | |||
Beginning balance | 88,720 | 88,720 | 88,720 |
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
OP unit distributions | -1,869 | -1,869 | |
Net income (loss) | 1,869 | 1,869 | |
Ending balance | 88,720 | 88,720 | |
Excel Trust, L.P. | Limited Partners | |||
Beginning balance | 1,428 | 2,166 | 2,166 |
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
OP unit distributions | -184 | -178 | |
Net income (loss) | 289 | -10 | |
Ending balance | 1,533 | 1,978 | |
Excel Trust, L.P. | Limited Partners | Common Operating Partnership | |||
Beginning balance (in units) | 1,019,523 | 1,019,523 | 1,019,523 |
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Ending balance (in units) | 1,019,523 | 1,019,523 | |
Excel Trust, L.P. | General Partner's Capital | |||
Beginning balance | 606,982 | 487,134 | 487,134 |
Net proceeds from issuance of common OP units | 29,868 | ||
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Noncash amortization of share-based compensation | 1,063 | 574 | |
OP unit distributions | -11,413 | -8,479 | |
Net income (loss) | 17,628 | -549 | |
Ending balance | 644,128 | 477,273 | |
Excel Trust, L.P. | General Partner's Capital | Common OP Units | |||
Repurchase of common OP units | -1,407 | ||
Excel Trust, L.P. | General Partner's Capital | Common Operating Partnership | |||
Beginning balance (in units) | 61,113,372 | 48,381,365 | 48,381,365 |
Net proceeds from sale of common OP units (in shares) | 2,220,838 | ||
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Forfeiture of restricted common OP unit awards (in units) | -83,195 | -465,864 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards (in units) | 152,137 | 645,460 | |
Ending balance (in units) | 63,403,152 | 48,455,186 | |
Excel Trust, L.P. | General Partner's Capital | Common Operating Partnership | Common OP Units | |||
Repurchase of common OP units (in units) | -105,775 | ||
Excel Trust, L.P. | Accumulated Other Comprehensive Loss | |||
Beginning balance | 171 | ||
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Change in unrealized loss on investment in equity securities | -171 | ||
Ending balance | 0 | ||
Excel Trust, L.P. | Total Partners' Capital | |||
Beginning balance | 725,469 | 625,723 | 625,723 |
Net proceeds from issuance of common OP units | 29,868 | ||
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
Noncash amortization of share-based compensation | 1,063 | 574 | |
OP unit distributions | -13,982 | -11,401 | |
Net income (loss) | 20,302 | 2,185 | |
Change in unrealized loss on investment in equity securities | -171 | ||
Ending balance | 762,549 | 615,674 | |
Excel Trust, L.P. | Total Partners' Capital | Common OP Units | |||
Repurchase of common OP units | -1,407 | ||
Excel Trust, L.P. | Noncontrolling Interests | |||
Beginning balance | 2,497 | 1,661 | 1,661 |
Forfeiture of restricted common OP unit awards | 0 | 0 | |
Issuance of restricted common OP unit awards | 0 | 0 | |
OP unit distributions | -151 | -148 | |
Net income (loss) | 90 | 93 | |
Ending balance | $2,436 | $1,606 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2015 | |
Organization | 1. Organization: |
Excel Trust, Inc., a Maryland corporation (the “Parent Company”), is a vertically integrated, self-administered, self-managed real estate firm with the principal objective of acquiring, financing, developing, leasing, owning and managing value oriented community and power centers, grocery anchored neighborhood centers and freestanding retail properties. It conducts substantially all of its business through its subsidiary, Excel Trust, L.P., a Delaware limited partnership (the “Operating Partnership” and together with the Parent Company referred to as the “Company”). The Company seeks investment opportunities throughout the United States, but focuses on the West Coast, East Coast and Sunbelt regions. The Company generally leases anchor space to national and regional supermarket chains, big-box retailers and select national retailers that frequently offer necessity and value oriented items and generate regular consumer traffic. | |
The Parent Company is the sole general partner of the Operating Partnership and, as of March 31, 2015, owned a 98.4% interest in the Operating Partnership. The remaining 1.6% interest in the Operating Partnership is held by limited partners. Each partner’s percentage interest in the Operating Partnership is determined based on the number of operating partnership units (“OP units”) owned as compared to total OP units (and potentially issuable OP units, as applicable) outstanding as of each period end and is used as the basis for the allocation of net income or loss to each partner. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | ||||||||||||||||
Basis of Presentation: | |||||||||||||||||
The accompanying condensed consolidated financial statements of the Company include all the accounts of the Company and all entities in which the Company has a controlling interest. The financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all the information and footnotes required by GAAP for complete financial statements and have not been audited by independent registered public accountants. | |||||||||||||||||
The unaudited interim condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods have been made. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||
The Company is required to continually evaluate its VIE relationships and consolidate investments in these entities when it is determined to be the primary beneficiary of their operations. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. | |||||||||||||||||
A variable interest holder is considered to be the primary beneficiary of a VIE if it has both (1) the power to direct matters that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company considers a variety of factors in identifying the entity that holds the power to direct matters that most significantly impact the VIE’s economic performance including, but not limited to, the ability to direct financing, leasing, construction and other operating decisions and activities. In addition, the Company considers the form of ownership interest, voting interest, the size of the investment (including loans) and the rights of other investors to participate in policy making decisions, to replace or remove the manager and to liquidate or sell the entity. The obligation to absorb losses and the right to receive benefits when a reporting entity is affiliated with a VIE must be based on ownership, contractual, and/or other pecuniary interests in that VIE. | |||||||||||||||||
Cash and Cash Equivalents: | |||||||||||||||||
The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents, for which cost approximates fair value, due to their short term maturities. | |||||||||||||||||
Restricted Cash: | |||||||||||||||||
Restricted cash is comprised of impound reserve accounts for property taxes, insurance, capital improvements and tenant improvements. The balance at March 31, 2015 also includes approximately $85.6 million of net proceeds from the disposition of the Family Center at Orem property on January 30, 2015 and the Promenade Corporate Center property on March 11, 2015 (see Note 13). The dispositions were classified as exchanges pursuant to section 1031 of the Internal Revenue Code of 1986, as amended (the “Code”); therefore, the funds are restricted as to their usage. The Company currently expects to utilize the funds to provide for a portion of the purchase price for the acquisition of a retail center property located in Turlock, California (see Note 3). | |||||||||||||||||
Accounts Payable and Other Liabilities: | |||||||||||||||||
Included in accounts payable and other liabilities are deferred rents in the amount of $2.7 million and $3.0 million at March 31, 2015 and December 31, 2014, respectively. | |||||||||||||||||
Revenue Recognition: | |||||||||||||||||
The Company commences revenue recognition on its leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. In determining what constitutes the leased asset, the Company evaluates whether the Company or the lessee is the owner, for accounting purposes, of the tenant improvements. If the Company is the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If the Company concludes that it is not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives, which reduce revenue recognized on a straight-line basis over the remaining non-cancelable term of the respective lease. In these circumstances, the Company begins revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct improvements. The determination of who is the owner, for accounting purposes, of the tenant improvements is highly subjective and determines the nature of the leased asset and when revenue recognition under a lease begins. The Company considers a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include: | |||||||||||||||||
• | whether the lease stipulates how and on what a tenant improvement allowance may be spent; | ||||||||||||||||
• | whether the tenant or landlord retains legal title to the improvements; | ||||||||||||||||
• | the uniqueness of the improvements; | ||||||||||||||||
• | the expected economic life of the tenant improvements relative to the length of the lease; | ||||||||||||||||
• | the responsible party for construction cost overruns; and | ||||||||||||||||
• | who constructs or directs the construction of the improvements. | ||||||||||||||||
Minimum rental revenues are recognized on a straight-line basis over the terms of the related lease. The difference between the amount of cash rent due in a year and the amount recorded as rental income is referred to as the “straight-line rent adjustment.” Rental income (net of write-offs for uncollectible amounts) increased by $761,000 and $602,000 in the three months ended March 31, 2015 and 2014, respectively, due to the straight-line rent adjustment. Percentage rent is recognized after tenant sales have exceeded defined thresholds (if applicable) and was $263,000 and $215,000 in the three months ended March 31, 2015 and 2014, respectively. | |||||||||||||||||
Estimated recoveries from certain tenants for their pro rata share of real estate taxes, insurance and other operating expenses are recognized as revenues in the period the applicable expenses are incurred or as specified in the leases. Other tenants pay a fixed rate and these tenant recoveries are recognized as revenue on a straight-line basis over the term of the related leases. | |||||||||||||||||
Property: | |||||||||||||||||
Costs incurred in connection with the development or construction of properties and improvements are capitalized. Capitalized costs include pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes and related costs and other direct costs incurred during the period of development. The Company capitalizes costs on land and buildings under development until construction is substantially complete and the property is held available for occupancy. The determination of when a development project is substantially complete and when capitalization must cease involves a degree of judgment. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of landlord-owned tenant improvements or when the lessee takes possession of the unimproved space for construction of its own improvements, but no later than one year from cessation of major construction activity. The Company ceases capitalization on the portion substantially completed and occupied or held available for occupancy, and capitalizes only those costs associated with any remaining portion under construction. | |||||||||||||||||
The Company has agreed to provide the developer/manager for development projects at the Plaza at Rockwall, Southlake Park Village, Cedar Square and Chimney Rock properties with a profit participation interest based on a percentage interest in the positive cash flows of the completed project after the Company has received distributions returning all of its capital investment plus a required rate of return (ranging from an 8% to 12% annualized rate of return). The Company initially records the profit participation interests at the estimated fair value of the obligation at the time of execution of the related agreement. The obligation is adjusted at each reporting date to the greater of the initial fair value at execution, or the amount that would be owed if the obligation were to be settled as of the reporting date. As of March 31, 2015, the Company has recorded $3.2 million for payments expected to be made related to the grants of these profit participation interests within construction in progress for the respective projects under development. The Company recognized a charge to earnings of approximately $327,000 related to changes in the estimated amount owed as of March 31, 2015, which is included in other operating expenses on the accompanying condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
Maintenance and repairs expenses are charged to operations as incurred. Costs for major replacements and betterments, which include HVAC equipment, roofs, parking lots, etc., are capitalized and depreciated over their estimated useful lives. Gains and losses are recognized upon disposal or retirement of the related assets and are reflected in earnings. | |||||||||||||||||
Property is recorded at cost and is depreciated using the straight-line method over the estimated lives of the assets as follows: | |||||||||||||||||
Building and improvements | 15 to 40 years | ||||||||||||||||
Tenant improvements | Shorter of the useful lives or the terms of the related leases | ||||||||||||||||
Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed: | |||||||||||||||||
The Company reviews long-lived assets and certain identifiable intangible assets for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. This assessment considers expected future operating income, trends and prospects, as well as the effects of demand, competition and other economic factors. Such factors include the tenants’ ability to perform their duties and pay rent under the terms of the leases. The determination of recoverability is made based upon the estimated undiscounted future net cash flows, excluding interest expense, expected to result from the long-lived asset’s use and eventual disposition. The Company’s evaluation as to whether impairment may exist, including estimates of future anticipated cash flows, are highly subjective and could differ materially from actual results in future periods. The amount of impairment loss, if any, is determined by comparing the fair value, as determined by a discounted cash flows analysis, with the carrying value of the related assets. Although the Company’s strategy is to hold its properties over a long-term period, if the strategy changes or market conditions dictate that the sale of properties at an earlier date would be preferable, a property may be classified as held for sale and an impairment loss may be recognized to reduce the property to the lower of the carrying amount or fair value less cost to sell. There was no impairment recorded for the three months ended March 31, 2015 or for the year ended December 31, 2014. | |||||||||||||||||
Investments in Partnerships and Limited Liability Companies: | |||||||||||||||||
The Company evaluates its investments in limited liability companies and partnerships to determine whether any such entities may be a VIE and, if a VIE, whether the Company is the primary beneficiary. Generally, an entity is determined to be a VIE when either (1) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support provided by any parties or (2) as a group, the holders of the equity investment lack one or more of the essential characteristics of a controlling financial interest. The primary beneficiary is the entity that has both (1) the power to direct matters that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company considers a variety of factors in identifying the entity that holds the power to direct matters that most significantly impact the VIE’s economic performance including, but not limited to, the ability to direct financing, leasing, construction and other operating decisions and activities. In addition, the Company considers the form of ownership interest, voting interest, the size of the investment (including loans) and the rights of other investors to participate in policy making decisions, to replace or remove the manager and to liquidate or sell the entity. The obligation to absorb losses and the right to receive benefits when a reporting entity is affiliated with a VIE must be based on ownership, contractual, and/or other pecuniary interests in that VIE. | |||||||||||||||||
If the foregoing conditions do not apply, the Company considers whether a general partner or managing member controls a limited partnership or limited liability company. The general partner in a limited partnership or managing member in a limited liability company is presumed to control that limited partnership or limited liability company. The presumption may be overcome if the limited partners or members have either (1) the substantive ability to dissolve the limited partnership or limited liability company or otherwise remove the general partner or managing member without cause or (2) substantive participating rights, which provide the limited partners or members with the ability to effectively participate in significant decisions that would be expected to be made in the ordinary course of the limited partnership’s or limited liability company’s business and thereby preclude the general partner or managing member from exercising unilateral control over the partnership or company. If these criteria are not met and the Company is the general partner or the managing member, as applicable, the Company will consolidate the partnership or limited liability company. | |||||||||||||||||
Investments that are not consolidated, over which the Company exercises significant influence but does not control, are accounted for under the equity method of accounting. These investments are recorded initially at cost and subsequently adjusted for the Company’s portion of earnings or losses and for cash contributions and distributions. Under the equity method of accounting, the Company’s investment is reflected in the condensed consolidated balance sheets and its share of net income or loss is included in the condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
For all investments in unconsolidated entities, if a decline in the fair value of an investment below its carrying value is determined to be other-than-temporary, such investment is written down to its estimated fair value with a non-cash charge to earnings. The factors that the Company considers in making these assessments include, but are not limited to, severity and duration of the unrealized loss, market prices, market conditions, the occurrence of ongoing financial difficulties, available financing, new product initiatives and new collaborative agreements. | |||||||||||||||||
Investments in Equity Securities: | |||||||||||||||||
The Company, through the Operating Partnership, may hold investments in equity securities in certain publicly-traded companies. The Company does not acquire investments for trading purposes and, as a result, all of the Company’s investments in publicly-traded companies are considered “available-for-sale” and are recorded at fair value. Changes in the fair value of investments classified as available-for-sale are recorded in other comprehensive income. The fair value of the Company’s equity securities in publicly-traded companies is determined based upon the closing trading price of the equity security as of the balance sheet date. The cost of investments sold is determined by the specific identification method, with net realized gains and losses included in other income. For all investments in equity securities, if a decline in the fair value of an investment below its carrying value is determined to be other-than-temporary, such investment is written down to its estimated fair value with a non-cash charge to earnings. The factors that the Company considers in making these assessments include, but are not limited to, severity and duration of the unrealized loss, market prices, market conditions, the occurrence of ongoing financial difficulties, available financing, new product initiatives and new collaborative agreements. | |||||||||||||||||
During the year ended December 31, 2014, the Company purchased approximately 436,000 shares of preferred stock in public companies within the real estate industry for an initial cost basis of approximately $10.5 million. During the three months ended March 31, 2015, the Company sold all of its investments in equity securities based on a specific identification of the shares sold. The sales resulted in net proceeds of approximately $10.8 million and the recognition of a gain on sale of approximately $308,000, which is included in other income in the accompanying condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
Investments in equity securities, which are included in other assets on the accompanying condensed consolidated balance sheets, consisted of the following (in thousands): | |||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Equity securities, initial cost basis | $ | — | $ | 10,512 | |||||||||||||
Gross unrealized gains | — | 185 | |||||||||||||||
Gross unrealized losses | — | (14 | ) | ||||||||||||||
Equity securities, fair value(1) | $ | — | $ | 10,683 | |||||||||||||
(1) | Determination of fair value is classified as Level 1 in the fair value hierarchy based on the use of quoted prices in active markets (see section entitled “Fair Value of Financial Instruments” below). | ||||||||||||||||
Share-Based Payments: | |||||||||||||||||
All share-based payments to employees are recognized in earnings based on their fair value on the date of grant. Through March 31, 2015, the Company has awarded only restricted stock awards under its incentive award plan, which are based on shares of the Parent Company’s common stock. The fair value of equity awards that include only service or performance vesting conditions is determined based on the closing market price of the underlying common stock on the date of grant. The fair value of equity awards that include one or more market vesting conditions is determined based on the use of a widely accepted valuation model. The fair value of equity grants is amortized to general and administrative expense ratably over the requisite service period for awards that include only service vesting conditions and utilizing a graded vesting method (an accelerated vesting method in which the majority of compensation expense is recognized in earlier periods) for awards that include one or more market vesting conditions, adjusted for anticipated forfeitures. | |||||||||||||||||
Purchase Accounting: | |||||||||||||||||
The Company, with the assistance of independent valuation specialists as needed, records the purchase price of acquired properties as tangible and identified intangible assets and liabilities based on their respective fair values. Tangible assets (building and land) are recorded based upon the Company’s determination of the value of the property as if it were vacant using discounted cash flow models similar to those used by independent appraisers. Factors considered include an estimate of carrying costs during the expected lease-up periods taking into account current market conditions and costs to execute similar leases. The fair value of land is derived from comparable sales of land within the same submarket and/or region. The fair value of buildings and improvements, tenant improvements, site improvements and leasing costs are based upon current market replacement costs and other relevant market rate information. Additionally, the purchase price of the applicable property is recorded as the above- or below-market value of in-place leases, the value of in-place leases and above- or below-market value of debt assumed, as applicable. | |||||||||||||||||
The value recorded as the above- or below-market component of the acquired in-place leases is determined based upon the present value (using a discount rate which reflects the risks associated with the acquired leases) of the difference between: (1) the contractual amounts to be paid pursuant to the lease over its remaining term, and (2) the Company’s estimate of the amounts that would be paid using fair market rates at the time of acquisition over the remaining term of the lease. The amounts recorded as above-market leases are included in lease intangible assets, net in the Company’s accompanying consolidated balance sheets and amortized to rental income over the remaining non-cancelable lease term of the acquired leases with each property. The amounts recorded as below-market lease values are included in lease intangible liabilities, net in the Company’s accompanying condensed consolidated balance sheets and amortized to rental income over the remaining non-cancelable lease term plus any below-market fixed price renewal options of the acquired leases with each property. | |||||||||||||||||
The value recorded as above- or below-market debt is determined based upon the present value of the difference between the cash flow stream of the assumed mortgage and the cash flow stream of a market rate mortgage. The amounts recorded as above- or below-market debt are included in mortgage payables, net in the Company’s accompanying condensed consolidated balance sheets and are amortized to interest expense over the remaining term of the assumed mortgage. | |||||||||||||||||
Tenant Receivables: | |||||||||||||||||
Tenant receivables and deferred rent are carried net of the allowances for uncollectible current tenant receivables and deferred rent. An allowance is maintained for estimated losses resulting from the inability of certain tenants to meet the contractual obligations under their lease agreements. The Company maintains an allowance for deferred rent receivable arising from the straight-lining of rents. Such allowances are charged to bad debt expense which is included in other operating expenses on the accompanying condensed consolidated statement of operations. The Company’s determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the tenant’s financial condition, security deposits, letters of credit, lease guarantees, current economic conditions and other relevant factors. At March 31, 2015 and December 31, 2014, the Company had $936,000 and $521,000, respectively, in allowances for uncollectible accounts (including straight-line deferred rent receivables) as determined to be necessary to reduce receivables to the estimate of the amount recoverable. During the three months ended March 31, 2015 and 2014, $449,000, and $206,000, respectively, of receivables were charged to bad debt expense. | |||||||||||||||||
Non-controlling Interests: | |||||||||||||||||
Non-controlling interests on the condensed consolidated balance sheets of the Parent Company relate to the OP units that are not owned by the Parent Company and the portion of consolidated joint ventures not owned by the Parent Company. The OP units not held by the Parent Company may be redeemed by the Parent Company at the holder’s option for cash. The Parent Company, at its option, may satisfy the redemption obligation with common stock on a one-for-one basis, which has been further evaluated to determine that permanent equity classification on the balance sheets is appropriate. | |||||||||||||||||
Non-controlling interests on the condensed consolidated balance sheets of the Operating Partnership represent the portion of equity that the Operating Partnership does not own in those entities it consolidates. | |||||||||||||||||
Concentration of Risk: | |||||||||||||||||
The Company maintains its cash accounts in a number of commercial banks. Accounts at these banks are guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At various times during the periods, the Company had deposits in excess of the FDIC insurance limit. | |||||||||||||||||
In the three months ended March 31, 2015 and 2014, no tenant accounted for more than 10% of revenues. | |||||||||||||||||
At March 31, 2015, the Company’s gross real estate assets in the states of California, Florida, Arizona, Virginia, Texas and Utah represented approximately 24.4%, 14.0%, 13.1%, 12.4%, 12.0% and 10.2%, respectively, of the Company’s total assets. At December 31, 2014, the Company’s gross real estate assets in the states of California, Florida, Arizona, Virginia, Texas and Utah represented approximately 23.8%, 14.2%, 12.5%, 12.4%, 11.7% and 11.4% of the Company’s total assets, respectively. For the three months ended March 31, 2015, the Company’s revenues derived from properties located in the states of California, Arizona, Florida, Texas and Utah represented approximately 20.8%, 16.4%, 14.3%, 11.6% and 10.5%, respectively, of the Company’s total revenues. For the three months ended March 31, 2014, the Company’s revenues derived from properties located in the states of California, Arizona, Texas and Virginia represented approximately 27.7%, 19.2%, 15.9% and 13.1%, respectively, of the Company’s total revenues. | |||||||||||||||||
Management Estimates: | |||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||
Fair Value of Financial Instruments: | |||||||||||||||||
The Company measures financial instruments and other items at fair value where required under GAAP, but has elected not to measure any additional financial instruments and other items at fair value as permitted under fair value option accounting guidance. | |||||||||||||||||
Fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, there is a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). | |||||||||||||||||
Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the assets or liabilities, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. | |||||||||||||||||
The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. | |||||||||||||||||
The Company has used interest rate swaps to manage its interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts and guarantees. | |||||||||||||||||
Changes in the fair value of financial instruments (other than derivative instruments for which an effective hedging relationship exists and available-for-sale securities) are recorded as a charge against earnings in the condensed consolidated statements of operations in the period in which they occur. The Company estimates the fair value of financial instruments at least quarterly based on current facts and circumstances, projected cash flows, quoted market prices and other criteria (primarily utilizing Level 3 inputs). The Company may also utilize the services of independent third-party valuation experts to estimate the fair value of financial instruments, as necessary. | |||||||||||||||||
The Company’s investments in equity securities fall within Level 1 of the fair value hierarchy as the Company utilizes observable market-based inputs, based on the closing trading price of securities as of the balance sheet date, to determine the fair value of the investments. | |||||||||||||||||
Derivative Instruments: | |||||||||||||||||
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. Specifically, from time to time the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. | |||||||||||||||||
In addition, from time to time the Company may execute agreements in connection with business combinations that include embedded derivative instruments as part of the consideration provided to the sellers of the properties. Although these embedded derivative instruments are not intended as hedges of risks faced by the Company, they can provide additional consideration to the Company’s selling counterparties and may be a key component of negotiations. | |||||||||||||||||
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily 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 amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. | |||||||||||||||||
The Company records all derivative instruments on the condensed consolidated balance sheets at their fair value. In determining the fair value of derivative instruments, the Company also considers the credit risk of its counterparties, which typically constitute larger financial institutions engaged in providing a wide variety of financial services. These financial institutions generally face similar risks regarding changes in market and economic conditions, including, but not limited to, changes in interest rates, exchange rates, equity and commodity pricing and credit spreads. | |||||||||||||||||
Accounting for changes in the fair value of derivative instruments depends on the intended use of the derivative, whether it has been designated as a hedging instrument and whether the hedging relationship has continued to satisfy the criteria to apply hedge accounting. For derivative instruments qualifying as cash flow hedges, the effective portion of changes in the fair value is initially recorded in Accumulated Other Comprehensive Income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. The Company assesses the effectiveness of each hedging relationship by comparing the changes in the cash flows of the derivative hedging instrument with the changes in the cash flows of the hedged item or transaction. | |||||||||||||||||
The Company formally documents the hedging relationship for all derivative instruments, has accounted for its interest rate swap agreements as cash flow hedges and does not utilize derivative instruments for trading or speculative purposes. | |||||||||||||||||
Changes in Accumulated Other Comprehensive Loss: | |||||||||||||||||
The following table reflects amounts that were reclassified from accumulated other comprehensive loss and included in earnings for the three months ended March 31, 2015 and 2014 (dollars in thousands): | |||||||||||||||||
Parent Company | Operating Partnership | ||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||
March 31, | March 31, | March 31, | March 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Balance – January 1 | $ | 168 | $ | — | $ | 171 | $ | — | |||||||||
Unrealized gain on investment in equity securities: | |||||||||||||||||
Amount reclassified and recognized in net income(1) | (171 | ) | — | (171 | ) | — | |||||||||||
Net change in other comprehensive income (loss) | (3 | ) | — | — | — | ||||||||||||
Total other comprehensive loss allocable to non-controlling interests | 3 | — | — | — | |||||||||||||
Balance – March 31 | $ | — | $ | — | $ | — | $ | — | |||||||||
-1 | Amounts reclassified from unrealized gain on investment in equity securities are included in other income in the condensed consolidated statements of operations ($171,000 was recognized as part of the overall gain realized from the liquidation of the Company’s investments for the three months ended March 31, 2015 – see discussion of changes in investments in equity securities above). | ||||||||||||||||
Recent Accounting Pronouncements: | |||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue Recognition – Revenue from Contracts with Customers (“ASU 2014-09”). The amendments in this update require companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. In April 2015, the FASB proposed deferring the effective date of ASU 2014-09 by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently assessing the impact, if any, of the adoption of ASU 2014-09 on its consolidated financial position and results of operations. | |||||||||||||||||
In February 2015, the FASB issued ASC 2015-02, Consolidation – Amendment to the Consolidation Analysis (“ASU 2015-2”). This standard (1) modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, (2) eliminates the presumption that a general partner should consolidate a limited partnership, (3) affects the consolidation analysis of reporting entities that are involved in VIEs, particularly those that have fee arrangements and related party relationships and (4) provides a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements similar to those in Rule 2a-7 under the Investment Company Act of 1940. The standard is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2015-02 on its consolidated financial position. | |||||||||||||||||
In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2015-03 on its consolidated financial position. |
Acquisitions
Acquisitions | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Acquisitions | 3. Acquisitions: | ||||||||||||
During the fourth quarter of 2014, the Company acquired the Riverpoint Marketplace and Highland Reserve properties and recorded preliminary allocations of the purchase prices to the assets acquired and liabilities assumed based on provisional measurements of fair value. During the three months ended March 31, 2015, the Company finalized the allocations of the purchase prices and made certain measurement period adjustments. The adjustments did not have a significant impact on the Company’s consolidated financial statements. Therefore, the adjustments were not retrospectively applied to the consolidated financial statements contained herein. The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2014 and the finalized allocations as adjusted as of March 31, 2015 (dollars in thousands): | |||||||||||||
Original Purchase | Adjustments | Final Purchase | |||||||||||
Price Allocations | Price Allocations | ||||||||||||
Land | $ | 16,450 | $ | (240 | ) | $ | 16,210 | ||||||
Building | 75,199 | (576 | ) | 74,623 | |||||||||
Above-Market Leases | 962 | (6 | ) | 956 | |||||||||
Below-Market Leases | (5,927 | ) | 1,918 | (4,009 | ) | ||||||||
In-Place Leases | 9,636 | (1,096 | ) | 8,540 | |||||||||
Total Purchase Price | $ | 96,320 | $ | — | $ | 96,320 | |||||||
In March 2015, the Company entered into a purchase agreement to acquire a retail property, located in Turlock, California for approximately $129.0 million. The property comprises approximately 410,000 square feet of gross leasable area (“GLA”). The acquisition of this property is expected to close during the second quarter of 2015, but is subject to due diligence and other customary closing conditions. There can be no assurances that due diligence or other conditions will be satisfied or that the acquisitions will close on the terms described herein, or at all. |
Lease_Intangible_Assets_Net
Lease Intangible Assets, Net | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Lease Intangible Assets, Net | 4. Lease Intangible Assets, Net | ||||||||
Lease intangible assets, net consisted of the following at March 31, 2015 and December 31, 2014: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
In-place leases, net of accumulated amortization of $30.2 million and $31.1 million as of March 31, 2015 and December 31, 2014, respectively (with a weighted-average remaining life of 75 and 74 months as of March 31, 2015 and December 31, 2014, respectively) | $ | 68,910 | $ | 78,336 | |||||
Above-market leases, net of accumulated amortization of $8.5 million and $8.8 million as of March 31, 2015 and December 31, 2014, respectively (with a weighted-average remaining life of 71 and 69 months as of March 31, 2015 and December 31, 2014, respectively) | 15,319 | 16,436 | |||||||
Leasing commissions, net of accumulated amortization of $8.7 million as of March 31, 2015 and December 31, 2014 (with a weighted-average remaining life of 92 and 93 months as of March 31, 2015 and December 31, 2014, respectively) | 25,839 | 28,601 | |||||||
$ | 110,068 | $ | 123,373 | ||||||
Estimated amortization of lease intangible assets as of March 31, 2015 for each of the next five years and thereafter is as follows (dollars in thousands): | |||||||||
Year Ending December 31, | Amount | ||||||||
2015 (remaining nine months) | $ | 19,012 | |||||||
2016 | 19,025 | ||||||||
2017 | 15,904 | ||||||||
2018 | 13,397 | ||||||||
2019 | 10,311 | ||||||||
Thereafter | 32,419 | ||||||||
Total | $ | 110,068 | |||||||
Amortization expense recorded on the lease intangible assets for the three months ended March 31, 2015 and 2014 was $8.4 million and $5.3 million, respectively. Included in these amounts are $1.1 million and $1.0 million, respectively, of amortization of above-market lease intangible assets recorded against rental revenue. |
Lease_Intangible_Liabilities_N
Lease Intangible Liabilities, Net | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Lease Intangible Liabilities, Net | 5. Lease Intangible Liabilities, Net | ||||||||
Lease intangible liabilities, net consisted of the following at March 31, 2015 and December 31, 2014: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
Below-market leases, net of accumulated amortization of $11.0 million as of March 31, 2015 and December 31, 2014 (with a weighted-average remaining life of 107 and 116 months as of March 31, 2015 and December 31, 2014, respectively) | $ | 37,439 | $ | 42,470 | |||||
Amortization recorded on the lease intangible liabilities for the three months ended March 31, 2015 and 2014 was $1.7 million and $1.1 million, respectively. These amounts were recorded as rental revenue in the Company’s condensed consolidated statements of operations. | |||||||||
Estimated amortization of lease intangible liabilities as of March 31, 2015 for each of the next five years and thereafter is as follows (dollars in thousands): | |||||||||
Year Ending December 31, | Amount | ||||||||
2015 (remaining nine months) | $ | 4,344 | |||||||
2016 | 5,075 | ||||||||
2017 | 4,708 | ||||||||
2018 | 4,297 | ||||||||
2019 | 3,785 | ||||||||
Thereafter | 15,230 | ||||||||
Total | $ | 37,439 | |||||||
Variable_Interest_Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2015 | |
Variable Interest Entities | 6. Variable Interest Entities |
Consolidated Variable Interest Entities | |
Included within the condensed consolidated financial statements is the 50% owned joint venture with AB Dothan, LLC, that is deemed a VIE, and for which the Company is the primary beneficiary as it has the power to direct activities that most significantly impact the economic performance of the VIE. The joint venture’s activities principally consist of owning and operating a neighborhood retail center with 171,670 square feet of GLA located in Dothan, Alabama. | |
Also included within the condensed consolidated financial statements is the 80% owned joint venture with West Broad Marketplace, LLC, that is deemed a VIE, and for which the Company is the primary beneficiary as it has the power to direct activities that most significantly impact the economic performance of the VIE. The joint venture’s activities are expected to principally consist of owning and developing a vacant land parcel and then operating a retail shopping center expected to contain approximately 405,000 square feet of GLA upon completion, located in Richmond, Virginia. | |
As of March 31, 2015 and December 31, 2014, the combined total carrying amount of assets of the Company’s VIEs was approximately $40.3 million and $39.8 million, respectively, which includes approximately $38.3 million and $37.1 million, respectively, of real estate assets at the end of each period. As of March 31, 2015 and December 31, 2014, the total carrying amount of liabilities was approximately $38.6 million and $37.9 million, respectively. |
Debt
Debt (Excel Trust, L.P.) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Excel Trust, L.P. | |||||||||||||||||||||||||
Debt | 7. Debt | ||||||||||||||||||||||||
Debt of the Parent Company | |||||||||||||||||||||||||
The Parent Company does not directly hold any indebtedness. All of the Company’s debt is held directly or indirectly by the Operating Partnership. However, the Parent Company has guaranteed the Operating Partnership’s unsecured revolving credit facility (including the letter of credit that secures the redevelopment revenue bonds at the Northside Mall property) and the Operating Partnership’s senior unsecured notes. | |||||||||||||||||||||||||
Debt of the Operating Partnership | |||||||||||||||||||||||||
Mortgages Payable | |||||||||||||||||||||||||
Mortgages payable held by the Operating Partnership at March 31, 2015 and December 31, 2014 consist of the following (dollars in thousands): | |||||||||||||||||||||||||
Carrying Amount of | Contractual | Effective | Monthly | Maturity | |||||||||||||||||||||
Mortgage Notes | Interest Rate | Interest Rate | Payment(1) | Date | |||||||||||||||||||||
Property Pledged as Collateral | March 31, | December 31, | (March 31, 2015) | (March 31, 2015) | |||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||
The Promenade | $ | 45,645 | $ | 46,125 | 4.8 | % | 4.8 | % | 344 | Nov-15 | |||||||||||||||
5000 South Hulen | 13,110 | 13,174 | 5.6 | % | 6.9 | % | 83 | Apr-17 | |||||||||||||||||
Lake Pleasant Pavilion | 27,418 | 27,513 | 6.09 | % | 5 | % | 143 | Oct-17 | |||||||||||||||||
West Broad Marketplace(2) | 3,045 | 1,772 | 2.49 | % | 2.49 | % | 2 | Jan-18 | |||||||||||||||||
Rite Aid — Vestavia Hills | 785 | 833 | 7.25 | % | 7.25 | % | 21 | Oct-18 | |||||||||||||||||
Living Spaces-Promenade | 6,667 | 6,667 | 7.88 | % | 4.59 | % | 80 | Nov-19 | |||||||||||||||||
West Broad Village | 39,700 | 39,700 | 3.33 | % | 3.33 | % | 110 | May-20 | |||||||||||||||||
Downtown at the Gardens | 42,276 | 42,545 | 4.6 | % | 4 | % | 253 | Jul-22 | |||||||||||||||||
Northside Mall(3) | 12,000 | 12,000 | 0.03 | % | 1.03 | % | 1 | November 2035 | |||||||||||||||||
190,646 | 190,329 | ||||||||||||||||||||||||
Plus: premium(4) | 2,310 | 2,419 | |||||||||||||||||||||||
Mortgage notes payable, net | $ | 192,956 | $ | 192,748 | |||||||||||||||||||||
(1) | Amount represents the monthly payment of principal and interest at March 31, 2015. | ||||||||||||||||||||||||
(2) | In December 2014, the Company entered into a $58.0 million construction loan in connection with its acquisition of a developable land parcel at the West Broad Marketplace property. The maturity date of the construction loan is January 2018, but may be extended for two additional one-year periods through January 2020 upon the payment of an extension fee. The construction loan bears interest at the rate of LIBOR plus a margin of 230 basis points (interest rate of 2.49% at both March 31, 2015 and December 31, 2014). | ||||||||||||||||||||||||
(3) | The debt represents redevelopment revenue bonds to be used for the redevelopment of this property, which mature in November 2035. Interest is reset weekly and determined by the bond remarketing agent based on the market value of the bonds (interest rate of 0.03% at March 31, 2015 and 0.05% at December 31, 2014). The interest rate on the bonds is currently priced off of the Securities Industry and Financial Markets Association Index but could change based on the credit of the bonds. The bonds are secured by a $12.1 million letter of credit issued by the Company from the Company’s unsecured revolving credit facility. An underwriter’s discount related to the original issuance of the bonds with a remaining balance of $99,000 and $100,000 at March 31, 2015 and December 31, 2014, respectively, is being amortized as additional interest expense through November 2035. | ||||||||||||||||||||||||
(4) | Represents (a) the fair value adjustment on assumed debt on acquired properties at the time of acquisition to account for below- or above-market interest rates and (b) an underwriter’s discount for the issuance of redevelopment bonds. | ||||||||||||||||||||||||
Total interest cost capitalized for the three months ended March 31, 2015 and 2014 was $265,000 and $195,000, respectively. | |||||||||||||||||||||||||
The Company’s mortgage debt maturities at March 31, 2015 for each of the next five years and thereafter are as follows (dollars in thousands): | |||||||||||||||||||||||||
Year Ending December 31, | Amount | ||||||||||||||||||||||||
2015 (remaining nine months) | $ | 47,650 | |||||||||||||||||||||||
2016 | 3,070 | ||||||||||||||||||||||||
2017 | 42,192 | ||||||||||||||||||||||||
2018 | 5,995 | ||||||||||||||||||||||||
2019 | 6,390 | ||||||||||||||||||||||||
Thereafter | 85,349 | ||||||||||||||||||||||||
$ | 190,646 | ||||||||||||||||||||||||
Term Loan | |||||||||||||||||||||||||
The Operating Partnership’s term loan agreement (the “Term Loan”) entered into in December 2014 has a borrowing capacity of up to $50.0 million. The Term Loan bears interest at the rate of LIBOR plus a margin of 115 basis points and has an initial maturity date of June 30, 2015, which may be extended for an additional five months at the Operating Partnership’s option and upon the payment of an extension fee. Outstanding borrowings may be prepaid by the Operating Partnership in whole or in part at any time prior to the maturity date with three days prior notice. Under the Term Loan, the Operating Partnership is subject to the same covenants as those required under the Company’s unsecured revolving credit facility (as noted below). Borrowings under the Term Loan were $50.0 million (included in the balance of notes payable in the accompanying condensed consolidated balance sheets) at both March 31, 2015 and December 31, 2014, with an interest rate of 1.33% and 1.32% at March 31, 2015 and December 31, 2014, respectively. At March 31, 2015, the Operating Partnership believes that it was in compliance with all financial covenants in the Term Loan. | |||||||||||||||||||||||||
Notes Payable | |||||||||||||||||||||||||
Unsecured Revolving Credit Facility | |||||||||||||||||||||||||
The Operating Partnership’s unsecured revolving credit facility has a borrowing capacity of $300.0 million, which may be increased from time to time up to an additional $200.0 million for a total borrowing capacity of $500.0 million, subject to receipt of lender commitments and other conditions precedent. The maturity date is April 6, 2018 and may be extended for an additional nine months at the Operating Partnership’s option. The Operating Partnership is subject to covenants requiring, among other things, the maintenance of (1) maximum leverage ratios on unsecured, secured and overall debt and (2) minimum fixed coverage ratios. At March 31, 2015, the Operating Partnership believes that it was in compliance with all financial covenants in the credit agreement. | |||||||||||||||||||||||||
As of March 31, 2015, the unsecured revolving credit facility bore interest at the rate of LIBOR plus a margin of 90 to 170 basis points (margin of 130 basis point at March 31, 2015), depending on the Parent Company’s credit rating. As of March 31, 2015, the Operating Partnership was responsible for paying a fee of 0.25% or 0.30% on the full capacity of the facility. Borrowings under the unsecured revolving credit facility were $199.0 million and $238.0 million with a weighted-average interest rate of 1.48% and 1.47% at March 31, 2015 and December 31, 2014, respectively. The Operating Partnership has issued $16.9 million in letters of credit from the unsecured revolving credit facility, which secure an outstanding $12.0 million bond payable for the Northside Mall property and construction activities at the Southlake Park Village property. The Northside Mall property bond is included with the mortgages payable on the Company’s condensed consolidated balance sheets. At March 31, 2015, there was approximately $84.1 million available for borrowing under the unsecured revolving credit facility. | |||||||||||||||||||||||||
Unsecured Notes | |||||||||||||||||||||||||
Unsecured Senior Notes due 2020 and 2023 | |||||||||||||||||||||||||
As of March 31, 2015, the Operating Partnership had outstanding $100.0 million aggregate principal amount of senior unsecured notes issued to various entities associated with the Prudential Capital Group. Of the senior unsecured notes, $75.0 million are designated Series A Notes and will mature in November 2020, with a fixed interest rate of 4.40%, and $25.0 million are designated Series B Notes and will mature in November 2023, with a fixed interest rate of 5.19% (the Series A Notes and the Series B Notes are referred to collectively as the “Notes due 2020 and 2023”). The terms of the Notes due 2020 and 2023 are governed by a Note Purchase Agreement, dated November 12, 2013 (the “Purchase Agreement”), among the Operating Partnership, as issuer, the Parent Company and the purchasers named therein. Interest on the Notes due 2020 and 2023 is payable quarterly, beginning on February 12, 2014. The Operating Partnership may prepay all or a portion of the Notes due 2020 and 2023 upon notice to the holders for 100% of the principal amount so prepaid plus a make-whole premium as set forth in the Purchase Agreement. | |||||||||||||||||||||||||
The Purchase Agreement contains various restrictive covenants, including limitations on the Operating Partnership’s ability to incur additional indebtedness and requirements to maintain a pool of unencumbered assets. The Operating Partnership’s obligations under the Notes due 2020 and 2023 are fully and unconditionally guaranteed by the Parent Company and certain of its subsidiaries. Certain events would be considered events of default and could result in the acceleration of the maturity of the Notes. | |||||||||||||||||||||||||
Unsecured Senior Notes due 2024 | |||||||||||||||||||||||||
As of March 31, 2015, the Operating Partnership had outstanding $250.0 million aggregate principal amount of 4.625% senior unsecured notes due 2024 (the “Notes due 2024”). The Notes due 2024 bear interest at 4.625% per annum and were issued at 99.477% of the principal amount to yield 4.691% to maturity. Interest is payable on May 15 and November 15 of each year beginning November 15, 2014 until the maturity date of May 15, 2024. The Operating Partnership’s obligations under the Notes due 2024 are fully and unconditionally guaranteed by the Parent Company. On or before February 15, 2024, the Operating Partnership may redeem all or a portion of the Notes due 2024 upon notice to the holders at a redemption price equal to the greater of (1) 100% of the principal amount of the Notes due 2024 being redeemed and (2) 100% of the principal amount plus a make-whole premium as set forth in the Indenture governing the Notes due 2024 (the “Indenture”), plus accrued and unpaid interest up to, but not including, the redemption date. After February 15, 2024, the redemption price will be equal to 100% of the principal amount of the Notes due 2024 being redeemed, plus accrued and unpaid interest up to, but not including, the redemption date. | |||||||||||||||||||||||||
The Notes due 2024 are senior unsecured obligations of the Operating Partnership and rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership. However, the Notes due 2024 are effectively subordinated to the Operating Partnership’s existing and future mortgages and other secured indebtedness (to the extent of the value of the collateral securing such indebtedness) and to all existing and future preferred equity and liabilities, whether secured or unsecured, of the Operating Partnership’s subsidiaries, including guarantees provided by the Operating Partnership’s subsidiaries under the Company’s unsecured line of credit. | |||||||||||||||||||||||||
The carrying value of the Notes due 2024 as of March 31, 2015 and December 31, 2014 was as follows (in thousands): | |||||||||||||||||||||||||
March 31, | December 31, | ||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Principal amount | $ | 250,000 | $ | 250,000 | |||||||||||||||||||||
Unamortized debt discount | (1,209 | ) | (1,242 | ) | |||||||||||||||||||||
$ | 248,791 | $ | 248,758 | ||||||||||||||||||||||
Certain of the instruments evidencing the above-described indebtedness of the Operating Partnership contain certain covenants that, among other things, limit the Company’s ability to consummate a merger (including, in some cases, the Mergers described below in Note 19), consolidation or sale of all or substantially all of its assets or incur additional indebtedness. |
Earnings_Per_Share_of_the_Pare
Earnings Per Share of the Parent Company | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share of the Parent Company | 8. Earnings Per Share of the Parent Company | ||||||||
Basic earnings (loss) per share of the Parent Company is computed by dividing income (loss) applicable to common stockholders by the weighted-average shares outstanding, as adjusted for the effect of participating securities. The Parent Company’s unvested restricted share awards are participating securities as they contain non-forfeitable rights to dividends. The impact of unvested restricted share awards on earnings (loss) per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted share awards based on dividends and the unvested restricted shares’ participation rights in undistributed earnings (losses). | |||||||||
The calculation of diluted earnings per share for the three months ended March 31, 2015 does not include 1,019,523 OP units, as the effect of including these equity securities was anti-dilutive to net income attributable to the common stockholders. The calculation of diluted earnings per share for the three months ended March 31, 2014 does not include 225,675 shares of unvested restricted common stock or 1,019,523 OP units, as the effect of including these equity securities was anti-dilutive to net loss attributable to the common stockholders. In addition, 3,367,200 shares of common stock, which were issuable upon settlement of the conversion feature of the 7.00% Series A Cumulative Convertible Perpetual Preferred Stock (“Series A preferred stock”) for the three months ended March 31, 2014, respectively, were anti-dilutive and were not included in the calculation of diluted earnings per share based on the “if converted” method. | |||||||||
Computations of basic and diluted earnings per share for the three months ended March 31, 2015 and 2014 (in thousands, except share data) were as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Basic earnings per share: | |||||||||
Net income (loss) attributable to the common stockholders | $ | 17,628 | $ | (549 | ) | ||||
Allocation to participating securities | (131 | ) | (132 | ) | |||||
Income (loss) applicable to the common stockholders | $ | 17,497 | $ | (681 | ) | ||||
Diluted earnings per share: | |||||||||
Income (loss) applicable to the common stockholders | $ | 17,497 | $ | (681 | ) | ||||
Series A preferred stock dividend | 516 | — | |||||||
Allocation to participating securities | 131 | — | |||||||
Income (loss) available to the common stockholders | $ | 18,144 | $ | (681 | ) | ||||
Weighted-average common shares outstanding: | |||||||||
Basic | 62,473,343 | 47,785,100 | |||||||
Common stock issuable upon conversion of the Series A preferred stock | 2,010,735 | — | |||||||
Restricted common stock | 502,476 | — | |||||||
Diluted | 64,986,554 | 47,785,100 | |||||||
Basic and diluted earnings per share: | |||||||||
Net income (loss) share available to the common stockholders - basic | $ | 0.28 | $ | (0.01 | ) | ||||
Net income (loss) share available to the common stockholders - diluted | $ | 0.28 | $ | (0.01 | ) | ||||
Excel Trust, L.P. | |||||||||
Earnings Per Share of the Parent Company | 9. Earnings Per Unit of the Operating Partnership | ||||||||
Basic earnings (loss) per unit of the Operating Partnership is computed by dividing income (loss) applicable to unitholders by the weighted-average OP units outstanding, as adjusted for the effect of participating securities. The Operating Partnership’s unvested restricted OP unit awards are participating securities as they contain non-forfeitable rights to dividends. The impact of unvested restricted OP unit awards on earnings (loss) per unit has been calculated using the two-class method whereby earnings are allocated to the unvested restricted OP unit awards based on distributions and the unvested restricted OP units’ participation rights in undistributed earnings (losses). | |||||||||
The calculation of diluted earnings per unit for the three months ended March 31, 2014 does not include 225,675 unvested restricted OP units as the effect of including these equity securities was anti-dilutive to loss from continuing operations and net loss attributable to the unitholders. In addition, 3,367,200 OP units, which were issuable upon settlement of the conversion feature of the 7.00% Series A Cumulative Convertible Perpetual Preferred Units (“Series A preferred units”) for the three months ended March 31, 2015 and 2014, respectively, were anti-dilutive and were not included in the calculation of diluted earnings per unit based on the “if converted” method. | |||||||||
Computations of basic and diluted earnings per unit for the three months ended March 31, 2015 and 2014 (in thousands, except unit data) were as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Basic earnings per unit: | |||||||||
Net income (loss) attributable to the unitholders | $ | 17,917 | $ | (559 | ) | ||||
Allocation to participating securities | (131 | ) | (132 | ) | |||||
Income (loss) applicable to the unitholders | $ | 17,786 | $ | (691 | ) | ||||
Diluted earnings per unit: | |||||||||
Income (loss) applicable to the unitholders | $ | 17,786 | $ | (691 | ) | ||||
Series A preferred unit dividend | 516 | — | |||||||
Allocation to participating securities | 131 | — | |||||||
Income (loss) available to the unitholders | $ | 18,433 | $ | (691 | ) | ||||
Weighted-average common OP units outstanding: | |||||||||
Basic | 63,492,866 | 48,804,623 | |||||||
OP units issuable upon conversion of the Series A preferred units | 2,010,735 | — | |||||||
Restricted OP units | 502,476 | — | |||||||
Diluted | 66,006,077 | 48,804,623 | |||||||
Basic and diluted earnings per share: | |||||||||
Net income (loss) per unit available to the unitholders - basic | $ | 0.28 | $ | (0.01 | ) | ||||
Net income (loss) per unit available to the unitholders - diluted | $ | 0.28 | $ | (0.01 | ) | ||||
Equity_of_the_Parent_Company
Equity of the Parent Company | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity of the Parent Company | 10. Equity of the Parent Company | ||||||||||||
The Parent Company has issued restricted stock awards to senior executives, directors and employees totaling 1,393,451 shares of common stock (net of forfeitures and unvested awards of 576,059 shares), which are included in the total shares of common stock outstanding as of March 31, 2015. | |||||||||||||
As of March 31, 2015, the Parent Company had outstanding 1,180,975 shares of Series A preferred stock, with a liquidation preference of $25.00 per share. The Parent Company pays cumulative dividends on the Series A preferred stock when, as and if declared by the Parent Company’s board of directors, at a rate of 7.00% per annum, subject to adjustment in certain circumstances. The annual dividend on each share of Series A preferred stock is $1.75, payable quarterly in arrears on or about the 15th day of January, April, July and October of each year. Holders of the Series A preferred stock generally have no voting rights except for limited voting rights if the Parent Company fails to pay dividends for six or more quarterly periods (whether or not consecutive) and in certain other circumstances. The Series A preferred stock is convertible, at the holders’ option, at any time and from time to time, into common stock of the Parent Company. The initial conversion rate of the Series A preferred stock was 1.6667 shares of common stock per share of Series A preferred stock. Effective March 27, 2015 (the ex-dividend date), the conversion rate was adjusted to 1.7041 shares of common stock per share of Series A preferred stock as a result of the aggregate dividends that the Parent Company declared and paid on its common stock, beginning with the quarter ended September 30, 2011 and through the quarter ended March 31, 2015, being in excess of the reference dividend of $0.15 per share. The conversion rate will continue to be subject to customary adjustments in certain circumstances. Since April 1, 2014, the Parent Company has had the option to convert some or all of the Series A preferred stock into common stock if the closing price of the common stock equals or exceeds 140% of the conversion price for at least 20 of the 30 consecutive trading days ending the day before the notice of exercise of conversion is sent and the Parent Company has either declared and paid, or declared and set apart for payment, any unpaid dividends that are in arrears on the Series A preferred stock. | |||||||||||||
As of March 31, 2015, the Parent Company had outstanding 3,680,000 shares of 8.125% Series B Cumulative Redeemable Preferred Stock (“Series B preferred stock”), with a liquidation preference of $25.00 per share. The Parent Company pays cumulative dividends on the Series B preferred stock, when, as and if declared by the Parent Company’s board of directors, at a rate of 8.125% per annum, subject to adjustment in certain circumstances. The annual dividend on each share of Series B preferred stock is $2.03125, payable quarterly in arrears on or about the 15th day of January, April, July and October of each year. Holders of the Series B preferred stock generally have no voting rights except for limited voting rights if the Parent Company fails to pay dividends for six or more quarterly periods (whether or not consecutive) and in certain other circumstances. At any time on and after January 31, 2017, the Parent Company may, at its option, redeem the Series B preferred stock, in whole or from time to time in part, by paying $25.00 per share, plus any accrued and unpaid dividends to, but not including, the date of redemption. In addition, upon the occurrence of a change of control, the Parent Company or a successor may, at its option, redeem the Series B preferred stock, in whole or in part and within 120 days after the first date on which such change of control occurred, by paying $25.00 per share, plus any accrued and unpaid dividends to, but not including, the date of redemption. | |||||||||||||
The Parent Company’s board of directors has authorized a stock repurchase program under which the Parent Company may acquire up to $50.0 million of its common stock and preferred stock in open market and negotiated purchases with no expiration date (the repurchase program was increased from $30.0 million to $50.0 million in February 2014). During the three months ended March 31, 2014, the Parent Company repurchased 105,775 shares of its common stock for an aggregate cost of approximately $1.4 million (including transaction costs) at a weighted-average purchase price of $12.52 per share. The repurchased shares of common stock were subsequently retired by the Parent Company. No stock was repurchased during the three months ended March 31, 2015. As of March 31, 2015, approximately $20.9 million remained available under the stock repurchase program to acquire outstanding shares of the Parent Company’s common stock and preferred stock. | |||||||||||||
The Parent Company and the Operating Partnership have entered into equity distribution agreements (the “Equity Distribution Agreements”) with four sales agents, under which the Parent Company can issue and sell shares of its common stock from time to time through, at its discretion, any of the sales agents. The Equity Distribution Agreements permit the Parent Company to issue and sell shares of its common stock with an aggregate offering price of up to $100.0 million. The sales of common stock made under the Equity Distribution Agreements are made in “at the market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended. During the three months ended March 31, 2014, the Parent Company did not issue any shares pursuant to the Equity Distribution Agreements. During the three months ended March 31, 2015, the Parent Company issued 2,227,456 shares of common stock pursuant to the Equity Distribution Agreements, resulting in net proceeds of approximately $30.2 million at an average stock issuance price of $13.75 per share. The net proceeds of $30.2 million were contributed to the Operating Partnership in exchange for 2,227,456 OP units. As of March 31, 2015, approximately $64.4 million remained available under the Equity Distribution Agreements to issue and sell shares of the Parent Company’s common stock. | |||||||||||||
Consolidated net income is reported in the Company’s condensed consolidated financial statements at amounts that include the amounts attributable to both the common stockholders and the non-controlling interests. A charge/credit is recorded each period in the condensed consolidated statements of income for the non-controlling interests’ proportionate share of the Company’s net income (loss). | |||||||||||||
On March 31, 2015, the Parent Company accrued for a dividend of $11.4 million payable to the common stockholders of record, a dividend of $2.4 million payable to the preferred stockholders of record and a distribution of $184,000 payable to the holders of OP units of record as of March 31, 2015, each of which was paid in April 2015. | |||||||||||||
2010 Equity Incentive Award Plan | |||||||||||||
The Company has established the 2010 Equity Incentive Award Plan of Excel Trust, Inc. and Excel Trust, L.P. (the “2010 Plan”), pursuant to which the Parent Company’s board of directors or a committee of its independent directors may make grants of stock options, restricted stock, stock appreciation rights and other stock-based awards to its non-employee directors, employees and consultants (an equivalent amount of common OP units are issued to the Parent Company for each such grant with similar terms and conditions). The maximum number of shares of the Parent Company’s common stock that may be issued pursuant to the 2010 Plan is 2,850,000 (of which 1,456,549 shares of common stock remained available for issuance as of March 31, 2015). | |||||||||||||
The following shares of restricted common stock were issued during the three months ended March 31, 2015: | |||||||||||||
Grant Date | Price at Grant | Number | Vesting | ||||||||||
Date | Period (yrs.) | ||||||||||||
January 14, 2015(1) | $ | 13.9 | 122,862 | 1, 3 | |||||||||
February 9, 2015(2) | $ | 13.81 | 24,275 | 1, 3 | |||||||||
March 3, 2015(3) | $ | 13.79 | 5,000 | 3 | |||||||||
(1) | Shares issued to senior management and other employees of the Company. A portion of the stock grants (102,962 shares of restricted common stock) vest over a one-year period and include a variety of performance and market conditions, with the restricted shares vesting at the discretion of the Parent Company’s board of directors on December 31, 2015 based on the achievement of the Company’s objectives during the year ended December 31, 2015. The remaining stock grants (19,900 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | ||||||||||||
(2) | Shares issued to certain of the Company’s employees. A portion of the stock grants (4,575 shares of restricted common stock) vested immediately upon grant and a portion (11,000 shares of restricted common stock) vest over a one-year period and include performance or service conditions. The remaining stock grants (8,700 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | ||||||||||||
(3) | Shares issued to certain of the Company’s employees. These shares vest in equal annual installments on December 31, 2015, 2016 and 2017. | ||||||||||||
Shares of the Parent Company’s restricted common stock generally may not be sold, pledged, assigned or transferred in any manner other than by will or the laws of descent and distribution or, subject to the consent of the administrator of the 2010 Plan, a domestic relations order, unless and until all restrictions applicable to such shares have lapsed. Such restrictions expire upon vesting. Shares of the Parent Company’s restricted common stock have full voting rights and rights to dividends upon grant. The Company recognized compensation expense during the three months ended March 31, 2015 and 2014 of $1.1 million and $574,000, respectively, related to the restricted common stock grants ultimately expected to vest. ASC Topic 718, Compensation — Stock Compensation, requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company has estimated $0 in forfeitures for all periods presented. Stock compensation expense is included in general and administrative expense in the accompanying condensed consolidated statements of operations. | |||||||||||||
As of March 31, 2015 and December 31, 2014, there was approximately $5.3 million and $5.1 million, respectively; of total unrecognized compensation expense related to the non-vested shares of the Parent Company’s restricted common stock. As of March 31, 2015 and December 31, 2014, this expense was expected to be recognized over a weighted-average remaining period of 1.1 and 1.8 years, respectively. | |||||||||||||
Number of Unvested | Weighted- | ||||||||||||
Shares of | Average Grant | ||||||||||||
Restricted | Date Fair Value | ||||||||||||
Common Stock | |||||||||||||
Balance - January 1, 2015 | 427,580 | $ | 12.78 | ||||||||||
Grants | 152,137 | $ | 13.88 | ||||||||||
Forfeitures/Expirations(1) | (83,195 | ) | $ | 12.96 | |||||||||
Vested | (28,541 | ) | $ | 12.43 | |||||||||
Balance - March 31, 2015 | 467,981 | $ | 13.1 | ||||||||||
(1) | During the three months ended March 31, 2015, 6,618 shares of common stock were surrendered to the Parent Company and subsequently retired in lieu of cash payments for taxes due on the vesting of restricted stock. The forfeiture of these shares is reflected in the accompanying condensed consolidated statements of equity and capital as a decrease of the total common shares or common operating partnership units issued during each period presented. | ||||||||||||
Profit Participation Interests | |||||||||||||
Agreements to provide profit participation interests related to development projects at certain properties are treated as stock-based compensation awards granted to a non-employee, which are classified as liabilities. The liability awards are carried at the greater of the grant date fair value or the estimated amount that would be owed if the obligation were to be settled as of the reporting date. There were no new profit participation interests awards granted during the three months ended March 31, 2015. The current estimated settlement values for each of the profit participation interests are based on discounted cash flow models for each of the individual development projects subject to the awards. The critical assumptions utilized in those models at March 31, 2015 were the discount rates (ranging from 14.1% to 14.6%) and terminal capitalization rates (ranging from 7.85% to 8.25%). Other relevant assumptions in the models included estimates of remaining costs to complete construction and rental rate and lease-up assumptions. At March 31, 2015, obligations related to profit participation interests in the amount of approximately $3.2 million are included in other liabilities in the accompanying condensed consolidated balance sheets. | |||||||||||||
401(k) Retirement Plan | |||||||||||||
The Company maintains a 401(k) retirement plan covering substantially all employees, which permits participants to defer up to the maximum allowable amount of their eligible compensation as determined by the Internal Revenue Service. This deferred compensation, together with Company matching contributions equal to 100% of employee deferrals up to 3.0% of eligible compensation and 50% of employee deferrals for the next 2.0% of eligible compensation, is fully vested and funded as of December 31, 2014. Costs related to the matching portion of the plan for the three months ended March 31, 2015 and 2014 were approximately $45,000 and $39,000, respectively. |
Equity_of_the_Operating_Partne
Equity of the Operating Partnership | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Equity of the Operating Partnership | 11. Equity of the Operating Partnership | ||||||||||||||||
As of March 31, 2015, the Operating Partnership had outstanding 64,422,675 OP units. The Parent Company owned 98.4% of the partnership interests in the Operating Partnership at March 31, 2015, is the Operating Partnership’s general partner and is responsible for the management of the Operating Partnership’s business. As the general partner of the Operating Partnership, the Parent Company effectively controls the ability to issue common stock of the Parent Company upon a limited partner’s notice of redemption. In addition, the Parent Company has generally acquired OP units upon a limited partner’s notice of redemption in exchange for shares of its common stock. The redemption provisions of OP units owned by limited partners that permit the Parent Company to settle in either cash or common stock at the option of the Parent Company are further evaluated in accordance with applicable accounting guidance to determine whether temporary or permanent equity classification on the balance sheet is appropriate. The Operating Partnership evaluated this guidance, including the requirement to settle in unregistered shares, and determined that these OP units meet the requirements to qualify for presentation as permanent equity. | |||||||||||||||||
As of March 31, 2015, the Operating Partnership had outstanding 1,180,975 Series A preferred units and 3,680,000 8.125% Series B Cumulative Redeemable Preferred Units (collectively referred to as the “Preferred Units”). The Preferred Units were issued to the Parent Company in exchange for the net proceeds from the issuance of preferred stock of the Parent Company and contain the same terms and conditions as the preferred stock instruments (including, among other things, distribution rates and exchange or redemption provisions). | |||||||||||||||||
During the three months ended March 31, 2014, the Operating Partnership repurchased 105,775 common OP units from the Parent Company (in connection with the Parent Company’s repurchase of its common stock) for an aggregate cost of approximately $1.4 million at a weighted-average purchase price of $12.52 per unit. The OP units were subsequently retired by the Operating Partnership. No OP units were repurchased from the Parent Company in connection with repurchases of its common stock during the three months ended March 31, 2015. | |||||||||||||||||
During the year ended December 31, 2014, the Operating Partnership did not issue any OP units to the Parent Company in connection with the Equity Distribution Agreements. During the three months ended March 31, 2015, the Operating Partnership issued 2,227,456 OP units to the Parent Company in exchange for net proceeds of approximately $30.2 million in connection with the Equity Distribution Agreements. | |||||||||||||||||
Consolidated net income is reported in the Operating Partnership’s condensed consolidated financial statements at amounts that include the amounts attributable to both the unitholders and the non-controlling interests in a consolidated joint venture property. | |||||||||||||||||
The following table shows the vested partnership interests in the Operating Partnership as of March 31, 2015 and December 31, 2014: | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
OP | Percentage | OP | Percentage | ||||||||||||||
Units | of Total | Units | of Total | ||||||||||||||
Excel Trust, Inc. | 62,935,171 | 98.4 | % | 60,685,792 | 98.3 | % | |||||||||||
Non-controlling interests consisting of: | |||||||||||||||||
OP units held by employees and third parties | 1,019,523 | 1.6 | % | 1,019,523 | 1.7 | % | |||||||||||
Total | 63,954,694 | 100 | % | 61,705,315 | 100 | % | |||||||||||
Investment_in_Unconsolidated_E
Investment in Unconsolidated Entities | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Investment in Unconsolidated Entities | 12. Investment in Unconsolidated Entities | ||||||||||||
The Company holds a 50% tenant-in-common ownership interest in The Fountains at Bay Hill property (“Bay Hill”). The remaining 50% undivided interest in the Bay Hill property is held by MDC Fountains, LLC (“MDC”). The Bay Hill property does not qualify as a VIE and consolidation is not required as the Company does not control the operations of the property. The Company receives 50% of the cash flow distributions and recognizes 50% of the results of operations. In addition, the Company receives fees in its role as the day-to-day property manager. The Company’s 50% ownership interest is reflected in the accompanying balance sheets as an investment in unconsolidated entities and the Company’s interest in the income or losses of the property is recorded based on the equity method of accounting. | |||||||||||||
General information on the Bay Hill property as of March 31, 2015 is as follows: | |||||||||||||
Unconsolidated Investment | Partner | Ownership Interest | Formation/ | Property | |||||||||
Acquisition Date | |||||||||||||
Bay Hill(1) | MDC | 50 | % | October 19, 2012 | The Fountains at Bay Hill | ||||||||
(1) | At March 31, 2015, Bay Hill had real estate assets of $36.2 million, total assets of $39.2 million, mortgages payable of $23.8 million and total liabilities of $25.7 million. At December 31, 2014, Bay Hill had real estate assets of $36.4 million, total assets of $39.4 million, mortgages payable of $24.0 million and total liabilities of $25.8 million. Total revenues were $905,000, total expenses were $637,000 (including interest expense) and net income was $268,000 for the three months ended March 31, 2015. Total revenues were $964,000, total expenses were $721,000 (including interest expense) and net income was $244,000 for the three months ended March 31, 2014. The outstanding mortgage note was refinanced in October 2014 with a notional amount of $24.0 million, which bears interest at a fixed rate of 3.75%. The new mortgage note has a maturity date of December 1, 2021. |
Property_Dispositions_and_Prop
Property Dispositions and Property Held for Sale | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property Dispositions and Property Held for Sale | 13. Property Dispositions and Property Held for Sale | ||||||||
On January 30, 2015, the Company completed the disposition of The Family Center at Orem property (part of the retail properties reporting segment) for a sales price of approximately $21.5 million, excluding closing costs. On March 11, 2015, the Company completed the disposition of its Promenade Corporate Center property (part of the office properties reporting segment) for a sales price of approximately $65.0 million, excluding closing costs. As a result of these sales, the Company recognized a gain on sale of real estate assets of approximately $19.7 million, which is reflected in the accompanying condensed consolidated statements of operations and comprehensive income as gain on sale of real estate assets. | |||||||||
The Promenade Corporate Center property did not represent a significant portion of the Company’s operating portfolio of properties, but it constituted a significant portion of the office properties reporting segment – comprising approximately 98.2% and 58.5% of the net income generated by that reporting segment for the three months ended March 31, 2015 and 2014 (the primary reason for the increase in the Promenade Corporate Center property’s proportionate share of net income for the segment was the recognition of a gain on sale of approximately $15.2 million for the three months ended March 31, 2015). | |||||||||
The results of operations for the Promenade Corporate Center property (partial period for the three months ended March 31, 2015) were as follows (dollars in thousands): | |||||||||
Three Months | |||||||||
Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Total revenues | $ | 1,129 | $ | 1,389 | |||||
Property operating expenses | (533 | ) | (672 | ) | |||||
Property net operating income | 596 | 717 | |||||||
General and administrative | (7 | ) | (3 | ) | |||||
Depreciation and amortization | (356 | ) | (583 | ) | |||||
Gain on sale of real estate assets | 15,198 | — | |||||||
Net income | $ | 15,431 | $ | 131 | |||||
As of March 31, 2015, the Company had executed agreements for the sale of two of its retail properties (part of the retail properties reporting segment), the Rosewick Crossing property (located in La Plata, Maryland) and the Cedar Square property (located in Duncanville, Texas) for a combined sales price of approximately $33.5 million (the sale of the Rosewick Crossing property was completed subsequent to quarter-end – see Note 19). As a result, the properties have been classified as held for sale on the accompanying condensed consolidated balance sheets. | |||||||||
The major classes of assets and liabilities of the properties classified as held for sale as of March 31, 2015 were as follows (dollars in thousands): | |||||||||
March 31, | |||||||||
2015 | |||||||||
Real estate held for sale: | |||||||||
Land | $ | 12,310 | |||||||
Buildings | 10,025 | ||||||||
Site/Tenant improvements | 3,428 | ||||||||
Accumulated depreciation | (2,100 | ) | |||||||
Property, net | 23,663 | ||||||||
Restricted cash | 192 | ||||||||
Tenant receivables, net | 73 | ||||||||
Lease intangibles, net | 1,839 | ||||||||
Deferred rent receivable | 492 | ||||||||
Other assets | 1,036 | ||||||||
Real estate held for sale, net of accumulated depreciation | $ | 27,295 | |||||||
Liabilities of real estate held for sale: | |||||||||
Accounts payable and other liabilities | $ | 1,400 | |||||||
Lease intangibles, net | 807 | ||||||||
Liabilities of real estate held for sale | $ | 2,207 | |||||||
The sales of The Family Center at Orem and Promenade Corporate Center properties during the three months ended March 31, 2015 and the classification of the Rosewick Crossing and Cedar Square properties as held for sale as of March 31, 2015 did not meet the criteria for classification as discontinued operations as these properties did not individually or collectively constitute a significant component of the Company or represent a strategic shift that would have a major impact on the Company’s operations and financial results. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions | 14. Related Party Transactions |
Subsequent to the Parent Company’s initial public offering, many of the employees of Excel Realty Holdings, LLC (“ERH”) became employees of the Company. ERH reimburses the Company for estimated time the Company employees spend on ERH related matters. For the three months ended March 31, 2015 and 2014, approximately $96,000 and $76,000, respectively, was reimbursed to the Company from ERH and included in other income in the accompanying condensed consolidated statements of operations. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Taxes | 15. Income Taxes |
Income Taxes of the Parent Company | |
The Parent Company elected to be taxed as a REIT under the Code, beginning with the taxable year ended December 31, 2010. To qualify as a REIT, the Parent Company must meet a number of organizational and operational requirements, including the requirement that it distribute currently at least 90% of its REIT taxable income to its stockholders (excluding any net capital gain). It is the Parent Company’s intention to comply with these requirements and maintain the Parent Company’s REIT status. As a REIT, the Parent Company generally will not be subject to corporate federal, state or local income taxes on income it distributes currently (in accordance with the Code and applicable regulations) to its stockholders. If the Parent Company fails to qualify as a REIT in any taxable year, then it will be subject to federal, state and local income taxes at regular corporate rates and may not be able to qualify as a REIT for subsequent tax years. Even if the Parent Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income, properties and operations and to federal income and excise taxes on its taxable income not distributed in the amounts and in the time frames prescribed by the Code and applicable regulations thereunder and on the taxable income of any of its taxable REIT subsidiaries. | |
Income Taxes of the Operating Partnership | |
As a partnership, the allocated share of income of the Operating Partnership is included in the income tax returns of the general and limited partners. Accordingly, no accounting for income taxes is required in the accompanying condensed consolidated financial statements. The Operating Partnership may be subject to certain state or local taxes on its income and property. | |
The Operating Partnership has formed a taxable REIT subsidiary (the “TRS”) on behalf of the Parent Company. In general, the TRS may perform non-customary services for tenants, hold assets that the Parent Company cannot hold directly and, except for the operation or management of health care facilities or lodging facilities or the providing of any person, under a franchise, license or otherwise, rights to any brand name under which any lodging facility or health care facility is operated, may engage in any real estate or non-real estate related business. The TRS is subject to corporate federal income taxes on its taxable income at regular corporate tax rates. The TRS accounts for income taxes in accordance with the provisions of the Income Taxes Topic of the FASB ASC, which requires the Company to account for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between GAAP carrying amounts and their respective tax bases. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies | 16. Commitments and Contingencies |
Litigation: | |
The Company is not presently subject to any material litigation nor, to its knowledge, is any material litigation threatened against it which if determined unfavorably, would have a material effect on its consolidated financial position, results of operations or cash flows. | |
On April 22, 2015, a purported class action was filed in the Superior Court of the State of California, County of San Diego, against the Company, the Operating Partnership, Blackstone, BRE Retail Centers Holdings LP, BRE Retail Centers Corp, BRE Retail Centers LP and the members of our board of directors alleging, among other things, that the directors breached their fiduciary duties to the stockholders of the company in connection with the proposed Mergers. In addition, the lawsuit alleges that the Company, the Operating Partnership, Blackstone, BRE Retail Centers Holdings LP, BRE Retail Centers Corp and BRE Retail Centers LP aided and abetted the purported breaches of fiduciary duty. The complaint seeks, among other things, to enjoin the completion of the Mergers. | |
Environmental Matters: | |
The Company follows the policy of monitoring its properties for the presence of hazardous or toxic substances. While there can be no assurance that a material environmental liability does not exist at its properties, the Company is not currently aware of any environmental liability with respect to its properties that would have a material effect on its condensed consolidated balance sheets, results of operations or cash flows. Further, the Company is not aware of any environmental liability or any unasserted claim or assessment with respect to an environmental liability that it believes would require additional disclosure or the recording of a loss contingency. | |
Other: | |
The Company’s other commitments and contingencies include the usual obligations of real estate owners and operators in the normal course of business. In management’s opinion, these matters are not expected to have a material adverse effect on its condensed consolidated balance sheets, results of operations or cash flows. In addition, the Company expects to incur construction costs relating to development projects on portions of existing operating properties and at its non-operating properties (Chimney Rock Phase II, West Broad Marketplace and Southlake Park Village). |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value of Financial Instruments | 17. Fair Value of Financial Instruments | ||||||||||||||||
The Company is required to disclose fair value information relating to financial instruments that are remeasured on a recurring basis and those that are only initially recognized at fair value (not required to be subsequently remeasured). The Company’s disclosures of estimated fair value of financial instruments were determined using available market information and appropriate valuation methods. The use of different assumptions or methods of estimation may have a material effect on the estimated fair value of financial instruments. | |||||||||||||||||
The following table reflects the fair values of the Company’s financial assets and liabilities that were required to be measured at fair value on a recurring basis at March 31, 2014 (dollars in thousands): | |||||||||||||||||
Balance at | Quoted Prices in | Significant Other | Significant | ||||||||||||||
March 31, 2014 | Active Markets | Observable | Unobservable Inputs | ||||||||||||||
(Level 1) | Inputs (Level 2) | (Level 3) | |||||||||||||||
Fair value measurements on a recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Other assets related to business combinations | $ | 471 | $ | — | $ | — | $ | 471 | |||||||||
-1 | Amount reflected the fair value of funds expected to be received as of March 31, 2014 pursuant to master lease agreements executed in connection with the Promenade Corporate Center acquisition. The Company estimated the fair value of the asset based on its expectations of the probability of leasing or releasing spaces within the term of the master lease agreements and corresponding estimates for time required to lease, lease rates and funds required for tenant improvements and lease commissions. This amount was included in other assets in the accompanying condensed consolidated balance sheets, with subsequent changes in the fair value of the asset recorded as a gain (loss) in earnings in the period in which the change occurred. The remaining balance was fully collected during 2014 and no balance remained as of March 31, 2015. | ||||||||||||||||
The following table reconciles the beginning and ending balances of financial instruments that are remeasured on a recurring basis using significant unobservable inputs (Level 3) as of March 31, 2014 (dollars in thousands): | |||||||||||||||||
Other Assets | |||||||||||||||||
Related to Business | |||||||||||||||||
Combinations (1) | |||||||||||||||||
Beginning balance, January 1, 2014 | $ | 507 | |||||||||||||||
Total gains: Included in earnings | — | ||||||||||||||||
Purchases, issuances or settlements | (36 | ) | |||||||||||||||
Ending balance, March 31, 2014 | $ | 471 | |||||||||||||||
(1) | The change of $36,000 for other assets related to business combinations during the three months ended March 31, 2014 was comprised of cash payments received on the master lease asset. | ||||||||||||||||
There were no additional gains or losses, purchases, sales, issuances, settlements, or transfers in or out related to any of the three levels of the fair value hierarchy during the three months ended March 31, 2015 and 2014. | |||||||||||||||||
The Company has not elected the fair value measurement option for any of its other financial assets or liabilities. The Company has estimated the fair value of its financial assets using a discounted cash flow analysis based on an appropriate market rate for a similar type of instrument. The Company has estimated the fair value of its financial liabilities by using either (1) a discounted cash flow analysis using an appropriate market discount rate for similar types of instruments, or (2) a present value model and an interest rate that includes a credit value adjustment based on the estimated value of the property that serves as collateral for the underlying debt. The fair values of financial instruments not included in this table are estimated to be equal to their carrying amounts. | |||||||||||||||||
The fair values of certain additional financial assets and liabilities at March 31, 2015 and December 31, 2014 (fair value measurements categorized as Level 3 of the fair value hierarchy) are as follows (dollars in thousands): | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | Amount | ||||||||||||||||
Financial liabilities: | |||||||||||||||||
Mortgage notes payable | $ | 192,956 | $ | 197,080 | $ | 192,748 | $ | 195,729 | |||||||||
Notes payable | 199,000 | 197,395 | 238,000 | 235,940 | |||||||||||||
Unsecured notes | 348,791 | 365,764 | 348,758 | 353,662 | |||||||||||||
Term loan | 50,000 | 50,000 | 50,000 | 50,000 |
Segment_Disclosure
Segment Disclosure | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Segment Disclosure | 18. Segment Disclosure | ||||||||
The Company’s reportable segments consist of the three types of commercial real estate properties for which management internally evaluates operating performance and financial results: Office Properties, Multi-family Properties and Retail Properties. The Company was formed for the primary purpose of owning and operating Retail Properties. As such, administrative costs are shown under the Retail Properties segment. The Retail Properties operating segment also includes undeveloped land which the Company intends to develop into retail properties. | |||||||||
The Company evaluates the performance of the operating segments based upon property operating income. “Property Operating Income” is defined as operating revenues (rental revenue, tenant recoveries and other income) less property operating expenses (maintenance and repairs, real estate taxes, management fees, and other operating expenses). The Company also evaluates interest expense, interest income, and depreciation and amortization by segment. Corporate general and administrative expense, interest expense related to corporate indebtedness and other non-recurring gains or losses are reflected within the Retail Properties operating segment as this constitutes the Company’s primary business objective and represents the majority of its operations. There is no intersegment activity. | |||||||||
The following tables reconcile the Company’s segment activity to its consolidated results of operations and financial position for the three months ended March 31, 2015 and 2014 (dollars in thousands): | |||||||||
For the Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Office Properties: | |||||||||
Total revenues | $ | 1,901 | $ | 2,161 | |||||
Property operating expenses | (717 | ) | (853 | ) | |||||
Property operating income, as defined | 1,184 | 1,308 | |||||||
General and administrative costs | (18 | ) | (5 | ) | |||||
Depreciation and amortization | (656 | ) | (892 | ) | |||||
Interest expense | — | (187 | ) | ||||||
Gain on sale of real estate assets | 15,198 | — | |||||||
Net income | $ | 15,708 | $ | 224 | |||||
Multi-family Properties: | |||||||||
Total revenues | $ | 1,350 | $ | 1,401 | |||||
Property operating expenses | (462 | ) | (453 | ) | |||||
Property operating income, as defined | 888 | 948 | |||||||
General and administrative costs | (14 | ) | (14 | ) | |||||
Depreciation and amortization | (463 | ) | (463 | ) | |||||
Net income | $ | 411 | $ | 471 | |||||
Retail Properties: | |||||||||
Total revenues | $ | 37,240 | $ | 27,036 | |||||
Property operating expenses | (9,600 | ) | (6,532 | ) | |||||
Property operating income, as defined | 27,640 | 20,504 | |||||||
General and administrative costs | (4,316 | ) | (3,796 | ) | |||||
Depreciation and amortization | (16,147 | ) | (10,441 | ) | |||||
Interest expense | (7,551 | ) | (4,802 | ) | |||||
Interest income | 50 | 49 | |||||||
Income (loss) from equity in unconsolidated entities | 134 | 69 | |||||||
Gain on sale of real estate assets | 4,463 | — | |||||||
Net income | $ | 4,273 | $ | 1,583 | |||||
Total Reportable Segments: | |||||||||
Total revenues | $ | 40,491 | $ | 30,598 | |||||
Property operating expenses | (10,779 | ) | (7,838 | ) | |||||
Property operating income, as defined | 29,712 | 22,760 | |||||||
General and administrative costs | (4,348 | ) | (3,815 | ) | |||||
Depreciation and amortization | (17,266 | ) | (11,796 | ) | |||||
Interest expense | (7,551 | ) | (4,989 | ) | |||||
Interest income | 50 | 49 | |||||||
Income (loss) from equity in unconsolidated entities | 134 | 69 | |||||||
Gain on sale of real estate assets | 19,661 | — | |||||||
Net income | $ | 20,392 | $ | 2,278 | |||||
Reconciliation to Consolidated Net Income Attributable to the Common Stockholders (Parent Company): | |||||||||
Total net income for reportable segments | $ | 20,392 | $ | 2,278 | |||||
Net income attributable to non-controlling interests | (379 | ) | (83 | ) | |||||
Net income attributable to Excel Trust, Inc. | $ | 20,013 | $ | 2,195 | |||||
Reconciliation to Consolidated Net Income Attributable to the Unitholders (Operating Partnership): | |||||||||
Total net income for reportable segments | $ | 20,392 | $ | 2,278 | |||||
Net income attributable to non-controlling interests | (90 | ) | (93 | ) | |||||
Net income attributable to Excel Trust, L.P. | $ | 20,302 | $ | 2,185 | |||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Assets: | |||||||||
Office Properties: | |||||||||
Total assets | $ | 13,052 | $ | 62,747 | |||||
Multi-family Properties: | |||||||||
Total assets | 68,561 | 68,982 | |||||||
Retail Properties: | |||||||||
Total assets | 1,565,265 | 1,515,408 | |||||||
Total Reportable Segments & Consolidated Assets: | |||||||||
Total assets | $ | 1,646,878 | $ | 1,647,137 | |||||
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events | 19. Subsequent Events |
Merger Agreement | |
On April 9, 2015, the Parent Company and the Operating Partnership entered into an Agreement and Plan of Merger (the “Merger Agreement”) with BRE Retail Centers Holdings LP (“BRE Retail Centers”), BRE Retail Centers Corp and BRE Retail Centers LP, which are affiliates of Blackstone Property Partners L.P. The Merger Agreement provides that, upon the terms and subject to the conditions set forth in the Merger Agreement, the Parent Company will merge with and into BRE Retail Centers Corp (the “Company Merger”), and BRE Retail Centers LP will merge with and into the Operating Partnership (the “Partnership Merger” and, together with the Company Merger, the “Mergers”). Upon completion of the Company Merger, BRE Retail Centers Corp will survive and the separate corporate existence of the Parent Company will cease. Upon completion of the Partnership Merger, the Operating Partnership will survive and the separate existence of BRE Retail Centers LP will cease. The Merger Agreement, the Mergers and the other transactions contemplated thereby were unanimously approved by the Parent Company’s board of directors. | |
Pursuant to the terms and conditions in the Merger Agreement, at the effective time of the Company Merger, each share of the Parent Company’s common stock issued and outstanding immediately prior to the effective time of the Company Merger will be converted into the right to receive an amount in cash equal to $15.85 per share, without interest (the “Merger Consideration”). The Parent Company will be permitted to pay one additional common stock dividend of $0.18 per share payable in July 2015, but, under the terms of the Merger Agreement, not for any quarter thereafter. | |
In addition, immediately prior to the effective time of the Company Merger, each restricted share granted under the 2010 Plan will be fully vested and non-forfeitable, and all shares of the Parent Company’s common stock represented thereby will be considered outstanding and subject to the right to receive the Merger Consideration. | |
At BRE Retail Centers’ request, the Parent Company will deliver a notice of fundamental change and a notice of redemption to the holders of the Series A preferred stock in accordance with the Articles Supplementary relating to the Series A preferred stock (the “Series A Articles Supplementary”). The redemption notice will state that, if a holder of the Series A preferred stock chooses not to exercise the special conversion right described in the notice of fundamental change, each share of Series A preferred stock held by such holder immediately prior to the effective time of the Company Merger will be redeemed in the Company Merger through the payment of an amount, without interest, equal to the greater of (1) the Fundamental Change Redemption Price (as defined in the Series A Articles Supplementary) and (2) the product of (x) the Merger Consideration multiplied by (y) the number of shares of the Parent Company’s common stock issuable if a holder of Series A preferred stock converted such share of Series A preferred stock at the applicable conversion rate on the fundamental change conversion date specified in the fundamental change notice. | |
In addition, at BRE Retail Centers’ request, the Parent Company will deliver a notice of redemption to the holders of the Series B preferred stock in accordance with the Articles Supplementary relating to the Series B preferred stock. The redemption notice will state that each share of Series B preferred stock held by such holder immediately prior to the effective time of the Company Merger will be redeemed in the Company Merger through the payment of an amount, without interest, equal to $25.00 per share plus accrued and unpaid dividends, if any, to, but not including, the date of completion of the Mergers. | |
At the effective time of the Partnership Merger, each common OP unit issued and outstanding immediately prior to the effective time of the Partnership Merger (other than common OP units held by the Parent Company) will be converted into, and will be cancelled in exchange for, the right to receive an amount in cash equal to the Merger Consideration, without interest; provided that, in lieu of receiving the Merger Consideration, a qualifying holder of common OP units may elect to receive one newly created 5.50% Series C Preferred Unit in the surviving partnership for each common OP unit. | |
The Merger Agreement also contains customary representations, warranties and covenants, including, among others, covenants by the Parent Company to conduct its business in all material respects in the ordinary course of business consistent with past practice, subject to certain exceptions, during the period between the execution of the Merger Agreement and the consummation of the Mergers. The obligations of the parties to consummate the Mergers are not subject to any financing condition or the receipt of any financing by BRE Retail Centers. | |
The consummation of the Mergers is subject to certain customary closing conditions, including, among others, approval of the Company Merger and the Merger Agreement by the affirmative vote of a majority of the outstanding shares of the Parent Company’s common stock as of the record date for the special meeting of the Parent Company’s common stockholders and that all material approvals, authorizations and consents of any governmental authority have been obtained. | |
The Merger Agreement requires the Parent Company to convene a stockholders’ meeting for purposes of obtaining the approval of the holders of a majority of the outstanding shares of the Parent Company’s common stock and to prepare and file a proxy statement with the Securities and Exchange Commission with respect to such meeting as promptly as practicable after the date of the Merger Agreement, which proxy statement will contain, subject to certain exceptions, the Parent Company’s board of directors’ recommendation that the Parent Company’s stockholders vote in favor of the Company Merger. | |
The Parent Company has agreed not to solicit or enter into an agreement regarding an Acquisition Proposal (as defined in the Merger Agreement). However, the Parent Company may participate in discussions or negotiations with, and provide certain nonpublic information to, third parties related to any unsolicited Acquisition Proposal until 11:59 p.m., New York City time, on May 9, 2015, and thereafter, may participate in such discussions or negotiations and provide such nonpublic information, if the Parent Company’s board of directors concludes after consultation with advisors that failure to do so would be inconsistent with its legal duties and that such Acquisition Proposal constitutes, or could reasonably be expected to result in, a Superior Proposal (as defined in the Merger Agreement). | |
Prior to the approval of the Company Merger and the Merger Agreement by the Parent Company’s common stockholders, the Parent Company’s board of directors may in certain circumstances effect a Change in Recommendation (as defined in the Merger Agreement), subject to complying with specified notice and other conditions set forth in the Merger Agreement. | |
In connection with the closing of the transaction, the parties intend that the Notes due 2020 and 2023 will be repaid. The Notes due 2024 are intended to remain outstanding following the closing. | |
The Merger Agreement may be terminated under certain circumstances by the Parent Company, including prior to the approval of the Company Merger and the Merger Agreement by the Parent Company’s common stockholders, if, after following certain procedures and adhering to certain restrictions, the Parent Company’s board of directors has approved, and concurrently with the termination of the Merger Agreement, the Parent Company enters into, a definitive agreement providing for the implementation of a Superior Proposal. In addition, BRE Retail Centers may terminate the Merger Agreement under certain circumstances and subject to certain restrictions, including if the Parent Company’s board of directors effects a Change in Recommendation. Upon a termination of the Merger Agreement, under certain circumstances, the Parent Company will be required to pay a termination fee to BRE Retail Centers of $25 million. In certain other circumstances, BRE Retail Centers will be required to pay the Parent Company a termination fee of $250 million upon termination of the Merger Agreement. | |
Dispositions | |
On April 2, 2015, the Company completed the disposition of the Rosewick Crossing property located in La Plata, Maryland for a sales price of approximately $25.0 million, excluding closing costs. | |
On April 14, 2015, the Company entered into a sales agreement for the sale of the Mariner’s Point (located in St. Mary’s, Georgia), Merchant’s Central (located in Milledgeville, Georgia) and Newport Towne Center (located in Newport, Tennessee) properties for a combined sales price of approximately $17.8 million. The sale of these properties is subject to due diligence and other customary closing conditions. There can be no assurances that due diligence or other conditions will be satisfied or that the sale will close on the terms described herein, or at all. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Basis of Presentation | Basis of Presentation: | ||||||||||||||||
The accompanying condensed consolidated financial statements of the Company include all the accounts of the Company and all entities in which the Company has a controlling interest. The financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all the information and footnotes required by GAAP for complete financial statements and have not been audited by independent registered public accountants. | |||||||||||||||||
The unaudited interim condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods have been made. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||
The Company is required to continually evaluate its VIE relationships and consolidate investments in these entities when it is determined to be the primary beneficiary of their operations. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. | |||||||||||||||||
A variable interest holder is considered to be the primary beneficiary of a VIE if it has both (1) the power to direct matters that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company considers a variety of factors in identifying the entity that holds the power to direct matters that most significantly impact the VIE’s economic performance including, but not limited to, the ability to direct financing, leasing, construction and other operating decisions and activities. In addition, the Company considers the form of ownership interest, voting interest, the size of the investment (including loans) and the rights of other investors to participate in policy making decisions, to replace or remove the manager and to liquidate or sell the entity. The obligation to absorb losses and the right to receive benefits when a reporting entity is affiliated with a VIE must be based on ownership, contractual, and/or other pecuniary interests in that VIE. | |||||||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents: | ||||||||||||||||
The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents, for which cost approximates fair value, due to their short term maturities. | |||||||||||||||||
Restricted Cash | Restricted Cash: | ||||||||||||||||
Restricted cash is comprised of impound reserve accounts for property taxes, insurance, capital improvements and tenant improvements. The balance at March 31, 2015 also includes approximately $85.6 million of net proceeds from the disposition of the Family Center at Orem property on January 30, 2015 and the Promenade Corporate Center property on March 11, 2015 (see Note 13). The dispositions were classified as exchanges pursuant to section 1031 of the Internal Revenue Code of 1986, as amended (the “Code”); therefore, the funds are restricted as to their usage. The Company currently expects to utilize the funds to provide for a portion of the purchase price for the acquisition of a retail center property located in Turlock, California (see Note 3). | |||||||||||||||||
Accounts Payable and Other Liabilities | Accounts Payable and Other Liabilities: | ||||||||||||||||
Included in accounts payable and other liabilities are deferred rents in the amount of $2.7 million and $3.0 million at March 31, 2015 and December 31, 2014, respectively. | |||||||||||||||||
Revenue Recognition | Revenue Recognition: | ||||||||||||||||
The Company commences revenue recognition on its leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. In determining what constitutes the leased asset, the Company evaluates whether the Company or the lessee is the owner, for accounting purposes, of the tenant improvements. If the Company is the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If the Company concludes that it is not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives, which reduce revenue recognized on a straight-line basis over the remaining non-cancelable term of the respective lease. In these circumstances, the Company begins revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct improvements. The determination of who is the owner, for accounting purposes, of the tenant improvements is highly subjective and determines the nature of the leased asset and when revenue recognition under a lease begins. The Company considers a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include: | |||||||||||||||||
• | whether the lease stipulates how and on what a tenant improvement allowance may be spent; | ||||||||||||||||
• | whether the tenant or landlord retains legal title to the improvements; | ||||||||||||||||
• | the uniqueness of the improvements; | ||||||||||||||||
• | the expected economic life of the tenant improvements relative to the length of the lease; | ||||||||||||||||
• | the responsible party for construction cost overruns; and | ||||||||||||||||
• | who constructs or directs the construction of the improvements. | ||||||||||||||||
Minimum rental revenues are recognized on a straight-line basis over the terms of the related lease. The difference between the amount of cash rent due in a year and the amount recorded as rental income is referred to as the “straight-line rent adjustment.” Rental income (net of write-offs for uncollectible amounts) increased by $761,000 and $602,000 in the three months ended March 31, 2015 and 2014, respectively, due to the straight-line rent adjustment. Percentage rent is recognized after tenant sales have exceeded defined thresholds (if applicable) and was $263,000 and $215,000 in the three months ended March 31, 2015 and 2014, respectively. | |||||||||||||||||
Estimated recoveries from certain tenants for their pro rata share of real estate taxes, insurance and other operating expenses are recognized as revenues in the period the applicable expenses are incurred or as specified in the leases. Other tenants pay a fixed rate and these tenant recoveries are recognized as revenue on a straight-line basis over the term of the related leases. | |||||||||||||||||
Property | Property: | ||||||||||||||||
Costs incurred in connection with the development or construction of properties and improvements are capitalized. Capitalized costs include pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes and related costs and other direct costs incurred during the period of development. The Company capitalizes costs on land and buildings under development until construction is substantially complete and the property is held available for occupancy. The determination of when a development project is substantially complete and when capitalization must cease involves a degree of judgment. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of landlord-owned tenant improvements or when the lessee takes possession of the unimproved space for construction of its own improvements, but no later than one year from cessation of major construction activity. The Company ceases capitalization on the portion substantially completed and occupied or held available for occupancy, and capitalizes only those costs associated with any remaining portion under construction. | |||||||||||||||||
The Company has agreed to provide the developer/manager for development projects at the Plaza at Rockwall, Southlake Park Village, Cedar Square and Chimney Rock properties with a profit participation interest based on a percentage interest in the positive cash flows of the completed project after the Company has received distributions returning all of its capital investment plus a required rate of return (ranging from an 8% to 12% annualized rate of return). The Company initially records the profit participation interests at the estimated fair value of the obligation at the time of execution of the related agreement. The obligation is adjusted at each reporting date to the greater of the initial fair value at execution, or the amount that would be owed if the obligation were to be settled as of the reporting date. As of March 31, 2015, the Company has recorded $3.2 million for payments expected to be made related to the grants of these profit participation interests within construction in progress for the respective projects under development. The Company recognized a charge to earnings of approximately $327,000 related to changes in the estimated amount owed as of March 31, 2015, which is included in other operating expenses on the accompanying condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
Maintenance and repairs expenses are charged to operations as incurred. Costs for major replacements and betterments, which include HVAC equipment, roofs, parking lots, etc., are capitalized and depreciated over their estimated useful lives. Gains and losses are recognized upon disposal or retirement of the related assets and are reflected in earnings. | |||||||||||||||||
Property is recorded at cost and is depreciated using the straight-line method over the estimated lives of the assets as follows: | |||||||||||||||||
Building and improvements | 15 to 40 years | ||||||||||||||||
Tenant improvements | Shorter of the useful lives or the terms of the related leases | ||||||||||||||||
Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed | Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed: | ||||||||||||||||
The Company reviews long-lived assets and certain identifiable intangible assets for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. This assessment considers expected future operating income, trends and prospects, as well as the effects of demand, competition and other economic factors. Such factors include the tenants’ ability to perform their duties and pay rent under the terms of the leases. The determination of recoverability is made based upon the estimated undiscounted future net cash flows, excluding interest expense, expected to result from the long-lived asset’s use and eventual disposition. The Company’s evaluation as to whether impairment may exist, including estimates of future anticipated cash flows, are highly subjective and could differ materially from actual results in future periods. The amount of impairment loss, if any, is determined by comparing the fair value, as determined by a discounted cash flows analysis, with the carrying value of the related assets. Although the Company’s strategy is to hold its properties over a long-term period, if the strategy changes or market conditions dictate that the sale of properties at an earlier date would be preferable, a property may be classified as held for sale and an impairment loss may be recognized to reduce the property to the lower of the carrying amount or fair value less cost to sell. There was no impairment recorded for the three months ended March 31, 2015 or for the year ended December 31, 2014. | |||||||||||||||||
Investments in Partnerships and Limited Liability Companies | Investments in Partnerships and Limited Liability Companies: | ||||||||||||||||
The Company evaluates its investments in limited liability companies and partnerships to determine whether any such entities may be a VIE and, if a VIE, whether the Company is the primary beneficiary. Generally, an entity is determined to be a VIE when either (1) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support provided by any parties or (2) as a group, the holders of the equity investment lack one or more of the essential characteristics of a controlling financial interest. The primary beneficiary is the entity that has both (1) the power to direct matters that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company considers a variety of factors in identifying the entity that holds the power to direct matters that most significantly impact the VIE’s economic performance including, but not limited to, the ability to direct financing, leasing, construction and other operating decisions and activities. In addition, the Company considers the form of ownership interest, voting interest, the size of the investment (including loans) and the rights of other investors to participate in policy making decisions, to replace or remove the manager and to liquidate or sell the entity. The obligation to absorb losses and the right to receive benefits when a reporting entity is affiliated with a VIE must be based on ownership, contractual, and/or other pecuniary interests in that VIE. | |||||||||||||||||
If the foregoing conditions do not apply, the Company considers whether a general partner or managing member controls a limited partnership or limited liability company. The general partner in a limited partnership or managing member in a limited liability company is presumed to control that limited partnership or limited liability company. The presumption may be overcome if the limited partners or members have either (1) the substantive ability to dissolve the limited partnership or limited liability company or otherwise remove the general partner or managing member without cause or (2) substantive participating rights, which provide the limited partners or members with the ability to effectively participate in significant decisions that would be expected to be made in the ordinary course of the limited partnership’s or limited liability company’s business and thereby preclude the general partner or managing member from exercising unilateral control over the partnership or company. If these criteria are not met and the Company is the general partner or the managing member, as applicable, the Company will consolidate the partnership or limited liability company. | |||||||||||||||||
Investments that are not consolidated, over which the Company exercises significant influence but does not control, are accounted for under the equity method of accounting. These investments are recorded initially at cost and subsequently adjusted for the Company’s portion of earnings or losses and for cash contributions and distributions. Under the equity method of accounting, the Company’s investment is reflected in the condensed consolidated balance sheets and its share of net income or loss is included in the condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
For all investments in unconsolidated entities, if a decline in the fair value of an investment below its carrying value is determined to be other-than-temporary, such investment is written down to its estimated fair value with a non-cash charge to earnings. The factors that the Company considers in making these assessments include, but are not limited to, severity and duration of the unrealized loss, market prices, market conditions, the occurrence of ongoing financial difficulties, available financing, new product initiatives and new collaborative agreements. | |||||||||||||||||
Investments in Equity Securities | Investments in Equity Securities: | ||||||||||||||||
The Company, through the Operating Partnership, may hold investments in equity securities in certain publicly-traded companies. The Company does not acquire investments for trading purposes and, as a result, all of the Company’s investments in publicly-traded companies are considered “available-for-sale” and are recorded at fair value. Changes in the fair value of investments classified as available-for-sale are recorded in other comprehensive income. The fair value of the Company’s equity securities in publicly-traded companies is determined based upon the closing trading price of the equity security as of the balance sheet date. The cost of investments sold is determined by the specific identification method, with net realized gains and losses included in other income. For all investments in equity securities, if a decline in the fair value of an investment below its carrying value is determined to be other-than-temporary, such investment is written down to its estimated fair value with a non-cash charge to earnings. The factors that the Company considers in making these assessments include, but are not limited to, severity and duration of the unrealized loss, market prices, market conditions, the occurrence of ongoing financial difficulties, available financing, new product initiatives and new collaborative agreements. | |||||||||||||||||
During the year ended December 31, 2014, the Company purchased approximately 436,000 shares of preferred stock in public companies within the real estate industry for an initial cost basis of approximately $10.5 million. During the three months ended March 31, 2015, the Company sold all of its investments in equity securities based on a specific identification of the shares sold. The sales resulted in net proceeds of approximately $10.8 million and the recognition of a gain on sale of approximately $308,000, which is included in other income in the accompanying condensed consolidated statements of operations and comprehensive income. | |||||||||||||||||
Investments in equity securities, which are included in other assets on the accompanying condensed consolidated balance sheets, consisted of the following (in thousands): | |||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Equity securities, initial cost basis | $ | — | $ | 10,512 | |||||||||||||
Gross unrealized gains | — | 185 | |||||||||||||||
Gross unrealized losses | — | (14 | ) | ||||||||||||||
Equity securities, fair value(1) | $ | — | $ | 10,683 | |||||||||||||
(1) | Determination of fair value is classified as Level 1 in the fair value hierarchy based on the use of quoted prices in active markets (see section entitled “Fair Value of Financial Instruments” below). | ||||||||||||||||
Share-Based Payments | Share-Based Payments: | ||||||||||||||||
All share-based payments to employees are recognized in earnings based on their fair value on the date of grant. Through March 31, 2015, the Company has awarded only restricted stock awards under its incentive award plan, which are based on shares of the Parent Company’s common stock. The fair value of equity awards that include only service or performance vesting conditions is determined based on the closing market price of the underlying common stock on the date of grant. The fair value of equity awards that include one or more market vesting conditions is determined based on the use of a widely accepted valuation model. The fair value of equity grants is amortized to general and administrative expense ratably over the requisite service period for awards that include only service vesting conditions and utilizing a graded vesting method (an accelerated vesting method in which the majority of compensation expense is recognized in earlier periods) for awards that include one or more market vesting conditions, adjusted for anticipated forfeitures. | |||||||||||||||||
Purchase Accounting | Purchase Accounting: | ||||||||||||||||
The Company, with the assistance of independent valuation specialists as needed, records the purchase price of acquired properties as tangible and identified intangible assets and liabilities based on their respective fair values. Tangible assets (building and land) are recorded based upon the Company’s determination of the value of the property as if it were vacant using discounted cash flow models similar to those used by independent appraisers. Factors considered include an estimate of carrying costs during the expected lease-up periods taking into account current market conditions and costs to execute similar leases. The fair value of land is derived from comparable sales of land within the same submarket and/or region. The fair value of buildings and improvements, tenant improvements, site improvements and leasing costs are based upon current market replacement costs and other relevant market rate information. Additionally, the purchase price of the applicable property is recorded as the above- or below-market value of in-place leases, the value of in-place leases and above- or below-market value of debt assumed, as applicable. | |||||||||||||||||
The value recorded as the above- or below-market component of the acquired in-place leases is determined based upon the present value (using a discount rate which reflects the risks associated with the acquired leases) of the difference between: (1) the contractual amounts to be paid pursuant to the lease over its remaining term, and (2) the Company’s estimate of the amounts that would be paid using fair market rates at the time of acquisition over the remaining term of the lease. The amounts recorded as above-market leases are included in lease intangible assets, net in the Company’s accompanying consolidated balance sheets and amortized to rental income over the remaining non-cancelable lease term of the acquired leases with each property. The amounts recorded as below-market lease values are included in lease intangible liabilities, net in the Company’s accompanying condensed consolidated balance sheets and amortized to rental income over the remaining non-cancelable lease term plus any below-market fixed price renewal options of the acquired leases with each property. | |||||||||||||||||
The value recorded as above- or below-market debt is determined based upon the present value of the difference between the cash flow stream of the assumed mortgage and the cash flow stream of a market rate mortgage. The amounts recorded as above- or below-market debt are included in mortgage payables, net in the Company’s accompanying condensed consolidated balance sheets and are amortized to interest expense over the remaining term of the assumed mortgage. | |||||||||||||||||
Tenant Receivables | Tenant Receivables: | ||||||||||||||||
Tenant receivables and deferred rent are carried net of the allowances for uncollectible current tenant receivables and deferred rent. An allowance is maintained for estimated losses resulting from the inability of certain tenants to meet the contractual obligations under their lease agreements. The Company maintains an allowance for deferred rent receivable arising from the straight-lining of rents. Such allowances are charged to bad debt expense which is included in other operating expenses on the accompanying condensed consolidated statement of operations. The Company’s determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the tenant’s financial condition, security deposits, letters of credit, lease guarantees, current economic conditions and other relevant factors. At March 31, 2015 and December 31, 2014, the Company had $936,000 and $521,000, respectively, in allowances for uncollectible accounts (including straight-line deferred rent receivables) as determined to be necessary to reduce receivables to the estimate of the amount recoverable. During the three months ended March 31, 2015 and 2014, $449,000, and $206,000, respectively, of receivables were charged to bad debt expense. | |||||||||||||||||
Non-controlling Interests | Non-controlling Interests: | ||||||||||||||||
Non-controlling interests on the condensed consolidated balance sheets of the Parent Company relate to the OP units that are not owned by the Parent Company and the portion of consolidated joint ventures not owned by the Parent Company. The OP units not held by the Parent Company may be redeemed by the Parent Company at the holder’s option for cash. The Parent Company, at its option, may satisfy the redemption obligation with common stock on a one-for-one basis, which has been further evaluated to determine that permanent equity classification on the balance sheets is appropriate. | |||||||||||||||||
Non-controlling interests on the condensed consolidated balance sheets of the Operating Partnership represent the portion of equity that the Operating Partnership does not own in those entities it consolidates. | |||||||||||||||||
Concentration of Risk | Concentration of Risk: | ||||||||||||||||
The Company maintains its cash accounts in a number of commercial banks. Accounts at these banks are guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At various times during the periods, the Company had deposits in excess of the FDIC insurance limit. | |||||||||||||||||
In the three months ended March 31, 2015 and 2014, no tenant accounted for more than 10% of revenues. | |||||||||||||||||
At March 31, 2015, the Company’s gross real estate assets in the states of California, Florida, Arizona, Virginia, Texas and Utah represented approximately 24.4%, 14.0%, 13.1%, 12.4%, 12.0% and 10.2%, respectively, of the Company’s total assets. At December 31, 2014, the Company’s gross real estate assets in the states of California, Florida, Arizona, Virginia, Texas and Utah represented approximately 23.8%, 14.2%, 12.5%, 12.4%, 11.7% and 11.4% of the Company’s total assets, respectively. For the three months ended March 31, 2015, the Company’s revenues derived from properties located in the states of California, Arizona, Florida, Texas and Utah represented approximately 20.8%, 16.4%, 14.3%, 11.6% and 10.5%, respectively, of the Company’s total revenues. For the three months ended March 31, 2014, the Company’s revenues derived from properties located in the states of California, Arizona, Texas and Virginia represented approximately 27.7%, 19.2%, 15.9% and 13.1%, respectively, of the Company’s total revenues. | |||||||||||||||||
Management Estimates | Management Estimates: | ||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments: | ||||||||||||||||
The Company measures financial instruments and other items at fair value where required under GAAP, but has elected not to measure any additional financial instruments and other items at fair value as permitted under fair value option accounting guidance. | |||||||||||||||||
Fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, there is a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). | |||||||||||||||||
Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the assets or liabilities, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. | |||||||||||||||||
The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. | |||||||||||||||||
The Company has used interest rate swaps to manage its interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts and guarantees. | |||||||||||||||||
Changes in the fair value of financial instruments (other than derivative instruments for which an effective hedging relationship exists and available-for-sale securities) are recorded as a charge against earnings in the condensed consolidated statements of operations in the period in which they occur. The Company estimates the fair value of financial instruments at least quarterly based on current facts and circumstances, projected cash flows, quoted market prices and other criteria (primarily utilizing Level 3 inputs). The Company may also utilize the services of independent third-party valuation experts to estimate the fair value of financial instruments, as necessary. | |||||||||||||||||
The Company’s investments in equity securities fall within Level 1 of the fair value hierarchy as the Company utilizes observable market-based inputs, based on the closing trading price of securities as of the balance sheet date, to determine the fair value of the investments. | |||||||||||||||||
Derivative Instruments | Derivative Instruments: | ||||||||||||||||
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. Specifically, from time to time the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. | |||||||||||||||||
In addition, from time to time the Company may execute agreements in connection with business combinations that include embedded derivative instruments as part of the consideration provided to the sellers of the properties. Although these embedded derivative instruments are not intended as hedges of risks faced by the Company, they can provide additional consideration to the Company’s selling counterparties and may be a key component of negotiations. | |||||||||||||||||
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily 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 amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. | |||||||||||||||||
The Company records all derivative instruments on the condensed consolidated balance sheets at their fair value. In determining the fair value of derivative instruments, the Company also considers the credit risk of its counterparties, which typically constitute larger financial institutions engaged in providing a wide variety of financial services. These financial institutions generally face similar risks regarding changes in market and economic conditions, including, but not limited to, changes in interest rates, exchange rates, equity and commodity pricing and credit spreads. | |||||||||||||||||
Accounting for changes in the fair value of derivative instruments depends on the intended use of the derivative, whether it has been designated as a hedging instrument and whether the hedging relationship has continued to satisfy the criteria to apply hedge accounting. For derivative instruments qualifying as cash flow hedges, the effective portion of changes in the fair value is initially recorded in Accumulated Other Comprehensive Income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. The Company assesses the effectiveness of each hedging relationship by comparing the changes in the cash flows of the derivative hedging instrument with the changes in the cash flows of the hedged item or transaction. | |||||||||||||||||
The Company formally documents the hedging relationship for all derivative instruments, has accounted for its interest rate swap agreements as cash flow hedges and does not utilize derivative instruments for trading or speculative purposes. | |||||||||||||||||
Changes in Accumulated Other Comprehensive Loss | Changes in Accumulated Other Comprehensive Loss: | ||||||||||||||||
The following table reflects amounts that were reclassified from accumulated other comprehensive loss and included in earnings for the three months ended March 31, 2015 and 2014 (dollars in thousands): | |||||||||||||||||
Parent Company | Operating Partnership | ||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||
March 31, | March 31, | March 31, | March 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Balance – January 1 | $ | 168 | $ | — | $ | 171 | $ | — | |||||||||
Unrealized gain on investment in equity securities: | |||||||||||||||||
Amount reclassified and recognized in net income(1) | (171 | ) | — | (171 | ) | — | |||||||||||
Net change in other comprehensive income (loss) | (3 | ) | — | — | — | ||||||||||||
Total other comprehensive loss allocable to non-controlling interests | 3 | — | — | — | |||||||||||||
Balance – March 31 | $ | — | $ | — | $ | — | $ | — | |||||||||
-1 | Amounts reclassified from unrealized gain on investment in equity securities are included in other income in the condensed consolidated statements of operations ($171,000 was recognized as part of the overall gain realized from the liquidation of the Company’s investments for the three months ended March 31, 2015 – see discussion of changes in investments in equity securities above). | ||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements: | ||||||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue Recognition – Revenue from Contracts with Customers (“ASU 2014-09”). The amendments in this update require companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. In April 2015, the FASB proposed deferring the effective date of ASU 2014-09 by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently assessing the impact, if any, of the adoption of ASU 2014-09 on its consolidated financial position and results of operations. | |||||||||||||||||
In February 2015, the FASB issued ASC 2015-02, Consolidation – Amendment to the Consolidation Analysis (“ASU 2015-2”). This standard (1) modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, (2) eliminates the presumption that a general partner should consolidate a limited partnership, (3) affects the consolidation analysis of reporting entities that are involved in VIEs, particularly those that have fee arrangements and related party relationships and (4) provides a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements similar to those in Rule 2a-7 under the Investment Company Act of 1940. The standard is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2015-02 on its consolidated financial position. | |||||||||||||||||
In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2015-03 on its consolidated financial position. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Depreciation of Estimated Lives of Assets | Property is recorded at cost and is depreciated using the straight-line method over the estimated lives of the assets as follows: | ||||||||||||||||
Building and improvements | 15 to 40 years | ||||||||||||||||
Tenant improvements | Shorter of the useful lives or the terms of the related leases | ||||||||||||||||
Investments in Equity Securities | Investments in equity securities, which are included in other assets on the accompanying condensed consolidated balance sheets, consisted of the following (in thousands): | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Equity securities, initial cost basis | $ | — | $ | 10,512 | |||||||||||||
Gross unrealized gains | — | 185 | |||||||||||||||
Gross unrealized losses | — | (14 | ) | ||||||||||||||
Equity securities, fair value(1) | $ | — | $ | 10,683 | |||||||||||||
(1) | Determination of fair value is classified as Level 1 in the fair value hierarchy based on the use of quoted prices in active markets (see section entitled “Fair Value of Financial Instruments” below). | ||||||||||||||||
Reclassified from Accumulated Other Comprehensive Loss | The following table reflects amounts that were reclassified from accumulated other comprehensive loss and included in earnings for the three months ended March 31, 2015 and 2014 (dollars in thousands): | ||||||||||||||||
Parent Company | Operating Partnership | ||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||
March 31, | March 31, | March 31, | March 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Balance – January 1 | $ | 168 | $ | — | $ | 171 | $ | — | |||||||||
Unrealized gain on investment in equity securities: | |||||||||||||||||
Amount reclassified and recognized in net income(1) | (171 | ) | — | (171 | ) | — | |||||||||||
Net change in other comprehensive income (loss) | (3 | ) | — | — | — | ||||||||||||
Total other comprehensive loss allocable to non-controlling interests | 3 | — | — | — | |||||||||||||
Balance – March 31 | $ | — | $ | — | $ | — | $ | — | |||||||||
-1 | Amounts reclassified from unrealized gain on investment in equity securities are included in other income in the condensed consolidated statements of operations ($171,000 was recognized as part of the overall gain realized from the liquidation of the Company’s investments for the three months ended March 31, 2015 – see discussion of changes in investments in equity securities above). |
Acquisitions_Tables
Acquisitions (Tables) (Acquisitions in 2014) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Acquisitions in 2014 | |||||||||||||
Allocation of Purchase Price | The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2014 and the finalized allocations as adjusted as of March 31, 2015 (dollars in thousands): | ||||||||||||
Original Purchase | Adjustments | Final Purchase | |||||||||||
Price Allocations | Price Allocations | ||||||||||||
Land | $ | 16,450 | $ | (240 | ) | $ | 16,210 | ||||||
Building | 75,199 | (576 | ) | 74,623 | |||||||||
Above-Market Leases | 962 | (6 | ) | 956 | |||||||||
Below-Market Leases | (5,927 | ) | 1,918 | (4,009 | ) | ||||||||
In-Place Leases | 9,636 | (1,096 | ) | 8,540 | |||||||||
Total Purchase Price | $ | 96,320 | $ | — | $ | 96,320 | |||||||
Lease_Intangible_Assets_Net_Ta
Lease Intangible Assets, Net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Schedule of Lease Intangible Assets, Net | Lease intangible assets, net consisted of the following at March 31, 2015 and December 31, 2014: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
In-place leases, net of accumulated amortization of $30.2 million and $31.1 million as of March 31, 2015 and December 31, 2014, respectively (with a weighted-average remaining life of 75 and 74 months as of March 31, 2015 and December 31, 2014, respectively) | $ | 68,910 | $ | 78,336 | |||||
Above-market leases, net of accumulated amortization of $8.5 million and $8.8 million as of March 31, 2015 and December 31, 2014, respectively (with a weighted-average remaining life of 71 and 69 months as of March 31, 2015 and December 31, 2014, respectively) | 15,319 | 16,436 | |||||||
Leasing commissions, net of accumulated amortization of $8.7 million as of March 31, 2015 and December 31, 2014 (with a weighted-average remaining life of 92 and 93 months as of March 31, 2015 and December 31, 2014, respectively) | 25,839 | 28,601 | |||||||
$ | 110,068 | $ | 123,373 | ||||||
Schedule of Estimated Amortization of Lease Intangible Assets | Estimated amortization of lease intangible assets as of March 31, 2015 for each of the next five years and thereafter is as follows (dollars in thousands): | ||||||||
Year Ending December 31, | Amount | ||||||||
2015 (remaining nine months) | $ | 19,012 | |||||||
2016 | 19,025 | ||||||||
2017 | 15,904 | ||||||||
2018 | 13,397 | ||||||||
2019 | 10,311 | ||||||||
Thereafter | 32,419 | ||||||||
Total | $ | 110,068 | |||||||
Lease_Intangible_Liabilities_N1
Lease Intangible Liabilities, Net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Lease Intangible Liabilities Net | Lease intangible liabilities, net consisted of the following at March 31, 2015 and December 31, 2014: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
Below-market leases, net of accumulated amortization of $11.0 million as of March 31, 2015 and December 31, 2014 (with a weighted-average remaining life of 107 and 116 months as of March 31, 2015 and December 31, 2014, respectively) | $ | 37,439 | $ | 42,470 | |||||
Schedule of Estimated Amortization of Lease Intangible Liabilities | Estimated amortization of lease intangible liabilities as of March 31, 2015 for each of the next five years and thereafter is as follows (dollars in thousands): | ||||||||
Year Ending December 31, | Amount | ||||||||
2015 (remaining nine months) | $ | 4,344 | |||||||
2016 | 5,075 | ||||||||
2017 | 4,708 | ||||||||
2018 | 4,297 | ||||||||
2019 | 3,785 | ||||||||
Thereafter | 15,230 | ||||||||
Total | $ | 37,439 | |||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Carrying Value of Unsecured Notes | The carrying value of the Notes due 2024 as of March 31, 2015 and December 31, 2014 was as follows (in thousands): | ||||||||||||||||||||||||
March 31, | December 31, | ||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Principal amount | $ | 250,000 | $ | 250,000 | |||||||||||||||||||||
Unamortized debt discount | (1,209 | ) | (1,242 | ) | |||||||||||||||||||||
$ | 248,791 | $ | 248,758 | ||||||||||||||||||||||
Excel Trust, L.P. | |||||||||||||||||||||||||
Schedule of Mortgages Payable | Mortgages payable held by the Operating Partnership at March 31, 2015 and December 31, 2014 consist of the following (dollars in thousands): | ||||||||||||||||||||||||
Carrying Amount of | Contractual | Effective | Monthly | Maturity | |||||||||||||||||||||
Mortgage Notes | Interest Rate | Interest Rate | Payment(1) | Date | |||||||||||||||||||||
Property Pledged as Collateral | March 31, | December 31, | (March 31, 2015) | (March 31, 2015) | |||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||
The Promenade | $ | 45,645 | $ | 46,125 | 4.8 | % | 4.8 | % | 344 | Nov-15 | |||||||||||||||
5000 South Hulen | 13,110 | 13,174 | 5.6 | % | 6.9 | % | 83 | Apr-17 | |||||||||||||||||
Lake Pleasant Pavilion | 27,418 | 27,513 | 6.09 | % | 5 | % | 143 | Oct-17 | |||||||||||||||||
West Broad Marketplace(2) | 3,045 | 1,772 | 2.49 | % | 2.49 | % | 2 | Jan-18 | |||||||||||||||||
Rite Aid — Vestavia Hills | 785 | 833 | 7.25 | % | 7.25 | % | 21 | Oct-18 | |||||||||||||||||
Living Spaces-Promenade | 6,667 | 6,667 | 7.88 | % | 4.59 | % | 80 | Nov-19 | |||||||||||||||||
West Broad Village | 39,700 | 39,700 | 3.33 | % | 3.33 | % | 110 | May-20 | |||||||||||||||||
Downtown at the Gardens | 42,276 | 42,545 | 4.6 | % | 4 | % | 253 | Jul-22 | |||||||||||||||||
Northside Mall(3) | 12,000 | 12,000 | 0.03 | % | 1.03 | % | 1 | November 2035 | |||||||||||||||||
190,646 | 190,329 | ||||||||||||||||||||||||
Plus: premium(4) | 2,310 | 2,419 | |||||||||||||||||||||||
Mortgage notes payable, net | $ | 192,956 | $ | 192,748 | |||||||||||||||||||||
(1) | Amount represents the monthly payment of principal and interest at March 31, 2015. | ||||||||||||||||||||||||
(2) | In December 2014, the Company entered into a $58.0 million construction loan in connection with its acquisition of a developable land parcel at the West Broad Marketplace property. The maturity date of the construction loan is January 2018, but may be extended for two additional one-year periods through January 2020 upon the payment of an extension fee. The construction loan bears interest at the rate of LIBOR plus a margin of 230 basis points (interest rate of 2.49% at both March 31, 2015 and December 31, 2014). | ||||||||||||||||||||||||
(3) | The debt represents redevelopment revenue bonds to be used for the redevelopment of this property, which mature in November 2035. Interest is reset weekly and determined by the bond remarketing agent based on the market value of the bonds (interest rate of 0.03% at March 31, 2015 and 0.05% at December 31, 2014). The interest rate on the bonds is currently priced off of the Securities Industry and Financial Markets Association Index but could change based on the credit of the bonds. The bonds are secured by a $12.1 million letter of credit issued by the Company from the Company’s unsecured revolving credit facility. An underwriter’s discount related to the original issuance of the bonds with a remaining balance of $99,000 and $100,000 at March 31, 2015 and December 31, 2014, respectively, is being amortized as additional interest expense through November 2035. | ||||||||||||||||||||||||
(4) | Represents (a) the fair value adjustment on assumed debt on acquired properties at the time of acquisition to account for below- or above-market interest rates and (b) an underwriter’s discount for the issuance of redevelopment bonds. | ||||||||||||||||||||||||
Mortgage Debt Maturities | The Company’s mortgage debt maturities at March 31, 2015 for each of the next five years and thereafter are as follows (dollars in thousands): | ||||||||||||||||||||||||
Year Ending December 31, | Amount | ||||||||||||||||||||||||
2015 (remaining nine months) | $ | 47,650 | |||||||||||||||||||||||
2016 | 3,070 | ||||||||||||||||||||||||
2017 | 42,192 | ||||||||||||||||||||||||
2018 | 5,995 | ||||||||||||||||||||||||
2019 | 6,390 | ||||||||||||||||||||||||
Thereafter | 85,349 | ||||||||||||||||||||||||
$ | 190,646 | ||||||||||||||||||||||||
Earnings_Per_Share_of_the_Pare1
Earnings Per Share of the Parent Company (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Computations of Basic and Diluted Earnings Per Share/Unit | Computations of basic and diluted earnings per share for the three months ended March 31, 2015 and 2014 (in thousands, except share data) were as follows: | ||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Basic earnings per share: | |||||||||
Net income (loss) attributable to the common stockholders | $ | 17,628 | $ | (549 | ) | ||||
Allocation to participating securities | (131 | ) | (132 | ) | |||||
Income (loss) applicable to the common stockholders | $ | 17,497 | $ | (681 | ) | ||||
Diluted earnings per share: | |||||||||
Income (loss) applicable to the common stockholders | $ | 17,497 | $ | (681 | ) | ||||
Series A preferred stock dividend | 516 | — | |||||||
Allocation to participating securities | 131 | — | |||||||
Income (loss) available to the common stockholders | $ | 18,144 | $ | (681 | ) | ||||
Weighted-average common shares outstanding: | |||||||||
Basic | 62,473,343 | 47,785,100 | |||||||
Common stock issuable upon conversion of the Series A preferred stock | 2,010,735 | — | |||||||
Restricted common stock | 502,476 | — | |||||||
Diluted | 64,986,554 | 47,785,100 | |||||||
Basic and diluted earnings per share: | |||||||||
Net income (loss) share available to the common stockholders - basic | $ | 0.28 | $ | (0.01 | ) | ||||
Net income (loss) share available to the common stockholders - diluted | $ | 0.28 | $ | (0.01 | ) | ||||
Excel Trust, L.P. | |||||||||
Computations of Basic and Diluted Earnings Per Share/Unit | Computations of basic and diluted earnings per unit for the three months ended March 31, 2015 and 2014 (in thousands, except unit data) were as follows: | ||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Basic earnings per unit: | |||||||||
Net income (loss) attributable to the unitholders | $ | 17,917 | $ | (559 | ) | ||||
Allocation to participating securities | (131 | ) | (132 | ) | |||||
Income (loss) applicable to the unitholders | $ | 17,786 | $ | (691 | ) | ||||
Diluted earnings per unit: | |||||||||
Income (loss) applicable to the unitholders | $ | 17,786 | $ | (691 | ) | ||||
Series A preferred unit dividend | 516 | — | |||||||
Allocation to participating securities | 131 | — | |||||||
Income (loss) available to the unitholders | $ | 18,433 | $ | (691 | ) | ||||
Weighted-average common OP units outstanding: | |||||||||
Basic | 63,492,866 | 48,804,623 | |||||||
OP units issuable upon conversion of the Series A preferred units | 2,010,735 | — | |||||||
Restricted OP units | 502,476 | — | |||||||
Diluted | 66,006,077 | 48,804,623 | |||||||
Basic and diluted earnings per share: | |||||||||
Net income (loss) per unit available to the unitholders - basic | $ | 0.28 | $ | (0.01 | ) | ||||
Net income (loss) per unit available to the unitholders - diluted | $ | 0.28 | $ | (0.01 | ) | ||||
Equity_of_the_Parent_Company_T
Equity of the Parent Company (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Shares of Restricted Common Stock | The following shares of restricted common stock were issued during the three months ended March 31, 2015: | ||||||||||||
Grant Date | Price at Grant | Number | Vesting | ||||||||||
Date | Period (yrs.) | ||||||||||||
January 14, 2015(1) | $ | 13.9 | 122,862 | 1, 3 | |||||||||
February 9, 2015(2) | $ | 13.81 | 24,275 | 1, 3 | |||||||||
March 3, 2015(3) | $ | 13.79 | 5,000 | 3 | |||||||||
(1) | Shares issued to senior management and other employees of the Company. A portion of the stock grants (102,962 shares of restricted common stock) vest over a one-year period and include a variety of performance and market conditions, with the restricted shares vesting at the discretion of the Parent Company’s board of directors on December 31, 2015 based on the achievement of the Company’s objectives during the year ended December 31, 2015. The remaining stock grants (19,900 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | ||||||||||||
(2) | Shares issued to certain of the Company’s employees. A portion of the stock grants (4,575 shares of restricted common stock) vested immediately upon grant and a portion (11,000 shares of restricted common stock) vest over a one-year period and include performance or service conditions. The remaining stock grants (8,700 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | ||||||||||||
(3) | Shares issued to certain of the Company’s employees. These shares vest in equal annual installments on December 31, 2015, 2016 and 2017. | ||||||||||||
Non-Vested Shares of Company's Restricted Common Stock | As of March 31, 2015 and December 31, 2014, there was approximately $5.3 million and $5.1 million, respectively; of total unrecognized compensation expense related to the non-vested shares of the Parent Company’s restricted common stock. As of March 31, 2015 and December 31, 2014, this expense was expected to be recognized over a weighted-average remaining period of 1.1 and 1.8 years, respectively. | ||||||||||||
Number of Unvested | Weighted- | ||||||||||||
Shares of | Average Grant | ||||||||||||
Restricted | Date Fair Value | ||||||||||||
Common Stock | |||||||||||||
Balance - January 1, 2015 | 427,580 | $ | 12.78 | ||||||||||
Grants | 152,137 | $ | 13.88 | ||||||||||
Forfeitures/Expirations(1) | (83,195 | ) | $ | 12.96 | |||||||||
Vested | (28,541 | ) | $ | 12.43 | |||||||||
Balance - March 31, 2015 | 467,981 | $ | 13.1 | ||||||||||
(1) | During the three months ended March 31, 2015, 6,618 shares of common stock were surrendered to the Parent Company and subsequently retired in lieu of cash payments for taxes due on the vesting of restricted stock. The forfeiture of these shares is reflected in the accompanying condensed consolidated statements of equity and capital as a decrease of the total common shares or common operating partnership units issued during each period presented. |
Equity_of_the_Operating_Partne1
Equity of the Operating Partnership (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Vested Ownership Interests in Operating Partnership | The following table shows the vested partnership interests in the Operating Partnership as of March 31, 2015 and December 31, 2014: | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
OP | Percentage | OP | Percentage | ||||||||||||||
Units | of Total | Units | of Total | ||||||||||||||
Excel Trust, Inc. | 62,935,171 | 98.4 | % | 60,685,792 | 98.3 | % | |||||||||||
Non-controlling interests consisting of: | |||||||||||||||||
OP units held by employees and third parties | 1,019,523 | 1.6 | % | 1,019,523 | 1.7 | % | |||||||||||
Total | 63,954,694 | 100 | % | 61,705,315 | 100 | % | |||||||||||
Investment_in_Unconsolidated_E1
Investment in Unconsolidated Entities (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Summary of Unconsolidated Investment | General information on the Bay Hill property as of March 31, 2015 is as follows: | ||||||||||||
Unconsolidated Investment | Partner | Ownership Interest | Formation/ | Property | |||||||||
Acquisition Date | |||||||||||||
Bay Hill(1) | MDC | 50 | % | October 19, 2012 | The Fountains at Bay Hill | ||||||||
(1) | At March 31, 2015, Bay Hill had real estate assets of $36.2 million, total assets of $39.2 million, mortgages payable of $23.8 million and total liabilities of $25.7 million. At December 31, 2014, Bay Hill had real estate assets of $36.4 million, total assets of $39.4 million, mortgages payable of $24.0 million and total liabilities of $25.8 million. Total revenues were $905,000, total expenses were $637,000 (including interest expense) and net income was $268,000 for the three months ended March 31, 2015. Total revenues were $964,000, total expenses were $721,000 (including interest expense) and net income was $244,000 for the three months ended March 31, 2014. The outstanding mortgage note was refinanced in October 2014 with a notional amount of $24.0 million, which bears interest at a fixed rate of 3.75%. The new mortgage note has a maturity date of December 1, 2021. |
Property_Dispositions_and_Prop1
Property Dispositions and Property Held for Sale (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Major Classes of Assets and Liabilities of Properties Classified as Held for Sale | The major classes of assets and liabilities of the properties classified as held for sale as of March 31, 2015 were as follows (dollars in thousands): | ||||
March 31, | |||||
2015 | |||||
Real estate held for sale: | |||||
Land | $ | 12,310 | |||
Buildings | 10,025 | ||||
Site/Tenant improvements | 3,428 | ||||
Accumulated depreciation | (2,100 | ) | |||
Property, net | 23,663 | ||||
Restricted cash | 192 | ||||
Tenant receivables, net | 73 | ||||
Lease intangibles, net | 1,839 | ||||
Deferred rent receivable | 492 | ||||
Other assets | 1,036 | ||||
Real estate held for sale, net of accumulated depreciation | $ | 27,295 | |||
Liabilities of real estate held for sale: | |||||
Accounts payable and other liabilities | $ | 1,400 | |||
Lease intangibles, net | 807 | ||||
Liabilities of real estate held for sale | $ | 2,207 | |||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table reflects the fair values of the Company’s financial assets and liabilities that were required to be measured at fair value on a recurring basis at March 31, 2014 (dollars in thousands): | ||||||||||||||||
Balance at | Quoted Prices in | Significant Other | Significant | ||||||||||||||
March 31, 2014 | Active Markets | Observable | Unobservable Inputs | ||||||||||||||
(Level 1) | Inputs (Level 2) | (Level 3) | |||||||||||||||
Fair value measurements on a recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Other assets related to business combinations | $ | 471 | $ | — | $ | — | $ | 471 | |||||||||
-1 | Amount reflected the fair value of funds expected to be received as of March 31, 2014 pursuant to master lease agreements executed in connection with the Promenade Corporate Center acquisition. The Company estimated the fair value of the asset based on its expectations of the probability of leasing or releasing spaces within the term of the master lease agreements and corresponding estimates for time required to lease, lease rates and funds required for tenant improvements and lease commissions. This amount was included in other assets in the accompanying condensed consolidated balance sheets, with subsequent changes in the fair value of the asset recorded as a gain (loss) in earnings in the period in which the change occurred. The remaining balance was fully collected during 2014 and no balance remained as of March 31, 2015. | ||||||||||||||||
Statement of Reconciliation of Financial Instruments Remeasured on Recurring Basis | The following table reconciles the beginning and ending balances of financial instruments that are remeasured on a recurring basis using significant unobservable inputs (Level 3) as of March 31, 2014 (dollars in thousands): | ||||||||||||||||
Other Assets | |||||||||||||||||
Related to Business | |||||||||||||||||
Combinations (1) | |||||||||||||||||
Beginning balance, January 1, 2014 | $ | 507 | |||||||||||||||
Total gains: Included in earnings | — | ||||||||||||||||
Purchases, issuances or settlements | (36 | ) | |||||||||||||||
Ending balance, March 31, 2014 | $ | 471 | |||||||||||||||
(1) | The change of $36,000 for other assets related to business combinations during the three months ended March 31, 2014 was comprised of cash payments received on the master lease asset. | ||||||||||||||||
Fair Values of Certain Additional Financial Assets and Liabilities | The fair values of certain additional financial assets and liabilities at March 31, 2015 and December 31, 2014 (fair value measurements categorized as Level 3 of the fair value hierarchy) are as follows (dollars in thousands): | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | Amount | ||||||||||||||||
Financial liabilities: | |||||||||||||||||
Mortgage notes payable | $ | 192,956 | $ | 197,080 | $ | 192,748 | $ | 195,729 | |||||||||
Notes payable | 199,000 | 197,395 | 238,000 | 235,940 | |||||||||||||
Unsecured notes | 348,791 | 365,764 | 348,758 | 353,662 | |||||||||||||
Term loan | 50,000 | 50,000 | 50,000 | 50,000 |
Segment_Disclosure_Tables
Segment Disclosure (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Reconciliation of Company's Segment Operations Activity | The following tables reconcile the Company’s segment activity to its consolidated results of operations and financial position for the three months ended March 31, 2015 and 2014 (dollars in thousands): | ||||||||
For the Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Office Properties: | |||||||||
Total revenues | $ | 1,901 | $ | 2,161 | |||||
Property operating expenses | (717 | ) | (853 | ) | |||||
Property operating income, as defined | 1,184 | 1,308 | |||||||
General and administrative costs | (18 | ) | (5 | ) | |||||
Depreciation and amortization | (656 | ) | (892 | ) | |||||
Interest expense | — | (187 | ) | ||||||
Gain on sale of real estate assets | 15,198 | — | |||||||
Net income | $ | 15,708 | $ | 224 | |||||
Multi-family Properties: | |||||||||
Total revenues | $ | 1,350 | $ | 1,401 | |||||
Property operating expenses | (462 | ) | (453 | ) | |||||
Property operating income, as defined | 888 | 948 | |||||||
General and administrative costs | (14 | ) | (14 | ) | |||||
Depreciation and amortization | (463 | ) | (463 | ) | |||||
Net income | $ | 411 | $ | 471 | |||||
Retail Properties: | |||||||||
Total revenues | $ | 37,240 | $ | 27,036 | |||||
Property operating expenses | (9,600 | ) | (6,532 | ) | |||||
Property operating income, as defined | 27,640 | 20,504 | |||||||
General and administrative costs | (4,316 | ) | (3,796 | ) | |||||
Depreciation and amortization | (16,147 | ) | (10,441 | ) | |||||
Interest expense | (7,551 | ) | (4,802 | ) | |||||
Interest income | 50 | 49 | |||||||
Income (loss) from equity in unconsolidated entities | 134 | 69 | |||||||
Gain on sale of real estate assets | 4,463 | — | |||||||
Net income | $ | 4,273 | $ | 1,583 | |||||
Total Reportable Segments: | |||||||||
Total revenues | $ | 40,491 | $ | 30,598 | |||||
Property operating expenses | (10,779 | ) | (7,838 | ) | |||||
Property operating income, as defined | 29,712 | 22,760 | |||||||
General and administrative costs | (4,348 | ) | (3,815 | ) | |||||
Depreciation and amortization | (17,266 | ) | (11,796 | ) | |||||
Interest expense | (7,551 | ) | (4,989 | ) | |||||
Interest income | 50 | 49 | |||||||
Income (loss) from equity in unconsolidated entities | 134 | 69 | |||||||
Gain on sale of real estate assets | 19,661 | — | |||||||
Net income | $ | 20,392 | $ | 2,278 | |||||
Reconciliation to Consolidated Net Income Attributable to the Common Stockholders (Parent Company): | |||||||||
Total net income for reportable segments | $ | 20,392 | $ | 2,278 | |||||
Net income attributable to non-controlling interests | (379 | ) | (83 | ) | |||||
Net income attributable to Excel Trust, Inc. | $ | 20,013 | $ | 2,195 | |||||
Reconciliation to Consolidated Net Income Attributable to the Unitholders (Operating Partnership): | |||||||||
Total net income for reportable segments | $ | 20,392 | $ | 2,278 | |||||
Net income attributable to non-controlling interests | (90 | ) | (93 | ) | |||||
Net income attributable to Excel Trust, L.P. | $ | 20,302 | $ | 2,185 | |||||
Reconciliation of Company's Segment Financial Position Activity | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Assets: | |||||||||
Office Properties: | |||||||||
Total assets | $ | 13,052 | $ | 62,747 | |||||
Multi-family Properties: | |||||||||
Total assets | 68,561 | 68,982 | |||||||
Retail Properties: | |||||||||
Total assets | 1,565,265 | 1,515,408 | |||||||
Total Reportable Segments & Consolidated Assets: | |||||||||
Total assets | $ | 1,646,878 | $ | 1,647,137 | |||||
Organization_Additional_Inform
Organization - Additional Information (Detail) (Excel Trust, L.P.) | 3 Months Ended |
Mar. 31, 2015 | |
Excel Trust, Inc. | |
Percentage of ownership interest | 98.40% |
Limited Partners | |
Percentage of ownership interest | 1.60% |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Customer | Customer | ||
Summary Of Significant Accounting Policies [Line Items] | |||
Restricted cash | $94,102,000 | $8,272,000 | |
Deferred rents | 2,700,000 | 3,000,000 | |
Increase in Rental income | 761,000 | 602,000 | |
Straight-line rent adjustment | 263,000 | 215,000 | |
Long-lived assets, impairment recorded | 0 | 0 | |
Long-lived assets to be disposed, impairment recorded | 0 | 0 | |
Preferred stock purchase, shares | 436,000 | ||
Preferred stock purchase, value | 10,500,000 | ||
Net proceeds from sale of preferred stock | 10,800,000 | ||
Gain on sale of equity security | 308,000 | ||
Allowances for uncollectible accounts | 936,000 | 521,000 | |
Bad debt expense | 449,000 | 206,000 | |
Number of tenant with more than 10% of revenue | 0 | 0 | |
Other Operating Expense | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Changes in estimated amount owed | 327,000 | ||
Construction in progress | Profit participation interests | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Costs related to grants of profit participation interests | 3,200,000 | ||
The Family Center At Orem And Promenade Corporate Center Property | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Restricted cash | 85,600,000 | ||
Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Annualized rate of return | 12.00% | ||
Guarantee by Federal deposit insurance corporation | $250,000 | ||
Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Annualized rate of return | 8.00% | ||
Revenues | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 10.00% | 10.00% | |
Real Estate | California | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 24.40% | 23.80% | |
Concentration risk percentage of revenue | 20.80% | 27.70% | |
Real Estate | Florida | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 14.00% | 14.20% | |
Concentration risk percentage of revenue | 14.30% | ||
Real Estate | Arizona | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 13.10% | 12.50% | |
Concentration risk percentage of revenue | 16.40% | 19.20% | |
Real Estate | Richmond, Virginia | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 12.40% | 12.40% | |
Concentration risk percentage of revenue | 13.10% | ||
Real Estate | Texas | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 12.00% | 11.70% | |
Concentration risk percentage of revenue | 11.60% | 15.90% | |
Real Estate | UTAH | Geographic Concentration Risk | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage | 10.20% | 11.40% | |
Concentration risk percentage of revenue | 10.50% | ||
Excel Trust Inc | Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Highly liquid investments, maturity period | 3 months |
Schedule_of_Estimated_Lives_of
Schedule of Estimated Lives of Assets (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |
Tenant improvements | Shorter of the useful lives or the terms of the related leases |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Building and improvements | 40 years |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Building and improvements | 15 years |
Investment_in_Equity_Securitie
Investment in Equity Securities (Detail) (USD $) | Dec. 31, 2014 | |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Equity securities, initial cost basis | $10,512 | |
Gross unrealized gains | 185 | |
Gross unrealized losses | -14 | |
Equity securities, fair value | $10,683 | [1] |
[1] | Determination of fair value is classified as Level 1 in the fair value hierarchy based on the use of quoted prices in active markets (see section entitled "Fair Value of Financial Instruments" below). |
Amount_Reclassified_from_Accum
Amount Reclassified from Accumulated Other Comprehensive Loss (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Beginning Balance | $168 | |
Amount reclassified and recognized in net income | -171 | [1] |
Net change in other comprehensive income (loss) | -3 | |
Total other comprehensive loss allocable to non-controlling interests | 3 | |
Excel Trust, L.P. | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Beginning Balance | 171 | |
Amount reclassified and recognized in net income | ($171) | [1] |
[1] | Amounts reclassified from unrealized gain on investment in equity securities are included in other income in the condensed consolidated statements of operations ($171,000 was recognized as part of the overall gain realized from the liquidation of the Company's investments for the three months ended March 31, 2015 - see discussion of changes in investments in equity securities above). |
Amount_Reclassified_from_Accum1
Amount Reclassified from Accumulated Other Comprehensive Loss (Parenthetical) (Detail) (Other Income, Available-for-sale Securities, USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Other Income | Available-for-sale Securities | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Amounts reclassified from unrealized loss on derivative instruments | $171,000 |
Allocation_of_Purchase_Price_D
Allocation of Purchase Price (Detail) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Original Purchase Price Allocations | |
Business Acquisition [Line Items] | |
Land | $16,450 |
Building | 75,199 |
Above-Market Leases | 962 |
Below-Market Leases | -5,927 |
In-Place Leases | 9,636 |
Total Purchase Price | 96,320 |
Adjustments | |
Business Acquisition [Line Items] | |
Land | -240 |
Building | -576 |
Above-Market Leases | -6 |
Below-Market Leases | 1,918 |
In-Place Leases | -1,096 |
Final Purchase Price Allocation | |
Business Acquisition [Line Items] | |
Land | 16,210 |
Building | 74,623 |
Above-Market Leases | 956 |
Below-Market Leases | -4,009 |
In-Place Leases | 8,540 |
Total Purchase Price | $96,320 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (Retail Space, USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | sqft |
Retail Space | |
Business Acquisition [Line Items] | |
Purchase price of acquisition | $129,000 |
Square footage | 410,000 |
Schedule_of_Lease_Intangible_A
Schedule of Lease Intangible Assets, Net (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | $110,068 | $123,373 |
In-Place Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | 68,910 | 78,336 |
Above Market Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | 15,319 | 16,436 |
Leasing Commissions | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | $25,839 | $28,601 |
Schedule_of_Lease_Intangible_A1
Schedule of Lease Intangible Assets, Net (Parenthetical) (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
In-Place Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Net of accumulated amortization for lease intangible assets | $30.20 | $31.10 |
Weighted average remaining life of lease intangible assets (in months) | 75 months | 74 months |
Above Market Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Net of accumulated amortization for lease intangible assets | 8.5 | 8.8 |
Weighted average remaining life of lease intangible assets (in months) | 71 months | 69 months |
Leasing Commissions | ||
Finite-Lived Intangible Assets [Line Items] | ||
Net of accumulated amortization for lease intangible assets | $8.70 | $8.70 |
Weighted average remaining life of lease intangible assets (in months) | 92 months | 93 months |
Estimated_Amortization_of_Leas
Estimated Amortization of Lease Intangible Assets (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Expected Amortization Expense [Line Items] | ||
2015 (remaining nine months) | $19,012 | |
2016 | 19,025 | |
2017 | 15,904 | |
2018 | 13,397 | |
2019 | 10,311 | |
Thereafter | 32,419 | |
Total | $110,068 | $123,373 |
Lease_Intangible_Assets_Net_Ad
Lease Intangible Assets Net - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense recorded on the lease intangible assets | ($619) | ($138) |
Leasing Commissions | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense recorded on the lease intangible assets | 8,400 | 5,300 |
Above Market Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense recorded on the lease intangible assets | $1,100 | $1,000 |
Lease_Intangible_Liabilities_N2
Lease Intangible Liabilities Net (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Lease Intangible Liabilities, Net [Line Items] | ||
Below-market leases, net of accumulated amortization of $11.0 million as of March 31, 2015 and December 31, 2014 (with a weighted-average remaining life of 107 and 116 months as of March 31, 2015 and December 31, 2014, respectively) | $37,439 | $42,470 |
Lease_Intangible_Liabilities_N3
Lease Intangible Liabilities Net (Parenthetical) (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Lease Intangible Liabilities, Net [Line Items] | ||
Accumulated amortization of lease intangible liabilities | $11 | $11 |
Weighted average remaining life of lease intangible liabilities (in months) | 107 months | 116 months |
Lease_Intangible_Liabilities_N4
Lease Intangible Liabilities Net - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of Lease Intangible Assets, Net [Line Items] | ||
Amortization of lease intangible liabilities | $1.70 | $1.10 |
Estimated_Amortization_of_Leas1
Estimated Amortization of Lease Intangible Liabilities (Detail) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Below Market Lease, Net, Amortization Income, Fiscal Year Maturity [Abstract] | |
2015 (remaining nine months) | $4,344 |
2016 | 5,075 |
2017 | 4,708 |
2018 | 4,297 |
2019 | 3,785 |
Thereafter | 15,230 |
Total | $37,439 |
Variable_Interest_Entities_Add
Variable Interest Entities - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
sqft | ||
Variable Interest Entity [Line Items] | ||
Joint venture ownership percentage | 50.00% | |
Gross leaseable area | 171,670 | |
Total carrying amount of assets | $40.30 | $39.80 |
Real estate assets | 38.3 | 37.1 |
Total carrying amount of liabilities | $38.60 | $37.90 |
West Broad Marketplace | ||
Variable Interest Entity [Line Items] | ||
Joint venture ownership percentage | 80.00% | |
Gross leaseable area | 405,000 |
Mortgages_Payable_Net_Detail
Mortgages Payable Net (Detail) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | ||||
Mortgage notes payable, net | $192,956 | $192,748 | ||
Excel Trust, L.P. | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 190,646 | 190,329 | ||
Plus: (discount)/premium | 2,310 | [1] | 2,419 | [1] |
Mortgage notes payable, net | 192,956 | 192,748 | ||
Contractual Interest Rate | 1.33% | 1.32% | ||
Effective Interest Rate | 0.03% | 0.05% | ||
Excel Trust, L.P. | Living Spaces-Promenade | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 6,667 | 6,667 | ||
Contractual Interest Rate | 7.88% | |||
Effective Interest Rate | 4.59% | |||
Monthly Payment | 80 | [2] | ||
Maturity Date | 2019-11 | |||
Excel Trust, L.P. | The Promenade | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 45,645 | 46,125 | ||
Contractual Interest Rate | 4.80% | |||
Effective Interest Rate | 4.80% | |||
Monthly Payment | 344 | [2] | ||
Maturity Date | 2015-11 | |||
Excel Trust, L.P. | 5000 South Hulen | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 13,110 | 13,174 | ||
Contractual Interest Rate | 5.60% | |||
Effective Interest Rate | 6.90% | |||
Monthly Payment | 83 | [2] | ||
Maturity Date | 2017-04 | |||
Excel Trust, L.P. | Lake Pleasant Pavilion | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 27,418 | 27,513 | ||
Contractual Interest Rate | 6.09% | |||
Effective Interest Rate | 5.00% | |||
Monthly Payment | 143 | [2] | ||
Maturity Date | 2017-10 | |||
Excel Trust, L.P. | West Broad Marketplace | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 3,045 | [3] | 1,772 | [3] |
Contractual Interest Rate | 2.49% | [3] | ||
Effective Interest Rate | 2.49% | [3] | ||
Monthly Payment | 2 | [2],[3] | ||
Maturity Date | 2018-01 | [3] | ||
Excel Trust, L.P. | Rite Aid - Vestavia Hills | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 785 | 833 | ||
Contractual Interest Rate | 7.25% | |||
Effective Interest Rate | 7.25% | |||
Monthly Payment | 21 | [2] | ||
Maturity Date | 2018-10 | |||
Excel Trust, L.P. | West Broad Village | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 39,700 | 39,700 | ||
Contractual Interest Rate | 3.33% | |||
Effective Interest Rate | 3.33% | |||
Monthly Payment | 110 | [2] | ||
Maturity Date | 2020-05 | |||
Excel Trust, L.P. | Downtown At The Gardens | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 42,276 | 42,545 | ||
Contractual Interest Rate | 4.60% | |||
Effective Interest Rate | 4.00% | |||
Monthly Payment | 253 | [2] | ||
Maturity Date | 2022-07 | |||
Excel Trust, L.P. | Northside Mall | ||||
Debt Instrument [Line Items] | ||||
Carrying Amount of Mortgage Notes | 12,000 | [4] | 12,000 | [4] |
Contractual Interest Rate | 0.03% | [4] | ||
Effective Interest Rate | 1.03% | [4] | ||
Monthly Payment | $1 | [2],[4] | ||
Maturity Date | 2035-11 | [4] | ||
[1] | Represents (a) the fair value adjustment on assumed debt on acquired properties at the time of acquisition to account for below- or above-market interest rates and (b) an underwriter's discount for the issuance of redevelopment bonds. | |||
[2] | Amount represents the monthly payment of principal and interest at March 31, 2015. | |||
[3] | In December 2014, the Company entered into a $58.0 million construction loan in connection with its acquisition of a developable land parcel at the West Broad Marketplace property. The maturity date of the construction loan is January 2018, but may be extended for two additional one-year periods through January 2020 upon the payment of an extension fee. The construction loan bears interest at the rate of LIBOR plus a margin of 230 basis points (interest rate of 2.49% at both March 31, 2015 and December 31, 2014). | |||
[4] | The debt represents redevelopment revenue bonds to be used for the redevelopment of this property, which mature in November 2035. Interest is reset weekly and determined by the bond remarketing agent based on the market value of the bonds (interest rate of 0.03% at March 31, 2015 and 0.05% at December 31, 2014). The interest rate on the bonds is currently priced off of the Securities Industry and Financial Markets Association Index but could change based on the credit of the bonds. The bonds are secured by a $12.1 million letter of credit issued by the Company from the Company's unsecured revolving credit facility. An underwriter's discount related to the original issuance of the bonds with a remaining balance of $99,000 and $100,000 at March 31, 2015 and December 31, 2014, respectively, is being amortized as additional interest expense through November 2035. |
Mortgages_Payable_Net_Parenthe
Mortgages Payable Net (Parenthetical) (Detail) (Excel Trust, L.P., USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | |||
Maturity date | 30-Jun-15 | ||
Market value of bonds interest rate | 0.03% | 0.05% | |
Letter of credit issued under revolving credit facility | $12,100,000 | ||
Underwriter's discount related to original issuance of the bonds | 99,000 | 100,000 | |
London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Loan bears interest rate of LIBOR plus | 1.15% | ||
West Broad Marketplace | |||
Debt Instrument [Line Items] | |||
Construction Loan | $58,000,000 | ||
Maturity date | 31-Jan-20 | ||
Loan maturity period additional extension period | Two additional one-year periods | ||
Loan bears interest rate of LIBOR plus | 2.49% | 2.49% | |
Market value of bonds interest rate | 2.49% | [1] | |
West Broad Marketplace | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Loan bears interest rate of LIBOR plus | 2.30% | ||
Redevelopment revenue bonds | |||
Debt Instrument [Line Items] | |||
Maturity date | 30-Nov-35 | ||
[1] | In December 2014, the Company entered into a $58.0 million construction loan in connection with its acquisition of a developable land parcel at the West Broad Marketplace property. The maturity date of the construction loan is January 2018, but may be extended for two additional one-year periods through January 2020 upon the payment of an extension fee. The construction loan bears interest at the rate of LIBOR plus a margin of 230 basis points (interest rate of 2.49% at both March 31, 2015 and December 31, 2014). |
Debt_of_the_Operating_Partners
Debt of the Operating Partnership - Additional Information (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Two Thousand Twenty Four Senior Notes | |||
Line of Credit Facility [Line Items] | |||
Maturity date | 15-May-24 | ||
Debt instrument stated percentage | 4.63% | ||
Aggregate principal amount of senior unsecured notes | $250,000,000 | ||
Percentage of debt issuance of the principal amount | 99.48% | ||
Yield percentage senior unsecured notes | 4.69% | ||
Interest payable description senior unsecured notes | Interest is payable on May 15 and November 15 of each year beginning November 15, 2014 until the maturity date of May 15, 2024 | ||
Minimum | Two Thousand Twenty Four Senior Notes | |||
Line of Credit Facility [Line Items] | |||
Redemption price percentage of senior unsecured notes | 100.00% | ||
Excel Trust, L.P. | |||
Line of Credit Facility [Line Items] | |||
Total interest cost capitalized | 265,000 | 195,000 | |
Increase in borrowings under the credit facility | 50,000,000 | ||
Maturity date | 30-Jun-15 | ||
Debt instrument stated percentage | 1.33% | 1.32% | |
Letter of credit from the unsecured revolving credit facility | 12,100,000 | ||
Carrying Amount of Debt Instrument | 190,646,000 | 190,329,000 | |
Aggregate principal amount of senior unsecured notes | 100,000,000 | ||
Excel Trust, L.P. | Two Thousand Twenty Four Senior Notes | |||
Line of Credit Facility [Line Items] | |||
Aggregate principal amount of senior unsecured notes | 250,000,000 | 250,000,000 | |
Excel Trust, L.P. | London Interbank Offered Rate (LIBOR) | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility bears interest | 1.15% | ||
Excel Trust, L.P. | Minimum | London Interbank Offered Rate (LIBOR) | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility bears interest | 0.90% | ||
Excel Trust, L.P. | Maximum | London Interbank Offered Rate (LIBOR) | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility bears interest | 1.70% | ||
Excel Trust, L.P. | Series A Senior Notes | |||
Line of Credit Facility [Line Items] | |||
Aggregate principal amount of senior unsecured notes | 75,000,000 | ||
Debt maturity date | 2020-11 | ||
Debt fixed interest rate | 4.40% | ||
Excel Trust, L.P. | Series B Senior Notes | |||
Line of Credit Facility [Line Items] | |||
Aggregate principal amount of senior unsecured notes | 25,000,000 | ||
Debt maturity date | 2023-11 | ||
Debt fixed interest rate | 5.19% | ||
Excel Trust, L.P. | Credit Agreement | |||
Line of Credit Facility [Line Items] | |||
Increase in borrowings under the credit facility | 300,000,000 | ||
Revolving credit facility, covenants requiring the maintenance | (1) maximum leverage ratios on unsecured, secured and overall debt and (2) minimum fixed coverage ratios. | ||
Borrowings from revolving credit facility | 199,000,000 | 238,000,000 | |
Revolving credit facility, weighted-average interest rate | 1.48% | 1.47% | |
Letter of credit from the unsecured revolving credit facility | 16,900,000 | ||
Carrying Amount of Debt Instrument | 12,000,000 | ||
Available for borrowing under the unsecured revolving credit facility | 84,100,000 | ||
Excel Trust, L.P. | Credit Agreement | Scenario, Adjustment | |||
Line of Credit Facility [Line Items] | |||
Increase in borrowings under the credit facility | 500,000,000 | ||
Increase in additional borrowings under revolving credit facility | $200,000,000 | ||
Excel Trust, L.P. | Unsecured Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Maturity date | 6-Apr-18 | ||
Excel Trust, L.P. | Unsecured Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility bears interest | 1.30% | ||
Excel Trust, L.P. | 2013 Amendment | Minimum | |||
Line of Credit Facility [Line Items] | |||
Percentage of unused fee | 0.25% | ||
Excel Trust, L.P. | 2013 Amendment | Maximum | |||
Line of Credit Facility [Line Items] | |||
Percentage of unused fee | 0.30% |
Mortgage_Debt_Maturities_Detai
Mortgage Debt Maturities (Detail) (Excel Trust, L.P., USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Excel Trust, L.P. | ||
Debt Instrument [Line Items] | ||
2015 (remaining nine months) | $47,650 | |
2016 | 3,070 | |
2017 | 42,192 | |
2018 | 5,995 | |
2019 | 6,390 | |
Thereafter | 85,349 | |
Long-term Debt, Gross | $190,646 | $190,329 |
Carrying_Value_of_Unsecured_No
Carrying Value of Unsecured Notes (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Unsecured notes | $398,791 | $398,758 |
Two Thousand Twenty Four Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | 250,000 | |
Excel Trust, L.P. | ||
Debt Instrument [Line Items] | ||
Principal amount | 100,000 | |
Unsecured notes | 398,791 | 398,758 |
Excel Trust, L.P. | Two Thousand Twenty Four Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | 250,000 | 250,000 |
Unamortized debt discount | -1,209 | -1,242 |
Unsecured notes | $248,791 | $248,758 |
Earnings_Per_Share_of_the_Pare2
Earnings Per Share of the Parent Company - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
7.00% Series A cumulative convertible perpetual preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 3,367,200 | |
Dividend rate on preferred Series A stock | 7.00% | 7.00% |
Unvested Restricted Shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 225,675 | |
Operating Partnership Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 1,019,523 | 1,019,523 |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings Per Share (Parent Company) (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Basic earnings per Share: | ||
Net income (loss) attributable to the common stockholders | $17,628 | ($549) |
Allocation to participating securities | -131 | -132 |
Income (loss) applicable to the common stockholders | 17,497 | -681 |
Diluted earnings per share: | ||
Income (loss) applicable to the common stockholders | 17,497 | -681 |
Series A preferred stock dividend | 516 | |
Allocation to participating securities | 131 | |
Income (loss) available to the common stockholders | $18,144 | ($681) |
Weighted-average common shares outstanding: | ||
Basic | 62,473,343 | 47,785,100 |
Common stock issuable upon conversion of the Series A preferred stock | 2,010,735 | |
Restricted common stock | 502,476 | |
Diluted | 64,986,554 | 47,785,100 |
Basic and diluted earnings per share: | ||
Net income (loss) share available to the common stockholders - basic | $0.28 | ($0.01) |
Net income (loss) share available to the common stockholders - diluted | $0.28 | ($0.01) |
Earnings_Per_Unit_of_the_Opera
Earnings Per Unit of the Operating Partnership - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Unvested Restricted Shares | ||
Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 225,675 | |
Excel Trust, L.P. | ||
Computation Of Earnings Per Share [Line Items] | ||
Dividend rate on preferred Series A stock | 7.00% | 7.00% |
Excel Trust, L.P. | Unvested Restricted Shares | ||
Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 225,675 | |
Excel Trust, L.P. | 7.00% Series A cumulative convertible perpetual preferred units | ||
Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 3,367,200 | 3,367,200 |
Computation_of_Basic_and_Dilut1
Computation of Basic and Diluted Earnings Per Share (Operating Partnership) (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Basic earnings per unit: | ||
Allocation to participating securities | ($131) | ($132) |
Diluted earnings per unit: | ||
Allocation to participating securities | 131 | |
Excel Trust, L.P. | ||
Basic earnings per unit: | ||
Net income (loss) attributable to the unitholders | 17,917 | -559 |
Allocation to participating securities | -131 | -132 |
Income (loss) applicable to the unitholders | 17,786 | -691 |
Diluted earnings per unit: | ||
Income (loss) applicable to the unitholders | 17,786 | -691 |
Series A preferred unit dividend | 516 | |
Allocation to participating securities | 131 | |
Income (loss) available to the unitholders | $18,433 | ($691) |
Weighted-average common OP units outstanding: | ||
Basic | 63,492,866 | 48,804,623 |
OP units issuable upon conversion of the Series A preferred units | 2,010,735 | |
Restricted OP units | 502,476 | |
Diluted | 66,006,077 | 48,804,623 |
Basic and diluted earnings per share: | ||
Net income (loss) per unit available to the unitholders - basic | $0.28 | ($0.01) |
Net income (loss) per unit available to the unitholders - diluted | $0.28 | ($0.01) |
Equity_of_the_Parent_Company_A
Equity of the Parent Company - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 27, 2015 | Feb. 28, 2014 | |
Person | ||||||
Equity [Line Items] | ||||||
Issuance of restricted common stock awards, shares | 1,393,451 | |||||
Preferred stock conversion rate | 1.6667 | 1.7041 | ||||
Preferred stock conversion price per share, initial | $0.15 | |||||
Closing price of common stock as minimum percentage of conversion price for conversion of preferred stock | 140.00% | |||||
Minimum trading days for calculating closing price of common stock | 20 days | |||||
Number of consecutive trading days | 30 days | |||||
Stock repurchase program, authorized amount | $30,000,000 | |||||
Stock repurchase program, stock reacquired and retired | 0 | 105,775 | ||||
Stock repurchase program, remaining amount | 20,900,000 | |||||
Stock repurchase program, stock reacquired and retired cost | 1,400,000 | |||||
Stock repurchase program, common stock reacquired Weighted Average Price | $12.52 | |||||
Initial public offering shares | 2,227,456 | 0 | 0 | |||
Number of sales agents | 4 | |||||
Maximum number of shares issued under equity incentive award plan | 2,850,000 | |||||
Compensation expense recognized related to restricted common stock grants | 1,100,000 | 574,000 | ||||
Estimated forfeitures | 0 | |||||
Unrecognized compensation expense | 5,300,000 | 5,100,000 | ||||
Unrecognized compensation expense, weighted-average | 1 year 1 month 6 days | 1 year 9 months 18 days | ||||
Profit participation interests | 3,200,000 | |||||
Costs related to the matching portion | 45,000 | 39,000 | ||||
Contingently Issuable Shares | ||||||
Equity [Line Items] | ||||||
Common stock available for issuance | 1,456,549 | |||||
Equity Distribution Agreements | ||||||
Equity [Line Items] | ||||||
Stock repurchase program, remaining amount | 64,400,000 | |||||
Net proceeds of Equity Distribution Agreements | 30,200,000 | |||||
Average stock issuance of Equity Distribution Agreements | $13.75 | |||||
Operating partnership, units exchanged | 2,227,456 | |||||
Amount contributed to operating Partnership in exchange for OP units | 30,200,000 | |||||
Maximum | ||||||
Equity [Line Items] | ||||||
Stock repurchase program, authorized amount | 50,000,000 | |||||
Discount rate | 14.60% | |||||
Terminal capitalization rates | 8.25% | |||||
Minimum | ||||||
Equity [Line Items] | ||||||
Discount rate | 14.10% | |||||
Terminal capitalization rates | 7.85% | |||||
Amended And Restated | Maximum | ||||||
Equity [Line Items] | ||||||
Common stock offering price | 100,000,000 | |||||
7.00% Series A cumulative convertible perpetual preferred stock | ||||||
Equity [Line Items] | ||||||
Preferred stock dividend rate percentage | 7.00% | 7.00% | ||||
Preferred stock, liquidation preference per share | $25 | $25 | ||||
Annual dividend on preferred stock | $1.75 | |||||
Outstanding shares | 1,180,975 | 1,180,975 | ||||
8.125% Series B cumulative redeemable preferred stock | ||||||
Equity [Line Items] | ||||||
Preferred stock dividend rate percentage | 8.13% | |||||
Preferred stock, liquidation preference per share | $25 | $25 | ||||
Annual dividend on preferred stock | $2.03 | |||||
Outstanding shares | 3,680,000 | 3,680,000 | ||||
Series B preferred stock redeemable price on and after January 31, 2017 | $25 | |||||
Number of days to redeem the Series B preferred stock, in whole or in part | 120 days | |||||
Common Stock | ||||||
Equity [Line Items] | ||||||
Issuance of restricted common stock awards, shares | 152,137 | 645,460 | ||||
Forfeitures of restricted common stock awards, shares | 83,195 | 465,864 | ||||
Initial public offering shares | 2,220,838 | |||||
Accrued dividend payable | 11,400,000 | |||||
Preferred Stock | ||||||
Equity [Line Items] | ||||||
Accrued dividend payable | 2,400,000 | |||||
Operating Partnership Units | ||||||
Equity [Line Items] | ||||||
Accrued dividend payable | $184,000 | |||||
Hundred Percentage Employee Deferrals | ||||||
Equity [Line Items] | ||||||
Company matching contributions Percentage | 100.00% | |||||
Eligible Compensation Percentage | 3.00% | |||||
Fifty Percentage Employee Deferrals | ||||||
Equity [Line Items] | ||||||
Company matching contributions Percentage | 50.00% | |||||
Eligible Compensation Percentage | 2.00% | |||||
Cumulative for Prior Year | Common Stock | ||||||
Equity [Line Items] | ||||||
Forfeitures of restricted common stock awards, shares | 576,059 |
Shares_of_Restricted_Common_St
Shares of Restricted Common Stock (Detail) (USD $) | 0 Months Ended | 3 Months Ended | |||||
Mar. 03, 2015 | Feb. 09, 2015 | Jan. 01, 2015 | Mar. 31, 2015 | ||||
Members of Board of Directors | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Price at Grant Date | $13.79 | [1] | |||||
Number | 5,000 | [1] | |||||
Vesting Period (yrs.) | 3 years | [1] | 3 years | [2] | 3 years | [3] | |
Other Employees | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Price at Grant Date | 13.81 | [2] | |||||
Number | 24,275 | [2] | |||||
Vesting Period (yrs.) | 1 year | [2] | |||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Price at Grant Date | 13.9 | [3] | $13.88 | ||||
Number | 122,862 | [3] | 152,137 | ||||
Vesting Period (yrs.) | 1 year | [3] | |||||
[1] | Shares issued to certain of the Company's employees. These shares vest in equal annual installments on December 31, 2015, 2016 and 2017. | ||||||
[2] | Shares issued to certain of the Company's employees. A portion of the stock grants (4,575 shares of restricted common stock) vested immediately upon grant and a portion (11,000 shares of restricted common stock) vest over a one-year period and include performance or service conditions. The remaining stock grants (8,700 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | ||||||
[3] | Shares issued to senior management and other employees of the Company. A portion of the stock grants (102,962 shares of restricted common stock) vest over a one-year period and include a variety of performance and market conditions, with the restricted shares vesting at the discretion of the Parent Company's board of directors on December 31, 2015 based on the achievement of the Company's objectives during the year ended December 31, 2015. The remaining stock grants (19,900 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. |
Shares_of_Restricted_Common_St1
Shares of Restricted Common Stock (Parenthetical) (Detail) (Members of Board of Directors) | 0 Months Ended | |||||
Mar. 03, 2015 | Feb. 09, 2015 | Jan. 01, 2015 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 5,000 | [1] | ||||
Equity Incentive Award Plan shares vesting period | 3 years | [1] | 3 years | [2] | 3 years | [3] |
Equity Incentive Award Plan, vesting date | 31-Dec-15 | |||||
31-Dec-15 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 19,900 | |||||
31-Dec-16 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 19,900 | |||||
31-Dec-17 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 19,900 | |||||
Performance or Service Conditions Based Awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 4,575 | |||||
Performance or Service Conditions Based Awards | Common Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 11,000 | |||||
Equity Incentive Award Plan shares vesting period | 1 year | |||||
Stock Options That Contain Performance And Market Based Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity Incentive Award Plan, number of stock grants | 8,700 | 102,962 | ||||
Equity Incentive Award Plan shares vesting period | 1 year | |||||
[1] | Shares issued to certain of the Company's employees. These shares vest in equal annual installments on December 31, 2015, 2016 and 2017. | |||||
[2] | Shares issued to certain of the Company's employees. A portion of the stock grants (4,575 shares of restricted common stock) vested immediately upon grant and a portion (11,000 shares of restricted common stock) vest over a one-year period and include performance or service conditions. The remaining stock grants (8,700 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | |||||
[3] | Shares issued to senior management and other employees of the Company. A portion of the stock grants (102,962 shares of restricted common stock) vest over a one-year period and include a variety of performance and market conditions, with the restricted shares vesting at the discretion of the Parent Company's board of directors on December 31, 2015 based on the achievement of the Company's objectives during the year ended December 31, 2015. The remaining stock grants (19,900 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. |
NonVested_Shares_of_Companys_R
Non-Vested Shares of Companys Restricted Common Stock (Detail) (Restricted Stock, USD $) | 0 Months Ended | 3 Months Ended | ||
Jan. 01, 2015 | Mar. 31, 2015 | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Unvested Shares of Restricted Common Stock, Beginning Balance | 427,580 | 427,580 | ||
Number of Unvested Shares of Restricted Common Stock, Grants | 122,862 | [1] | 152,137 | |
Number of Unvested Shares of Restricted Common Stock, Forfeitures/Expirations | -83,195 | [2] | ||
Number of Unvested Shares of Restricted Common Stock, Vested | -28,541 | |||
Number of Unvested Shares of Restricted Common Stock, Ending Balance | 467,981 | |||
Weighted Average Grant Date Fair Value, Beginning Balance | $12.78 | $12.78 | ||
Weighted Average Grant Date Fair Value, Grants | $13.90 | [1] | $13.88 | |
Weighted Average Grant Date Fair Value, Forfeitures/Expirations | $12.96 | [2] | ||
Weighted Average Grant Date Fair Value, Vested | $12.43 | |||
Weighted Average Grant Date Fair Value, Ending Balance | $13.10 | |||
[1] | Shares issued to senior management and other employees of the Company. A portion of the stock grants (102,962 shares of restricted common stock) vest over a one-year period and include a variety of performance and market conditions, with the restricted shares vesting at the discretion of the Parent Company's board of directors on December 31, 2015 based on the achievement of the Company's objectives during the year ended December 31, 2015. The remaining stock grants (19,900 shares of restricted common stock) vest in equal annual installments on December 31, 2015, 2016 and 2017 and include service conditions. | |||
[2] | During the three months ended March 31, 2015, 6,618 shares of common stock were surrendered to the Parent Company and subsequently retired in lieu of cash payments for taxes due on the vesting of restricted stock. The forfeiture of these shares is reflected in the accompanying condensed consolidated statements of equity and capital as a decrease of the total common shares or common operating partnership units issued during each period presented. |
NonVested_Shares_of_Companys_R1
Non-Vested Shares of Companys Restricted Common Stock (Parenthetical) (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock retired during the period | 0 | 105,775 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock retired during the period | 6,618 |
Equity_of_the_Operating_Partne2
Equity of the Operating Partnership - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Equity [Line Items] | |||
Number of OP units repurchased | 0 | 105,775 | |
Number of OP units repurchased, aggregate cost | $1,400 | ||
Number of OP units repurchased, weighted average purchase price | $12.52 | ||
Initial public offering shares | 2,227,456 | 0 | 0 |
Excel Trust, L.P. | |||
Equity [Line Items] | |||
Operating Partnership, outstanding units | 64,422,675 | ||
Operating partnership, net proceeds from units issued | 29,918 | ||
Excel Trust, L.P. | 7.00% Series A cumulative convertible perpetual preferred units | |||
Equity [Line Items] | |||
Preferred units, units outstanding | 1,180,975 | 1,180,975 | |
Preferred units dividend rate percentage | 7.00% | 7.00% | |
Excel Trust, L.P. | 8.125% Series B cumulative redeemable preferred units | |||
Equity [Line Items] | |||
Preferred units, units outstanding | 3,680,000 | 3,680,000 | |
Preferred units dividend rate percentage | 8.13% | 8.13% | |
Excel Trust, L.P. | Excel Trust, Inc. | |||
Equity [Line Items] | |||
Percentage of ownership interest | 98.40% | ||
Excel Trust, L.P. | General Partner's Capital | |||
Equity [Line Items] | |||
Operating partnership, units issued | 2,227,456 | ||
Operating partnership, net proceeds from units issued | 30,200 |
Vested_Ownership_Interests_in_
Vested Ownership Interests in Operating Partnership (Detail) | Mar. 31, 2015 | Dec. 31, 2014 |
Equity [Line Items] | ||
OP Units | 63,954,694 | 61,705,315 |
Percentage of Total | 100.00% | 100.00% |
Noncontrolling Interests | ||
Equity [Line Items] | ||
OP Units | 1,019,523 | 1,019,523 |
Percentage of Total | 1.60% | 1.70% |
Excel Trust, Inc. | ||
Equity [Line Items] | ||
OP Units | 62,935,171 | 60,685,792 |
Percentage of Total | 98.40% | 98.30% |
Investment_in_Unconsolidated_E2
Investment in Unconsolidated Entities - Additional Information (Detail) (Bay Hill Property) | 3 Months Ended | |
Mar. 31, 2015 | ||
Investments in and Advances to Affiliates [Line Items] | ||
Ownership interests percentage holding by company | 50.00% | [1] |
Retail Space | ||
Investments in and Advances to Affiliates [Line Items] | ||
Ownership interests percentage holding by company | 50.00% | |
Investment in unconsolidated entity, percentage of cash flow distribution entitled to receive | 50.00% | |
Investment in unconsolidated entity, percentage of results of operations entitled to recognize | 50.00% | |
Remaining interest owned by third party | 50.00% | |
[1] | At March 31, 2015, Bay Hill had real estate assets of $36.2 million, total assets of $39.2 million, mortgages payable of $23.8 million and total liabilities of $25.7 million. At December 31, 2014, Bay Hill had real estate assets of $36.4 million, total assets of $39.4 million, mortgages payable of $24.0 million and total liabilities of $25.8 million. Total revenues were $905,000, total expenses were $637,000 (including interest expense) and net income was $268,000 for the three months ended March 31, 2015. Total revenues were $964,000, total expenses were $721,000 (including interest expense) and net income was $244,000 for the three months ended March 31, 2014. The outstanding mortgage note was refinanced in October 2014 with a notional amount of $24.0 million, which bears interest at a fixed rate of 3.75%. The new mortgage note has a maturity date of December 1, 2021. |
General_Information_on_Bay_Hil
General Information on Bay Hill (Detail) (Bay Hill Property) | 3 Months Ended | |
Mar. 31, 2015 | ||
Bay Hill Property | ||
Investments in and Advances to Affiliates [Line Items] | ||
Ownership Interest | 50.00% | [1] |
Formation/ Acquisition Date | 19-Oct-12 | [1] |
Property | The Fountains at Bay Hill | [1] |
[1] | At March 31, 2015, Bay Hill had real estate assets of $36.2 million, total assets of $39.2 million, mortgages payable of $23.8 million and total liabilities of $25.7 million. At December 31, 2014, Bay Hill had real estate assets of $36.4 million, total assets of $39.4 million, mortgages payable of $24.0 million and total liabilities of $25.8 million. Total revenues were $905,000, total expenses were $637,000 (including interest expense) and net income was $268,000 for the three months ended March 31, 2015. Total revenues were $964,000, total expenses were $721,000 (including interest expense) and net income was $244,000 for the three months ended March 31, 2014. The outstanding mortgage note was refinanced in October 2014 with a notional amount of $24.0 million, which bears interest at a fixed rate of 3.75%. The new mortgage note has a maturity date of December 1, 2021. |
General_Information_on_Bay_Hil1
General Information on Bay Hill (Parenthetical) (Detail) (Bay Hill Property, USD $) | 3 Months Ended | 1 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Oct. 31, 2014 | Dec. 31, 2014 | |
Investments in and Advances to Affiliates [Line Items] | ||||
Real estate assets | $36,200,000 | $36,400,000 | ||
Total assets | 39,200,000 | 39,400,000 | ||
Mortgages payable | 23,800,000 | 24,000,000 | ||
Total liabilities | 25,700,000 | 25,800,000 | ||
Total revenues | 905,000 | 964,000 | ||
Total expenses | 637,000 | 721,000 | ||
Net income (loss) | 268,000 | 244,000 | ||
Refinanced Mortgage Loan | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Outstanding mortgage Refinanced, notional Amount | $24,000,000 | |||
Mortgage fixed interest rate | 3.75% | |||
Debt Instrument, Maturity Date | 1-Nov-21 |
Property_Dispositions_and_Prop2
Property Dispositions and Property Held for Sale - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | |
Mar. 31, 2015 | Jan. 30, 2015 | Mar. 11, 2015 | Mar. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on sale of property | $19,661,000 | |||
The Family Center at Orem | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of the property | 21,500,000 | |||
Promenade Corporate Center | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of the property | 65,000,000 | |||
Gain on sale of property | 15,200,000 | |||
Office property as a percentage of net income | 98.20% | 58.50% | ||
Rosewick Crossing Property And Cedar Square Property | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of the property | $33,500,000 |
Held_for_Sale_and_Disposition_
Held for Sale and Disposition Property Operating Results (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total revenues | $1,129 | $1,389 |
Property operating expenses | -533 | -672 |
Property net operating income | 596 | 717 |
General and administrative | -7 | -3 |
Depreciation and amortization | -356 | -583 |
Gain on sale of real estate assets | 15,198 | |
Net income | $15,431 | $131 |
Major_Classes_of_Assets_and_Li
Major Classes of Assets and Liabilities of Properties Classified as Held for Sale (Detail) (Rosewick Crossing Property And Cedar Square Property, USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Real estate held for sale: | |
Accumulated depreciation | ($2,100) |
Property, net | 23,663 |
Restricted cash | 192 |
Tenant receivables, net | 73 |
Lease intangibles, net | 1,839 |
Deferred rent receivable | 492 |
Other assets | 1,036 |
Real estate held for sale, net of accumulated depreciation | 27,295 |
Liabilities of real estate held for sale: | |
Accounts payable and other liabilities | 1,400 |
Lease intangibles, net | 807 |
Liabilities of real estate held for sale | 2,207 |
Land | |
Real estate held for sale: | |
Property gross | 12,310 |
Buildings | |
Real estate held for sale: | |
Property gross | 10,025 |
Site/Tenant Improvements | |
Real estate held for sale: | |
Property gross | $3,428 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Related Party Transaction [Line Items] | ||
Reimbursement to the related party | $96,000 | $76,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (Minimum) | 3 Months Ended |
Mar. 31, 2015 | |
Minimum | |
Income Tax Disclosure [Line Items] | |
Percentage of REIT taxable income distributed to stockholders | 90.00% |
Financial_Assets_and_Liabiliti
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) (Fair Value, Measurements, Recurring, USD $) | Mar. 31, 2015 | Mar. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other assets related to business combinations | $0 | $471,000 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other assets related to business combinations | $471,000 |
Financial_Assets_and_Liabiliti1
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Parenthetical) (Detail) (Fair Value, Measurements, Recurring, USD $) | Mar. 31, 2015 | Mar. 31, 2014 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other assets related to business combinations | $0 | $471,000 |
Reconciliation_of_Financial_In
Reconciliation of Financial Instruments Remeasured on Recurring Basis (Detail) (Other Assets Related to Business Combinations, USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | |
Other Assets Related to Business Combinations | ||
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | ||
Beginning balance | $507 | [1] |
Included in earnings | 0 | [1] |
Purchases, issuances or settlements | -36 | [1] |
Ending balance | $471 | [1] |
[1] | The change of $36,000 for other assets related to business combinations during the three months ended March 31, 2014 was comprised of cash payments received on the master lease asset. |
Reconciliation_of_Financial_In1
Reconciliation of Financial Instruments Remeasured on Recurring Basis (Parenthetical) (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Change in other asset related to business combinations | $36,000 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Financial liabilities: | ||
Long term debt, Carrying Amount | $192,956 | $192,748 |
Notes payable, Carrying Amount | 199,000 | 238,000 |
Notes payable, Fair Value | 197,395 | 235,940 |
Unsecured notes, carrying amount | 398,791 | 398,758 |
Mortgage Notes Payable | ||
Financial liabilities: | ||
Long term debt, Carrying Amount | 192,956 | 192,748 |
Debt, Fair Value | 197,080 | 195,729 |
Unsecuritized Loans | ||
Financial liabilities: | ||
Debt, Fair Value | 365,764 | 353,662 |
Unsecured notes, carrying amount | 348,791 | 348,758 |
Term Loan | ||
Financial liabilities: | ||
Long term debt, Carrying Amount | 50,000 | 50,000 |
Debt, Fair Value | $50,000 | $50,000 |
Segment_Disclosure_Additional_
Segment Disclosure - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Segment | |
Segment Reporting Information [Line Items] | |
Number of real estate property held by segment | 3 |
Reconciliation_of_Companys_Seg
Reconciliation of Company's Segment Operations Activity (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | $40,491 | $30,598 |
Property operating expenses | -32,393 | -23,449 |
Operating income | 8,098 | 7,149 |
General and administrative costs | -4,348 | -3,815 |
Depreciation and amortization | -17,266 | -11,796 |
Interest expense | -7,551 | -4,989 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 19,661 | |
Net income | 20,392 | 2,278 |
Net income attributable to non-controlling interests | -379 | -83 |
Net income attributable to Excel Trust, Inc. | 20,013 | 2,195 |
Office Properties | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | 1,901 | 2,161 |
Property operating expenses | -717 | -853 |
Operating income | 1,184 | 1,308 |
General and administrative costs | -18 | -5 |
Depreciation and amortization | -656 | -892 |
Interest expense | -187 | |
Gain on sale of real estate assets | 15,198 | |
Net income | 15,708 | 224 |
Multi-family Property | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | 1,350 | 1,401 |
Property operating expenses | -462 | -453 |
Operating income | 888 | 948 |
General and administrative costs | -14 | -14 |
Depreciation and amortization | -463 | -463 |
Net income | 411 | 471 |
Retail Properties | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | 37,240 | 27,036 |
Property operating expenses | -9,600 | -6,532 |
Operating income | 27,640 | 20,504 |
General and administrative costs | -4,316 | -3,796 |
Depreciation and amortization | -16,147 | -10,441 |
Interest expense | -7,551 | -4,802 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 4,463 | |
Net income | 4,273 | 1,583 |
Total Reportable Segments | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | 40,491 | 30,598 |
Property operating expenses | -10,779 | -7,838 |
Operating income | 29,712 | 22,760 |
General and administrative costs | -4,348 | -3,815 |
Depreciation and amortization | -17,266 | -11,796 |
Interest expense | -7,551 | -4,989 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 19,661 | |
Net income | 20,392 | 2,278 |
Excel Trust, Inc. | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Net income | 20,392 | 2,278 |
Net income attributable to non-controlling interests | -379 | -83 |
Net income attributable to Excel Trust, Inc. | 20,013 | 2,195 |
Excel Trust, L.P. | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenues | 40,491 | 30,598 |
Property operating expenses | -32,393 | -23,449 |
Operating income | 8,098 | 7,149 |
General and administrative costs | -4,348 | -3,815 |
Depreciation and amortization | -17,266 | -11,796 |
Interest expense | -7,551 | -4,989 |
Interest income | 50 | 49 |
Income (loss) from equity in unconsolidated entities | 134 | 69 |
Gain on sale of real estate assets | 19,661 | |
Net income | 20,392 | 2,278 |
Net income attributable to non-controlling interests | -90 | -93 |
Net income attributable to Excel Trust, Inc. | $20,302 | $2,185 |
Reconciliation_of_Companys_Seg1
Reconciliation of Company's Segment Financial Operations Activity (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total assets | $1,646,878 | [1] | $1,647,137 | [1] |
Office Properties | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total assets | 13,052 | 62,747 | ||
Multi-family Property | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total assets | 68,561 | 68,982 | ||
Retail Properties | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total assets | 1,565,265 | 1,515,408 | ||
Total Reportable Segments & Consolidated Assets | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Total assets | $1,646,878 | $1,647,137 | ||
[1] | Excel Trust, Inc.'s consolidated total assets at March 31, 2015 and December 31, 2014 include $40,302 and $39,783, respectively, of assets (primarily real estate assets) of two variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. |
Subsequent_Events_Additional_D
Subsequent Events - Additional Disclosure (Detail) (USD $) | 3 Months Ended | 0 Months Ended | |||
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Apr. 09, 2015 | Apr. 02, 2015 | Apr. 14, 2015 |
Subsequent Event [Line Items] | |||||
Common stock dividend payable | $0.18 | $0.18 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Common stock dividend payable | $0.18 | ||||
Dividends payable, date to be paid, year and month | 2015-07 | ||||
Subsequent Event | Mariner's Point, Merchant's Central, and Newport Towne Center | |||||
Subsequent Event [Line Items] | |||||
Sales agreement to sale property | $17.80 | ||||
Subsequent Event | 8.125% Series B cumulative redeemable preferred stock | |||||
Subsequent Event [Line Items] | |||||
Redemption value of preferred stock | $25 | ||||
Subsequent Event | BRE Retail Centers | |||||
Subsequent Event [Line Items] | |||||
Potential termination fee payable | 25 | ||||
Potential termination fee receivable | 250 | ||||
Subsequent Event | Blackstone Property Partners, L.P | Parent | |||||
Subsequent Event [Line Items] | |||||
Sale of outstanding shares of common stock, price per share | $15.85 | ||||
Subsequent Event | Rosewick Crossing | |||||
Subsequent Event [Line Items] | |||||
Proceeds from sale of the property | $25 |