Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 04, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-34948 | |
Entity Registrant Name | Brookfield Property REIT Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-2963337 | |
Entity Address, Address Line One | 250 Vesey Street, 15th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10281-1023 | |
City Area Code | 212 | |
Local Phone Number | 417-7000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Smaller Reporting Company | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 39,129,457 | |
Entity Central Index Key | 0001496048 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Nasdaq Global Select Market | Class A Stock, par value $.01 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Class A Stock, par value $.01 per share | |
Trading Symbol | BPYU | |
Security Exchange Name | NASDAQ | |
Nasdaq Global Select Market | 6.375% Series A Cumulative Perpetual Redeemable Preferred Stock, par value $0.01 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 6.375% Series A Cumulative Perpetual Redeemable Preferred Stock, par value $0.01 per share | |
Trading Symbol | BPYUP |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Investment in real estate: | ||
Land | $ 3,719,749 | $ 3,659,595 |
Buildings and equipment | 14,225,715 | 14,020,589 |
Less accumulated depreciation | (2,917,298) | (2,569,911) |
Construction in progress | 235,186 | 160,443 |
Net property and equipment | 15,263,352 | 15,270,716 |
Investment in Unconsolidated Real Estate Affiliates | 4,461,997 | 4,634,292 |
Net investment in real estate | 19,725,349 | 19,905,008 |
Cash and cash equivalents | 173,341 | 197,829 |
Accounts receivable, net | 563,612 | |
Accounts receivable, net | 234,928 | |
Notes receivable | 44,572 | 76,310 |
Deferred expenses, net | 166,956 | 188,591 |
Prepaid expenses and other assets (see Notes 7 and 14) | 757,832 | 745,060 |
Deferred tax assets, net | 620,058 | 625,660 |
Total assets | 22,051,720 | 21,973,386 |
Liabilities: | ||
Mortgages, notes and loans payable (including related party debt - see Note 6) | 16,330,129 | 15,902,894 |
Investment in Unconsolidated Real Estate Affiliates | 131,201 | 125,565 |
Accounts payable and accrued expenses (see Notes 7 and 15) | 1,025,044 | 1,027,130 |
Dividend payable | 454 | 21 |
Junior subordinated notes | 206,200 | 206,200 |
Total liabilities | 17,693,028 | 17,261,810 |
Redeemable Class A equity interests | 890,464 | 1,354,234 |
Redeemable noncontrolling interests | 61,670 | 62,235 |
Total redeemable interests | 952,134 | 1,416,469 |
Equity: | ||
Class B Stock | 5,206 | 4,937 |
Class C Stock: 1,000,000,000 shares authorized, $0.01 par value, 640,051,301 issued and outstanding as of September 30, 2020 and December 31, 2019 | 6,401 | 6,401 |
Preferred Stock: 500,000,000 shares authorized, $0.01 par value, 10,000,000 shares issued and outstanding as of September 30, 2020 and December 31, 2019 | 242,042 | 242,042 |
Additional paid-in capital | 7,245,170 | 6,670,844 |
Accumulated deficit | (5,426,952) | (5,076,455) |
Accumulated other comprehensive loss | (102,599) | (85,402) |
Total stockholders' equity | 1,969,268 | 1,762,367 |
Noncontrolling interests in Consolidated Real Estate Affiliates | 14,062 | 26,210 |
Noncontrolling interests of the Operating Partnership | 1,423,228 | 1,506,530 |
Total equity | 3,406,558 | 3,295,107 |
Total liabilities, redeemable interests and equity | $ 22,051,720 | $ 21,973,386 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 | Mar. 28, 2018 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Preferred Stock, Shares Authorized | 500,000,000 | 500,000,000 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Preferred Stock, Shares Issued | 10,000,000 | 10,000,000 | |
Preferred Stock, Shares Outstanding | 10,000,000 | 10,000,000 | |
Common Class B | |||
Common Stock, Shares Authorized | 5,907,500,000 | 5,907,500,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Common stock, shares issued (in shares) | 520,528,095 | 520,528,095 | |
Common Stock, Shares, Outstanding | 493,665,297 | 493,665,297 | |
Common Class C | |||
Common Stock, Shares Authorized | 1,000,000,000 | 1,000,000,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Common stock, shares issued (in shares) | 640,051,301 | 640,051,301 | |
Common Stock, Shares, Outstanding | 640,051,301 | 640,051,301 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues: | ||||
Lease Income | $ 326,707,000 | $ 317,469,000 | $ 1,019,609,000 | $ 954,728,000 |
Management fees and other corporate revenues | 28,923,000 | 44,206,000 | 90,826,000 | 123,444,000 |
Other | 11,353,000 | 13,450,000 | 34,643,000 | 34,368,000 |
Total revenues | 366,983,000 | 375,125,000 | 1,145,078,000 | 1,112,540,000 |
Operating Expenses: | ||||
Real estate taxes | 51,054,000 | 43,726,000 | 147,517,000 | 126,955,000 |
Property maintenance costs | 6,640,000 | 6,297,000 | 22,200,000 | 22,693,000 |
Marketing | 1,197,000 | 965,000 | 3,602,000 | 2,790,000 |
Other property operating costs | 51,471,000 | 45,271,000 | 138,554,000 | 129,768,000 |
Property Management and Other Costs | 62,836,000 | 59,042,000 | 181,335,000 | 174,339,000 |
General and administrative | 5,753,000 | 4,929,000 | 15,645,000 | 15,661,000 |
Business Combination, Acquisition Related Costs | 0 | 0 | 0 | 9,179,000 |
Depreciation and amortization | 165,200,000 | 120,249,000 | 485,442,000 | 357,429,000 |
Total operating expenses | 344,151,000 | 319,273,000 | 1,065,750,000 | 1,061,956,000 |
Interest and dividend income | 1,969,000 | 12,138,000 | 5,828,000 | 23,451,000 |
Interest expense | (164,443,000) | (180,755,000) | (507,209,000) | (494,306,000) |
Loss before income taxes, equity in income (loss) of Unconsolidated Real Estate Affiliates and related gain on investment, and allocation to noncontrolling interests | (139,642,000) | (100,595,000) | (423,166,000) | (408,101,000) |
Benefit from (provision for) income taxes | (5,808,000) | 14,021,000 | (4,596,000) | 6,068,000 |
Equity in income (loss) of Unconsolidated Real Estate Affiliates | (44,155,000) | 16,145,000 | (105,424,000) | 434,000 |
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | (645,000) | 33,640,000 | 10,882,000 | 137,994,000 |
Net loss | (190,250,000) | (36,789,000) | (522,304,000) | (263,605,000) |
Allocation to noncontrolling interests | 19,630,000 | 3,366,000 | 60,807,000 | 34,617,000 |
Net loss attributable to Brookfield Property REIT Inc. | $ (170,620,000) | $ (33,423,000) | $ (461,497,000) | $ (228,988,000) |
Common Stock Earnings Per Share (See Note 10): | ||||
Basic & diluted earnings per share class A stock (in dollars per share) | $ 0.3325 | $ 0.3300 | $ 0.9975 | $ 0.9900 |
Comprehensive Income (Loss), Net: | ||||
Net loss | $ (190,250,000) | $ (36,789,000) | $ (522,304,000) | $ (263,605,000) |
Other comprehensive loss | ||||
Foreign currency translation | (964,000) | (5,472,000) | (18,958,000) | (4,745,000) |
Net unrealized losses on other financial instruments | (15,000) | (72,000) | 39,000 | (120,000) |
Other comprehensive loss | (979,000) | (5,544,000) | (18,919,000) | (4,865,000) |
Comprehensive (loss) income | (191,229,000) | (42,333,000) | (541,223,000) | (268,470,000) |
Comprehensive loss (income) allocated to noncontrolling interests | 19,726,000 | 3,366,000 | 62,529,000 | 34,617,000 |
Comprehensive (loss) income attributable to Brookfield Property REIT Inc. | (171,503,000) | (38,967,000) | (478,694,000) | (233,853,000) |
Provision for impairment | 0 | 38,794,000 | 71,455,000 | 223,142,000 |
Gain (Loss) on Extinguishment of Debt | 0 | (27,542,000) | 14,320,000 | (27,542,000) |
change in control of investment properties | $ 0 | $ 39,712,000 | $ (15,433,000) | $ 39,712,000 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) | Total | Preferred Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interest [Member] | Common Class A | Common Class ARetained Earnings | Common Class B | Common Class BCommon Stock | Common Class BAdditional Paid-in Capital | Common Class BRetained Earnings | Common Class CCommon Stock | Redeemable Common Class A | Redeemable Common Class ACommon Stock |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Redeemable Class A equity interests | $ 73,696,000 | ||||||||||||||
Beginning balance at Dec. 31, 2018 | 2,775,422,000 | $ 242,042,000 | $ 5,772,824,000 | $ (4,721,335,000) | $ (82,653,000) | $ 1,553,596,000 | $ 4,547,000 | $ 6,401,000 | $ 2,305,895,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Adjust Mezzanine Equity to Fair Value | 3,358,000 | ||||||||||||||
Beginning balance at Dec. 31, 2018 | 2,775,422,000 | 242,042,000 | 5,772,824,000 | (4,721,335,000) | (82,653,000) | 1,553,596,000 | 4,547,000 | 6,401,000 | 2,305,895,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (354,940,000) | (315,935,000) | (39,005,000) | 86,947,000 | |||||||||||
Distributions to noncontrolling interests in consolidated Real Estate Affiliates | (76,241,000) | (76,241,000) | |||||||||||||
Acquisition/disposition of partner's noncontrolling interests in consolidated Real Estate Affiliates | 1,188,000 | 1,188,000 | |||||||||||||
Restricted stock grants, net | 0 | 7,288,000 | |||||||||||||
Cash dividends reinvested (DRIP) in stock | (212,000) | (941,000) | 729,000 | ||||||||||||
Other comprehensive income (loss) | (4,865,000) | (4,865,000) | |||||||||||||
Cash distributions on Preferred Stock ($1.1952 per share) | (11,952,000) | (11,952,000) | |||||||||||||
Buyback of stock | $ 5,283,000 | $ (5,283,000) | $ 224,524,000 | 105,000 | $ 158,517,000 | $ 65,902,000 | 120,210,000 | ||||||||
Conversion of shares | 798,063,000 | 725,201,000 | 72,522,000 | 340,000 | (798,063,000) | ||||||||||
Dividends, Stock | (651,098,000) | (651,098,000) | (86,947,000) | ||||||||||||
Ending balance at Sep. 30, 2019 | 2,257,201,000 | 242,042,000 | 6,339,508,000 | (5,686,823,000) | (87,518,000) | 1,438,809,000 | 4,782,000 | 6,401,000 | 1,394,910,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock or Unit Option Plan Expense | 653,000 | 653,000 | |||||||||||||
Redeemable Class A equity interests | 62,119,000 | ||||||||||||||
Adjust Mezzanine Equity to Fair Value | 103,000 | ||||||||||||||
Ending balance at Jun. 30, 2019 | 2,060,136,000 | 242,042,000 | 6,087,409,000 | (5,652,263,000) | (81,974,000) | 1,453,857,000 | 4,664,000 | 6,401,000 | 1,674,301,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Redeemable Class A equity interests | 62,222,000 | ||||||||||||||
Net income (loss) | (61,035,000) | (56,318,000) | (4,717,000) | 22,900,000 | |||||||||||
Distributions to noncontrolling interests in consolidated Real Estate Affiliates | (14,538,000) | (14,538,000) | |||||||||||||
Acquisition/disposition of partner's noncontrolling interests in consolidated Real Estate Affiliates | 4,392,000 | 4,392,000 | |||||||||||||
Restricted stock grants, net | 0 | 1,990,000 | |||||||||||||
Cash dividends reinvested (DRIP) in stock | 167,000 | (18,000) | 185,000 | ||||||||||||
Other comprehensive income (loss) | (5,544,000) | (5,544,000) | |||||||||||||
Cash distributions on Preferred Stock ($1.1952 per share) | (3,984,000) | (3,984,000) | |||||||||||||
Adjust Mezzanine Equity to Fair Value | 42,000 | ||||||||||||||
Buyback of stock | 2,008,000 | (2,008,000) | 5,668,000 | ||||||||||||
Conversion of shares | 275,710,000 | 252,099,000 | 23,493,000 | 118,000 | (275,713,000) | ||||||||||
Dividends, Stock | (22,900,000) | ||||||||||||||
Ending balance at Sep. 30, 2019 | 2,257,201,000 | 242,042,000 | 6,339,508,000 | (5,686,823,000) | (87,518,000) | 1,438,809,000 | 4,782,000 | 6,401,000 | 1,394,910,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock or Unit Option Plan Expense | 223,000 | 223,000 | |||||||||||||
Redeemable Class A equity interests | 62,264,000 | ||||||||||||||
Liabilities and Equity | 21,973,386,000 | ||||||||||||||
Additional paid-in capital | 6,670,844,000 | ||||||||||||||
Accumulated deficit | (5,076,455,000) | ||||||||||||||
Accumulated other comprehensive loss | (85,402,000) | ||||||||||||||
Stockholders' Equity Attributable to Parent | 1,762,367,000 | ||||||||||||||
Noncontrolling interests in Consolidated Real Estate Affiliates | 26,210,000 | ||||||||||||||
Noncontrolling interests of the Operating Partnership | 1,506,530,000 | ||||||||||||||
Beginning balance at Dec. 31, 2019 | 3,295,107,000 | 242,042,000 | 6,670,844,000 | (5,076,455,000) | (85,402,000) | 1,532,740,000 | 4,937,000 | 6,401,000 | 1,354,234,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (579,912,000) | (516,388,000) | (63,524,000) | $ 54,891,000 | |||||||||||
Acquisition/disposition of partner's noncontrolling interests in consolidated Real Estate Affiliates | (336,000) | (336,000) | |||||||||||||
Restricted stock grants, net | 0 | 0 | 5,808,000 | ||||||||||||
Cash dividends reinvested (DRIP) in stock | 27,719,000 | (2,149,000) | 29,868,000 | ||||||||||||
Other comprehensive income (loss) | (18,919,000) | (17,197,000) | (1,722,000) | ||||||||||||
Dividends on classes of stock | 0 | (54,891,000) | |||||||||||||
Stock Issued | 414,267,000 | 194,000 | 414,073,000 | ||||||||||||
Cash distributions on Preferred Stock ($1.1952 per share) | (11,953,000) | (11,953,000) | |||||||||||||
Buyback of stock | 92,822,000 | 92,822,000 | 226,431,000 | ||||||||||||
Conversion of shares | 243,147,000 | 160,253,000 | 82,819,000 | 75,000 | (243,147,000) | ||||||||||
Ending balance at Sep. 30, 2020 | 3,406,558,000 | 242,042,000 | 7,245,170,000 | (5,426,952,000) | (102,599,000) | 1,437,290,000 | 5,206,000 | 6,401,000 | 890,464,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock or Unit Option Plan Expense | 54,000 | 54,000 | |||||||||||||
Beginning balance at Jun. 30, 2020 | 3,037,318,000 | 242,042,000 | 6,788,182,000 | (5,361,146,000) | (101,715,000) | 1,458,562,000 | 4,992,000 | 6,401,000 | 1,172,745,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (206,487,000) | (185,956,000) | (20,531,000) | $ 15,336,000 | |||||||||||
Distributions to noncontrolling interests in consolidated Real Estate Affiliates | 0 | ||||||||||||||
Acquisition/disposition of partner's noncontrolling interests in consolidated Real Estate Affiliates | (204,000) | (204,000) | |||||||||||||
Restricted stock grants, net | 0 | 2,231,000 | |||||||||||||
Cash dividends reinvested (DRIP) in stock | 171,000 | (270,000) | 441,000 | ||||||||||||
Other comprehensive income (loss) | (980,000) | (884,000) | (96,000) | ||||||||||||
Dividends on classes of stock | 0 | (15,336,000) | |||||||||||||
Stock Issued | $ 414,267,000 | 194,000 | $ 414,073,000 | ||||||||||||
Cash distributions on Preferred Stock ($1.1952 per share) | (3,984,000) | (3,984,000) | |||||||||||||
Adjust Mezzanine Equity to Fair Value | (167,000) | ||||||||||||||
Buyback of stock | $ 90,740,000 | $ 90,740,000 | 208,476,000 | ||||||||||||
Conversion of shares | 76,036,000 | 42,915,000 | 33,101,000 | 20,000 | (76,036,000) | ||||||||||
Ending balance at Sep. 30, 2020 | 3,406,558,000 | $ 242,042,000 | $ 7,245,170,000 | (5,426,952,000) | $ (102,599,000) | $ 1,437,290,000 | $ 5,206,000 | $ 6,401,000 | $ 890,464,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock or Unit Option Plan Expense | 23,000 | $ 23,000 | |||||||||||||
Liabilities and Equity | 22,051,720,000 | ||||||||||||||
Additional paid-in capital | 7,245,170,000 | ||||||||||||||
Redeemable Class A equity interests | 61,670,000 | ||||||||||||||
Accumulated deficit | (5,426,952,000) | ||||||||||||||
Accumulated other comprehensive loss | (102,599,000) | ||||||||||||||
Stockholders' Equity Attributable to Parent | 1,969,268,000 | ||||||||||||||
Noncontrolling interests in Consolidated Real Estate Affiliates | 14,062,000 | ||||||||||||||
Noncontrolling interests of the Operating Partnership | $ 1,423,228,000 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Preferred Stock, Dividends, Per Share, Cash Paid | $ 0.3984 | $ 0.3984 | $ 0.7968 | $ 0.7968 |
Common Class A | ||||
Cash dividends on common stock (in dollars per share) | $ 0.3300 | $ 0.6650 | ||
Restricted stock grants, net (in shares) | (8,427) | 10,948 | 806,275 | 14,214 |
Common Class B | ||||
Cash dividends on common stock (in dollars per share) | $ 0.3300 | $ 0.6650 | ||
Common Class B-1 | ||||
Conversion of common stock (in shares) | 630,686 | 7,957,603 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash Flows (used in) provided by Operating Activities: | ||
Net income | $ (522,304,000) | $ (263,605,000) |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | ||
Equity in (income) loss of Unconsolidated Real Estate Affiliates | 105,424,000 | (434,000) |
Distributions received from Unconsolidated Real Estate Affiliates | 35,703,000 | 79,267,000 |
Provision for doubtful accounts | 56,475,000 | 8,244,000 |
Depreciation and amortization | 485,442,000 | 357,429,000 |
Amortization/write-off of deferred finance costs | 25,240,000 | 21,644,000 |
Accretion/write-off of debt market rate adjustments | (1,110,000) | (1,255,000) |
Amortization of intangibles other than in-place leases | (3,261,000) | (2,480,000) |
Amortization of right-of-use assets | 7,681,000 | 3,934,000 |
Straight-line rent amortization | (5,943,000) | (5,633,000) |
Deferred income taxes | 5,601,000 | (10,810,000) |
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | (10,882,000) | (137,994,000) |
Gain (loss) from changes in control of investment properties and other, net | 15,433,000 | (39,712,000) |
Provision for impairment | 71,455,000 | 223,142,000 |
(Gain) loss on extinguishment of debt | (14,320,000) | 27,542,000 |
Net changes: | ||
Accounts and notes receivable, net | (364,587,000) | 45,614,000 |
Prepaid expenses and other assets (see Notes 7 and 14) | (27,640,000) | (4,137,000) |
Deferred expenses, net | (2,055,000) | (13,012,000) |
Accounts payable and accrued expenses (see Notes 7 and 15) | 53,684,000 | (39,910,000) |
Other, net | (3,707,000) | 4,359,000 |
Net cash (used in) provided by operating activities | (93,671,000) | 252,193,000 |
Cash Flows (used in) Investing Activities: | ||
Acquisition of real estate and property additions | 0 | (169,596,000) |
Development of real estate and property improvements | (219,670,000) | (381,811,000) |
Loans to affiliates | 0 | (330,000,000) |
increase (decrease) in loans to joint venture partners | (2,168,000) | (97,548,000) |
Proceeds from repayment of loans to affiliates | 0 | 330,000,000 |
Proceeds from repayment of loans to joint venture and joint venture partners | 0 | 18,020,000 |
Proceeds from sales of investment properties and Unconsolidated Real Estate Affiliates | 84,450,000 | 173,774,000 |
Contributions to Unconsolidated Real Estate Affiliates | (75,226,000) | (208,277,000) |
Distributions received from Unconsolidated Real Estate Affiliates in excess of income | 29,684,000 | 269,465,000 |
Net cash (used in) investing activities | (182,930,000) | (395,973,000) |
Cash Flows provided by Financing Activities: | ||
Proceeds from refinancing/issuance of mortgages, notes and loans payable (including related party debt - see Note 6) | 811,053,000 | 4,653,639,000 |
Principal payments on mortgages, notes and loans payable - (including related party debt - see Note 6) | (751,174,000) | (3,364,544,000) |
Payment of deferred finance costs | (6,343,000) | (30,471,000) |
Buyback of Class A Stock | (133,609,000) | (114,927,000) |
Buyback of Combined Class B Stock | 0 | (224,524,000) |
Series K preferred unit redemptions | (28,284,000) | (14,719,000) |
Cash contributions from noncontrolling interests in consolidated real estate affiliates | 31,688,000 | 0 |
Cash distributions to noncontrolling interests in consolidated real estate affiliates | 0 | (67,035,000) |
Cash distributions paid to stockholders | (54,891,000) | (738,043,000) |
Cash distributions paid to preferred stockholders | (11,953,000) | (11,952,000) |
Cash distributions and redemptions paid to unit holders | (2,881,000) | (5,248,000) |
Net cash provided by financing activities | 267,872,000 | 82,176,000 |
Net change in cash, cash equivalents and restricted cash | (8,729,000) | (61,604,000) |
Cash, cash equivalents and restricted cash at beginning of period | 275,512,000 | 298,693,000 |
Supplemental Disclosure of Cash Flow Information: | ||
Interest paid | 475,778,000 | 484,479,000 |
Interest capitalized | 5,417,000 | 13,412,000 |
Income taxes paid | 7,064,000 | 5,994,000 |
Accrued capital expenditures included in accounts payable and accrued expenses | 265,716,000 | 221,995,000 |
Cash paid for amounts included in the measurement of lease liabilities | 6,947,000 | 6,406,000 |
Recognition of right-of-use asset | 394,987,000 | 53,779,000 |
Lease liabilities arising from obtaining right-of-use lease asset | 0 | 73,633,000 |
Straight-line building rent liability reclassed to right-of-use asset | 0 | 3,817,000 |
Straight-line building rent liability reclassed to right-of-use asset | 0 | 3,599,000 |
Payments to Acquire Notes Receivable | 250,000,000 | |
Coronado Center [Member] | ||
Transferor's Interests in Transferred Financial Assets, Fair Value | 0 | 53,100,000 |
Mall in Columbia [Member] | ||
Transferor's Interests in Transferred Financial Assets, Fair Value | 45,500,000 | 0 |
730 Fifth Owners, LLC [Member] | ||
Payments to Acquire Notes Receivable | 0 | |
Common Class B | ||
Cash Flows provided by Financing Activities: | ||
Proceeds from Issuance of Common Stock | 414,266,000 | 0 |
Proceeds from Issuance of Common Stock | $ 414,266,000 | $ 0 |
ORGANIZATION
ORGANIZATION | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Readers of this Quarterly Report on Form 10-Q (this "Quarterly Report") should refer to the Company's (as defined below) audited consolidated financial statements for the year ended December 31, 2019 which are included in the Company's Annual Report on Form 10-K (our "Annual Report") for the fiscal year ended December 31, 2019 (Commission File No. 001-34948), as certain footnote disclosures which would substantially duplicate those contained in our Annual Report have been omitted from this Quarterly Report. In the opinion of management, all adjustments necessary for a fair presentation (which include only normal recurring adjustments) have been included in this Quarterly Report. Unless context otherwise requires, capitalized terms used, but not defined in this Quarterly Report, have the same meanings as in our Annual Report. General Brookfield Property REIT Inc. (referred to herein as "BPYU" or the "Company"), formerly known as GGP Inc. ("GGP"), a Delaware corporation, was organized in July 2010 and is an externally managed real estate investment trust ("REIT"). On March 26, 2018, GGP and Brookfield Property Partners L.P. ("BPY") entered into an agreement and plan of merger (as amended by the amendment thereto dated June 25, 2018, the "Merger Agreement") pursuant to which BPY would acquire all of the shares of GGP common stock, par value $0.01 per share, that BPY and its affiliates did not already own through a series of transactions (collectively, the "BPY Transaction"), including, among other things, the exchange of all shares of GGP common stock owned by certain affiliates of BPY and any subsidiary of GGP for a newly authorized series of preferred stock of GGP designated Series B Preferred Stock (the "Class B Exchange") and the payment of a special dividend payable to certain holders of record of GGP common stock pursuant to the terms of the Merger Agreement (the "Pre-Closing Dividend"). BPYU is an indirect subsidiary of BPY, one of the world's largest commercial real estate companies. In these notes, the terms "we," "us" and "our" refer to BPYU and its subsidiaries. BPYU, through its subsidiaries and affiliates, is an owner and operator of retail properties. As of September 30, 2020, we were the owner, either entirely or with joint venture partners, of 122 retail properties in the United States. Substantially all of our business is conducted through BPR OP, LP ("BPROP"), which we sometimes refer to herein as the Operating Partnership, and its subsidiaries. As of September 30, 2020, BPYU held approximately 99% of the common equity of BPROP, while the remaining 1% was held by limited partners and certain previous contributors of properties to BPROP. In addition to holding ownership interests in various joint ventures, the Operating Partnership generally conducts its operations through BPR REIT Services LLC ("BPRRS"), Brookfield Properties Retail Inc. ("BPRI") and General Growth Management, Inc. ("GGMI"). Each of GGMI and BPRI is a taxable REIT subsidiary ("TRS"), which earn real estate management, leasing, development, and financing fees for other ancillary services for a majority of our Unconsolidated Real Estate Affiliates (defined below) and for substantially all of our Consolidated Properties (defined below). BPRI also serves as a contractor to GGMI for these services. BPRRS generally provides financial, accounting, tax, legal, development, and other services to our Consolidated Properties. We refer to our ownership interests in properties in which we own a majority or controlling interest and are consolidated under accounting principles generally accepted in the United States of America ("GAAP") as the "Consolidated Properties." We also own interests in certain properties through joint venture entities in which we own a noncontrolling interest ("Unconsolidated Real Estate Affiliates") and we refer to those properties as the "Unconsolidated Properties". |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements include the accounts of BPYU, our subsidiaries and joint ventures in which we have a controlling interest. For consolidated joint ventures, the noncontrolling partner's share of the assets, liabilities and operations of the joint ventures (generally computed as the joint venture partner's ownership percentage) is included in noncontrolling interests in consolidated real estate affiliates as permanent equity of the Company. Intercompany balances and transactions have been eliminated. Noncontrolling interests are included on our Consolidated Balance Sheets related to the Common, Preferred, and LTIP Units of BPROP and are presented either as redeemable noncontrolling interests or as noncontrolling interests in our permanent equity. The Operating Partnership and each of our consolidated joint ventures are variable interest entities as the limited partners do not have substantive kick-out rights or substantive participating rights. However, as the Company holds a majority voting interest in the Operating Partnership and our consolidated joint ventures, it qualifies for the exemption from providing certain of the disclosure requirements associated with variable interest entities. We operate in a single reportable segment, which includes the operation, development and management of retail and other rental properties. Our portfolio is targeted to a range of market sizes and consumer tastes. Each of our operating properties is considered a separate operating segment, as each property earns revenues and incurs expenses, individual operating results are reviewed and discrete financial information is available. The Company's chief operating decision maker is comprised of a team of several members of executive management who use property operations in assessing segment operating performance. We do not distinguish or group our consolidated operations based on geography, size or type for purposes of making property operating decisions. Our operating properties have similar economic characteristics and provide similar products and services to our tenants. There are no individual operating segments that are greater than 10% of combined revenue or combined assets. When assessing segment operating performance, certain non-cash and non-comparable items such as straight-line rent, depreciation expense and intangible asset and liability amortization are excluded from property operations, which are a result of GGP's emergence from bankruptcy, acquisition accounting and other capital contribution or restructuring events. Further, all material operations are within the United States and no customer or tenant comprises more than 10% of consolidated revenues. As a result, the Company's operating properties are aggregated into a single reportable segment. Acquisitions of Operating Properties (Note 3) The fair values of tangible assets are determined on an "if vacant" basis. The "if vacant" fair value is allocated to land, where applicable, buildings, equipment and tenant improvements based on comparable sales and other relevant information with respect to the property. Specifically, the "if vacant" value of the buildings and equipment was calculated using a cost approach utilizing published guidelines for current replacement cost or actual construction costs for similar, recently developed properties; and an income approach. Assumptions used in the income approach to the value of buildings include: capitalization and discount rates, lease-up time, market rents, make ready costs, land value, and site improvement value. The estimated fair value of in-place tenant leases includes lease origination costs (costs we would have incurred to lease the property to the current occupancy level of the property) and the lost revenues during the period necessary to lease-up from vacant to current occupancy level. Such estimates include the fair value of leasing commissions, legal costs and tenant coordination costs that would be incurred to lease the property to this occupancy level. Additionally, we evaluate the time period over which such occupancy level would be achieved and include an estimate of the net operating costs (primarily real estate taxes, insurance, and utilities) incurred during the lease-up period, which generally ranges up to one year. The fair value of the acquired in-place tenant leases is included in the balance of buildings and equipment and amortized over the remaining lease term for each tenant. Identifiable intangible assets and liabilities are calculated for above-market and below-market tenant and ground leases where we are the lessor or the lessee. The difference between the contractual rental rates and our estimate of market rental rates is measured over a period equal to the remaining non-cancelable term of the leases, including significantly below-market renewal options for which exercise of the renewal option appears to be reasonably certain. The remaining term of leases with renewal options at terms significantly below market reflect the assumed exercise of such below-market renewal options and assume the amortization period would coincide with the extended lease term. The gross asset balances and accumulated amortization of the in-place value of tenant leases are included in buildings and equipment in our Consolidated Balance Sheets. Gross Asset Accumulated Net Carrying As of September 30, 2020 Tenant leases: In-place value $ 314,921 $ (99,142) $ 215,779 As of December 31, 2019 Tenant leases: In-place value $ 311,838 $ (72,658) $ 239,180 The above-market tenant leases are included in prepaid expenses and other assets (Note 14); the below-market tenant leases are included in accounts payable and accrued expenses (Note 15) in our Consolidated Balance Sheets. Amortization/accretion of all intangibles, including the intangibles in Note 14 and Note 15, had the following effects on our income from continuing operations: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amortization/accretion effect on continuing operations $ (16,079) $ (8,665) $ (61,235) $ (18,446) Future amortization/accretion of all intangibles, including the intangibles in Note 14 and Note 15, is estimated to decrease results from continuing operations as follows: Year Amount 2020 Remaining $ 14,771 2021 42,449 2022 31,641 2023 24,163 2024 19,974 Revenue Recognition and Related Matters Accounting for real estate sales distinguishes between sales to a customer or non-customer for purposes of revenue recognition. Once we, as the seller, determine that we have a contract, we will identify each distinct non-financial asset promised to the counter-party and whether the counter-party obtains control and transfers risks and rewards of ownership of each non-financial asset to determine if we should derecognize the asset. Leases We have entered into lease arrangements for the land and buildings at certain properties, as well as for the use of office space in Chicago, Illinois. We account for leases under Accounting Standards Update ("ASU") 2016-02, Leases ("ASC 842", "Topic 842", or "the new leasing standard"). The new leasing standard requires lessees to record a right-of-use ("ROU") asset and a related lease liability for the rights and obligations associated with all lessee leases. Accounting Standards Codification ("ASC") 842 also modified the lease classification criteria through the elimination of "bright-line" tests, the removal of historical real estate specific lease provisions, and changes to lessor accounting to align with the new revenue recognition standard ASC 606, Revenue from Contracts with Customers . We elected to use the following additional practical expedients permitted by the new leasing standard: • The short-term lease election that allows a lessee not to apply the balance sheet recognition requirements to leases with a term of 12 months or less; lease payments associated with these leases are recognized on a straight-line basis as an expense over the lease term and are not material. • The practical expedient which allows a lessee to not separate lease and non-lease components. We have elected to apply this election to all classes of underlying assets. Lessee arrangements To account for leases for which we are the lessee under the new leasing standard, contracts must be analyzed upon inception to determine if the arrangement is, or contains, a lease. A lease conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lease classification tests and measurement procedures are performed at the lease commencement date. Differences in lease classification will affect only the pattern and classification of expense recognition in our Consolidated Statements of Operations and Comprehensive Income (Loss). The lease liability is initially measured as the present value of the lease payments over the lease term, discounted using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the lessee’s incremental borrowing rate is used. The lease liability balance is subsequently amortized using the effective interest method. The incremental borrowing rate is determined using an approach based on the rate of interest that the lessee would pay to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. We utilized a market-based approach to estimate the Incremental Borrowing Rate ("IBR") for each individual lease. The approach required significant judgment. Therefore, we utilized different data sets to estimate base IBRs via an analysis of (i) yields on outstanding public debt of BPYU, as well as comparable companies, (ii) observable mortgage rates, and (iii) unlevered property yields and discount rates. We then applied adjustments to account for considerations related to (i) term and (ii) security that may not be fully incorporated by the aforementioned data sets. Based on individual characteristics of each lease, we selected an IBR taking into consideration how each data approach and adjustments thereto incorporate term, currency and security. The lease term is the noncancelable period of the lease, and includes any renewal and termination options we are reasonably certain to exercise. The reasonably certain threshold is evaluated at lease commencement and is typically met if substantial economic incentives or termination penalties are identified. Lease payments measured at the commencement date include fixed payments, in-substance fixed payments, variable lease payments dependent on a rate or index (using the index or rate in effect at lease commencement), any purchase option the lessee is reasonably certain to exercise, and payments of penalties for terminating the lease if the lease term reflects the lessee exercising the termination option. Fully variable lease payments without an in-substance fixed component are not included in the measurement of the lease liability and are recognized in the period in which the underlying contingency is resolved. The lease liability is remeasured when the contract is modified, upon the resolution of a contingency such that variable payments become fixed or if our assessment of exercising an extension, termination or purchase option changes. Once remeasured, an adjustment is made to the ROU asset. However, if the carrying amount of the right-of-use asset is reduced to zero, any remaining amount of the remeasurement is recognized in earnings. The ROU asset balance is initially measured as the lease liability amount, adjusted for any lease payments made prior to the commencement date, initial direct costs, estimated costs to dismantle, remove, or restore the underlying asset and incentives received. Our current lessee lease portfolio is comprised primarily of operating leases. If we enter into a finance lease, the new leasing standard requires us to initially recognize and measure these leases using the same method as described above for operating leases. Subsequent to initial recognition, each lease payment would be allocated between interest expense and a reduction of the lease liability. This expense would be recognized over the lease term using the interest method to produce a constant periodic rate of interest on the remaining balance of the liability for each period and would be included in interest expense in our Consolidated Statements of Operations and Comprehensive Income (Loss). The ROU asset would be amortized on a straight-line basis over the lease term, with depreciation recorded in depreciation and amortization in our Consolidated Statements of Operations and Comprehensive Income (Loss). The ROU assets in our operating leases are evaluated for impairment in a manner similar to our operating properties, as described below under "Impairment". Lessor arrangements At the inception of a new lease arrangement, including new leases that arise from amendments, we assess the terms and conditions to determine the proper lease classification. When the terms of a lease effectively transfer control of the underlying asset, the lease is classified as a sales-type lease. When a lease does not effectively transfer control of the underlying asset to the lessee, but we obtain a guarantee for the value of the asset from a third party, we classify the lease as a direct financing lease. All other leases are classified as operating leases. Control of the underlying asset is transferred to the lessee if any of the following criteria are met: (i) transfer of ownership to the lessee prior to or shortly after the end of the lease term, (ii) lessee has an option to purchase the underlying property that the lessee is reasonably certain to exercise, (iii) the lease term is for the major part of the underlying property’s remaining economic life, (iv) the present value of the sum of lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments is equal to or exceeds substantially all of the fair value of the leased property or (v) the underlying property is of such a specialized nature that it is expected to have no alternative use at the end of the lease term. As of September 30, 2020, we do not have any material sales-type or direct financing leases. For operating leases with minimum scheduled rent increases, we recognize rental income on a straight-line basis, including the effect of any free rent periods, over the lease term when collectability of lease payments (and, if applicable, any amounts necessary to satisfy a residual value guarantee) is probable. Variable lease payments are recognized as rental income in the period when the changes in facts and circumstances on which the variable lease payments are based occur. Variable lease payments include overage rent, which is paid by a tenant when the tenant's sales exceed an agreed upon minimum amount, is recognized once tenant sales exceed contractual tenant lease thresholds and is calculated by multiplying the sales in excess of the minimum amount by a percentage defined in the lease. Our leases also contain provisions for tenants to reimburse us for real estate taxes and insurance, as well as for other property operating expenses, marketing costs, and utilities, which are considered to be non-lease components. These tenant reimbursements are most often established in the leases or in less frequent cases computed based upon a formula. W e have elected the practical expedient to not separate non-lease components from the lease component for all classes of underlying assets and determined that the lease component is the predominant component in the contract; therefore, these recoveries are recognized in a manner similar to minimum rents and variable rents within rental revenues on our Consolidated Statements of Operations and Comprehensive Income (Loss). Recognizing rental and related income on a straight-line basis results in a difference in the timing of revenue recognition from what is contractually due from tenants. Straight-line rents are recorded in accounts receivable, net in our Consolidated Balance Sheets. For leases where collectability of substantially all the lease payments is probable, we establish an allowance for doubtful accounts against the portion of accounts receivable, net, including straight-line rents, which is estimated to be uncollectible. Such estimates are based on our previous recovery experience and expectations of future lease concessions. Lease concessions are generally considered a lease modification and thus are recognized prospectively over the remaining lease term. However, the Company does include its estimate of potential lease concessions when establishing its general reserve, based on its best estimates of total lease concessions expected, recognizing the portion of the total concession that is deemed attributable to the current period through consideration of weighted average remaining lease terms. Changes in the general allowance are recognized in rental income on our Consolidated Statements of Operations and Comprehensive Income (Loss). If we determine that collectability of substantially all the lease payments is not probable, we record a current-period adjustment to rental income to amount of cash collected from the lessee. This adjustment effectively reduces cumulative income recognized since lease commencement from an accrual basis to cash basis. In addition, future revenue recognition is limited to amounts paid by the lessee. We will generally return to an accrual basis of accounting, if and when, all delinquent payments become current under the terms of the lease agreement and collectability of substantially all the remaining contractual lease payments is reasonably probable. With respect to our consolidated properties, for the three and nine months ended September 30, 2020, we have recorded $36.9 million and $59.8 million, respectively, associated with potentially uncollectible revenues, which includes $2.4 million and $7.4 million, respectively, for straight-line rent receivables. With respect to our Unconsolidated Real Estate Affiliates, for the three and nine months ended September 30, 2020, our Unconsolidated Real Estate Affiliates have recorded $47.4 million and $81.0 million, respectively, associated with potentially uncollectible revenues, which includes $3.0 million and $10.1 million, respectively, for straight-line rent receivables. Of these amounts for the three and nine months ended September 30, 2020, our share totaled $24.9 million and $40.1 million, respectively, which includes $1.5 million and $4.8 million, respectively, for straight-line rent receivables. As of September 30, 2020, the Company, including consideration of our share of Unconsolidated Real Estate Affiliates, has collected approximate ly 65% o f third quarter rents, and collections continue to increase subsequent to quarter end. While working to preserve our profitability and cash flow, we are also working with our tenants regarding requests for lease concessions and other forms of assistance, although we have not executed a significant number of agreements. While we anticipate that we may grant further rent concessions, such as the deferral or abatement of lease payments, such rent concession requests are evaluated on a case-by-case basis. Not all requests for rent relief will be granted as the Company does not intend to forgo its legally enforceable contractual rights that exist under its lease agreements. Rental revenues also includes lease termination income collected from tenants to allow for the tenant to vacate their space prior to their scheduled termination dates, as well as accretion related to above-market and below-market tenant leases on acquired properties and properties that were recorded at fair value at the emergence from bankruptcy. In leasing tenant space, we may provide funding to the lessee through a tenant allowance. To account for a tenant allowance, we determine whether the allowance represents funding for the construction of leasehold improvements and evaluate the control and ownership of such improvements. If we are considered the owner of the leasehold improvements, we capitalize the amount of the tenant allowance and depreciate it over the shorter of the useful life of the leasehold improveme nts or the related lease term. If the tenant allowance represents a payment for a purpose other than funding leasehold improvements, or in the event we are not considered the owner of the leasehold improvements, the allowance is capitalized to deferred expenses and considered to be a lease incentive and is recognized over the lease term as a reduction of rental revenue on a straight-line basis. Deferred expenses The new leasing standard defines initial direct costs as incremental costs of a lease that would not have been incurred if the lease had not been obtained. These initial direct costs (consisting primarily of leasing commissions paid to third parties) are recognized as deferred expenses on our Consolidated Balance Sheet and are amortized using the straight-line method over the life of the leases. Other leasing costs which do not meet the definition of initial direct costs (consisting primarily of internal legal and leasing overhead costs) are expensed as incurred and included in property management and other costs in our Consolidated Statements of Operations and Comprehensive Income (Loss). Management Fees and Other Corporate Revenues Management fees and other corporate revenues primarily represent real estate management and leasing fees, development fees, financing fees and fees for other ancillary services performed for the benefit of certain of the Unconsolidated Real Estate Affiliates. Management fees are reported at 100% of the revenue earned from the joint venture in management fees and other corporate revenues on our Consolidated Statements of Operations and Comprehensive Income (Loss). Our share of the management fee expense incurred by the Unconsolidated Real Estate Affiliates is reported within equity in income (loss) of Unconsolidated Real Estate Affiliates on our Consolidated Statements of Operations and Comprehensive Income (Loss) and in property management and other costs in the Condensed Combined Statements of Income in Note 5. The following table summarizes the management fees from affiliates and our share of the management fee expense: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Management fees from affiliates $ 28,923 $ 44,206 $ 90,826 $ 123,444 Management fee expense (9,007) (11,956) (25,911) (36,485) Net management fees from affiliates $ 19,916 $ 32,250 $ 64,915 $ 86,959 Management Fee Expense Following the BPY Transaction, certain Brookfield Asset Management Inc. ("BAM")-owned entities provide certain management and administration services to BPYU. BPYU and its affiliates pay a management fee based on market capitalization and metrics defined by management. For the first twelve months following closing of the BPY Transaction, BAM agreed to waive management fees payable by BPYU. Amounts payable for the three and nine months ended September 30, 2020 were $4.6 million and $12.4 million, respectively. Following the BPY Transaction, an affiliate of BAM is entitled to receive incentive distributions based on an amount by which quarterly distributions exceed specified target levels. There were no such amounts payable for the three and nine months ended September 30, 2020 and 2019. Impairment Operating Properties We regularly review our Consolidated Properties for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income, significant decreases in occupancy, debt maturities, changes in management's intent with respect to the properties and prevailing market conditions. If an indicator of potential impairment exists, the property is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. Although the carrying amount may exceed the estimated fair value of certain properties, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent an impairment provision is determined to be necessary, the excess of the carrying amount of the property over its estimated fair value is expensed to operations. In addition, the impairment provision is allocated proportionately to adjust the carrying amount of the asset group. The adjusted carrying amount, which represents the new cost basis of the property, is depreciated over the remaining useful life of the property. Although we may market a property for sale, there can be no assurance that the transaction will be complete until the sale is finalized. However, GAAP requires us to utilize the Company's expected holding period of our properties when assessing recoverability. If we cannot recover the carrying value of these properties within the planned holding period, we will estimate the fair values of the assets and record impairment charges for properties when the estimated fair value is less than their carrying value. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and construction in progress, are assessed by project and include, but are not limited to, significant changes in the Company's plans with respect to the project, significant changes in projected completion dates, tenant demand, anticipated revenues or cash flows, development costs, market factors and sustainability of development projects. Impairment charges are recorded in the Consolidated Statements of Operations and Comprehensive Income (Loss) when the carrying value of a property is not recoverable and it exceeds the estimated fair value of the property, which can occur in accounting periods preceding disposition and/or in the period of disposition. During the three months ended September 30, 2020, we recorded no impairment charges. During the nine months ended September 30, 2020, we recorded an impairment charge of $71.5 million on our Consolidated Statements of Operations and Comprehensive Income (Loss) related to a reduction in the probability-weighted holding period at one of the operating properties, where the Company is currently engaging in negotiations with the creditor to obtain potential lender concessions or other relief (see Note 5). During the three months ended September 30, 2019 , we recorded an impairment charge of $38.8 million on our Consolidated Statements of Operations and Comprehensive Income (Loss) related to one operating property where the carrying value exceeded the transfer price to our affiliate (Note 3). During the nine months ended September 30, 2019 , we recorded a $223.1 million impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss), $184.3 million of which related to one operating property as a result of a significant decrease in market leasing assumptions and $38.8 million of which related to the impairment charge on the operating property discussed above. A significant judgment is made as to if and when impairment should be taken. The Company’s assessment of impairment as of September 30, 2020 was based on the most current information available to the Company. Based upon current market conditions, certain of the Company’s properties may have fair values less than their carrying amounts. However, based on the Company’s plans with respect to those properties, the Company believes that their carrying amounts are recoverable and therefore, under applicable GAAP guidance, no impairment charges were recognized. If the operating conditions mentioned above deteriorate or if the Company’s expected holding period for assets change, subsequent tests for impairment could result in impairment charges in the future. Investment in Unconsolidated Real Estate Affiliates A series of operating losses of an investee or other factors may indicate that an other-than-temporary decline in value of our investment in an Unconsolidated Real Estate Affiliate has occurred. The investment in each of the Unconsolidated Real Estate Affiliates is evaluated for valuation declines below the carrying amount. Accordingly, in addition to the property-specific impairment analysis that we performed for such joint ventures (as part of our operating property impairment process described above), we also considered whether there were other-than-temporary declines with respect to the carrying values of our Unconsolidated Real Estate Affiliates. Refer to Note 5 for more information. Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents. We are exposed to credit risk with respect to cash held at various financial institutions and access to our credit facility. Our credit risk exposure with regard to our cash and the $1.5 billion available under our credit facility is spread among a diversified group of investment grade financial institutions. We had $920.0 million and $715.0 million outstanding under our credit facility as of September 30, 2020 and December 31, 2019, respectively. Severance and Other Employee Related Costs In accordance with ASC 712, Nonretirement Postemployment Benefits , we recognize severance costs when it becomes probable that a payment will be made and the amount is estimable. During the three and nine months ended September 30, 2020, the Company recorded $12.0 million of severance costs included in accounts payable on our Consolidated Balances Sheets and property management costs on our Consolidated Statements of Operations and Comprehensive Income (Loss), related to a workforce reduction. Recently Issued Accounting Pronouncements Due to the business disruptions and challenges severely affecting the global economy caused by the COVID-19 pandemic ("COVID-19" or "the global economic shutdown" or "the shutdown"), lessors may provide rent deferrals and other lease concessions to lessees. In April 2020, the Financial Accounting Standards Board ("FASB") staff issued a question and answer document (the "Lease Modification Q&A") focused on the application of lease accounting guidance to lease concessions provided as a result of the global economic shutdown. Under existing lease guidance, economic relief that is agreed to or negotiated outside of the original lease agreement is typically considered a lease modification, in which case both the lessee and lessor would be required to apply the respective modification frameworks. However, if the lessee was entitled to the economic relief because of either contractual or legal rights, the relief would be accounted for outside of the modification framework. Although the original lease modification guidance in ASC 842, Leases remain appropriate to address routine lease modifications, the Lease Modification Q&A established a different framework to account for certain lease concessions granted in response to the global economic shutdown. The Lease Modification Q&A allows the Company, if certain criteria have been met, to make an accounting policy election to account for COVID-19 related lease concessions as either a lease modification or a negative variable adjustment to rental revenue. Such election is required to be applied consistently to leases with similar characteristics and similar circumstances. The Company has elected to apply such relief and will avail itself of the election to treat leases as lease modifications, thereby avoiding performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the shutdown and (2) result in the cash flows remaining substantially the same or less than the original contract. The adoption of this standard did not materially impact the Company's consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326: Measurement of Credit Losses on Financial Instruments) , which changes the model for the measurement of credit losses on financial instruments. Specifically, the amendments in the ASU replace the |
ACQUISITIONS, SALES AND JOINT V
ACQUISITIONS, SALES AND JOINT VENTURE ACTIVITY | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS, SALES AND JOINT VENTURE ACTIVITY | ACQUISITIONS, SALES AND JOINT VENTURE ACTIVITY On September 3, 2020, the Company transferred its right in the Sears Anchor Parcel at The Mall in Columbia to TMIC FS Anchor Parcel LLC, a subsidiary of Mall in Columbia JV LLC. In connection with the formation of the Mall in Columbia JV LLC joint venture, the Company agreed to use reasonable efforts to transfer its legal rights at an agreed upon value of $45.5 million. On May 27, 2020, the Company completed a restructuring with respect to Water Tower Place with its joint venture partner for nominal consideration and assumption of the partner’s share of the debt, resulting in the Company obtaining control of the entity with a total ownership percentage for the Company of 93.93%. Accordingly, the Company recognized a loss of $15.4 million included in loss from changes in control of investment properties on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2020. On March 11, 2020, BPR Nimbus LLC (an indirect subsidiary of the Company) purchased 690,427 shares of Series B Convertible Preferred Stock in Camp NYC, Inc. (par value $0.01 per share) at a price of approximately of $7.24 per share, for a $5.0 million total investment, resulting in a 5.5% ownership interest in Camp NYC, Inc. The investment is accounted for using the cost method (adjusted for impairment and observable price changes) as the Company has neither control nor significant influence over Camp NYC, Inc. and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. On February 21, 2020, the Company completed the sale of eight outparcels for a gross sales price of $12.1 million, which resulted in a gain of $7.8 million included in Other Revenues on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2020. All of the eight outparcels were located at consolidated entities. On February 7, 2020, our joint venture partner at the SoNo Collection contributed $70.8 million in additional capital to the joint venture, resulting in a dilution of the Company’s ownership interest from 17.0% to 12.9%. On January 14, 2020, BPR Cumulus LLC (an indirect subsidiary of the Company) purchased 758,725 shares of Common Stock in Allied Esports Entertainment, Inc. (par value $0.01 per share) at a price of $6.59 per share, for a $5.0 million total investment. The investment was marked to fair value as of September 30, 2020, which resulted in a loss of $0.6 million and a loss of $4.0 million included in Unconsolidated Real Estate Affiliates - (loss) gain on investment, net on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2020, respectively. This investment resulted in a 3.2% ownership interest in Allied Esports Entertainment, Inc. The investment is accounted for at fair value as the Company has neither control nor significant influence over Allied Esports Entertainment, Inc. and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. On January 9, 2020, the Company completed the sale of its 27.0% interest in Aero OpCo LLC ("Aeropostale") for a gross sales price of $36.0 million, which resulted in a gain on the sale of $15.1 million included in Unconsolidated Real Estate Affiliates - (loss) gain on investment, net on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2020. On January 9, 2020, the Company completed the sale of its 1.2% interest in Authentic Brands Group LLC ("ABG") for a gross sales price of $33.5 million, which resulted in a gain on the sale of $1.4 million included in Unconsolidated Real Estate Affiliates - (loss) gain on investment, net on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2020. On September 13, 2019, BPR Cumulus LLC (an indirect subsidiary of the Company) purchased 10,000,000 shares of Class A Units in PFC Associates LLC ("P.F. Chang's") (par value $0.01 per share) at a price of $1.00 per share, for a $10.0 million total investment, resulting in a 3.2% ownership interest in P.F. Chang's. P.F. Chang's is a tenant at certain properties for which we receive rental income included in rental revenues on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2019. The investment is accounted for using the cost method as the Company has neither control nor significant influence over P.F. Chang's and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. On August 26, 2019, the Company purchased an additional ownership interest of 49.677% in 730 Fifth Owners, LLC from its joint venture partner resulting in the Company obtaining control of the entity with a total ownership percentage for the Company of 99.677%. The transaction was accounted for as an asset acquisition. The transaction consideration consisted of cash consideration of $153.0 million and satisfaction of notes receivable of $249.5 million from the joint venture partner. Because of the presence of non-cash consideration, the Company determined that the fair value of the net assets acquired was more readily determinable than the fair value of the consideration given, and determined that the aggregate fair value of the joint venture's equity was $808.0 million on the acquisition date, which was allocated to the Company's 99.677% ownership interest for $805.4 million and the joint venture partner's remaining 0.323% non-controlling interest for $2.6 million. Concurrent with this transaction, the joint venture partner repaid $54.7 million of interest on the notes receivable (including amounts that had been annually capitalized onto the outstanding principal balance). The Company recorded a gain on change in control of investment properties of $39.7 million related to the Company's previously held 50% ownership interest. Immediately following this transaction, the Company sold a condominium interest in one unit of the property to an affiliate of the joint venture partner for a gross sales price of $12.6 million to an affiliate of the joint venture partner, and incurred fees of $0.4 million, which resulted in no gain or loss, as the fair value of the condominium interest in the consolidation transaction had been determined to be $12.2 million. The table below summarizes the gain from changes in control of investment properties ($ in millions): Fair value of Investment in Unconsolidated Real Estate Affiliates as of change in control $ 404.0 Less: carrying value of Investment in Unconsolidated Real Estate Affiliates 364.3 Gain from changes in control of investment properties and other, net $ 39.7 The following table summarizes the allocation of the purchase price to net assets acquired at the date of acquisition. The allocation were based on the relative fair value of the assets acquired and liabilities assumed ($ in millions): Investment in real estate, including intangible assets and liabilities $ 1,560.5 Debt held by the joint venture (720.0) Net working capital (32.5) Net assets acquired $ 808.0 On August 19, 2019, the Company sold the SoNo Collection to a newly formed joint venture owned 80.5% by an affiliated fund (which is a related party of the Company) and 19.5% by the Company. The property was contributed to the joint venture at a value of $419.3 million based on project-specific cash costs. This excludes additional costs to complete the project by the joint venture. Prior to obtaining project-specific financing on August 9, 2019, the Company was required under GAAP to capitalize interest on general corporate financings into the cost basis of the project, which resulted in a $38.8 million impairment due to the difference between the project’s GAAP basis and the sale price based upon total project-specific cash costs. Following the transaction, the Company accounts for its non-controlling investment in the SoNo Collection under the equity method of accounting as the Company can exercise significant influence but not control over the joint venture. On August 12, 2019, the Company completed the sale of the land in the former Sears Anchor Parcel at Columbia Mall for a gross sales price of $5.0 million, which resulted in a gain on the sale of $3.6 million included in other revenues on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2019. On August 9, 2019, the Company completed the sale of 49.3% of its interest in Authentic Brands Group LLC ("ABG") for a gross sales price of $32.1 million, which resulted in a gain on the sale of $16.8 million included in Unconsolidated Real Estate Affiliates - Gain on Investment on the Consolidated Statements Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2019. The basis of the remaining 50.7% investment was marked to fair value of $32.1 million in conjunction with the sale transaction noted above, which resulted in an additional gain on sale of $16.8 million directly related to the step up basis in fair value. This gain is recorded in Unconsolidated Real Estate Affiliates - Gain on Investment on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2019. The investment will continue to be accounted for using the cost method as the Company has neither control nor significant influence over ABG and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. On July 26, 2019, the Company purchased 2,255,503 shares of Series D Preferred Units in Industrious National Management Company LLC at a price of $2.22 per share, for a $5.0 million total investment, resulting in a less than 2.0% ownership interest in Industrious National Management Company LLC. The investment is accounted for using the cost method as the Company has neither control nor significant influence over Industrious National Management Company LLC and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. On April 19, 2019, BPR Cumulus LLC (an indirect subsidiary of the Company) purchased 1,250,000 shares of Series F Convertible Preferred Stock in Pinstripes, Inc. (par value $0.01 per share) at a price of $8.00 per share, for a $10.0 million total investment, resulting in a 7.6% ownership interest in Pinstripes, Inc. The investment is accounted for using the cost method as the Company has neither control nor significant influence over Pinstripes, Inc. and is included in Investment in Unconsolidated Real Estate Affiliates on the Consolidated Balance Sheets. In connection with the formation of the BPR-FF JV LLC joint venture, the Company agreed to use reasonable efforts to cause a transfer to BPRFF JV LLC of the legal rights it held in the Seritage Venture at Coronado Center Mall at an agreed upon value of $53.1 million. On April 9, 2019, the Company transferred its rights in the Sears Anchor Parcel at Coronado Center Mall to Coronado Center LLC. No gain or loss was recognized on the transaction. On January 7, 2019, the Company completed the sale of its 12.0% interest in Bayside Marketplace for a sales price of $42.0 million. Due to cumulative distributions received in excess of its investment, the Company had a liability balance associated with its investment in Bayside Marketplace. Accordingly, the Company recognized a gain of $104.4 million included in Unconsolidated Real Estate Affiliates - (loss) gain on investment, net on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2019. |
FAIR VALUE
FAIR VALUE | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Nonrecurring Fair Value Measurements We estimate fair value relating to impairment assessments based upon discounted cash flow and direct capitalization models that include all projected cash inflows and outflows over a specific holding period, or the negotiated sales price, if applicable. Such projected cash flows are comprised of contractual rental revenues and forecasted rental revenues and expenses based upon market conditions and expectations for growth. Capitalization rates and discount rates utilized in these models are based on a reasonable range of current market rates for each property analyzed. Based upon these inputs, we determined that our valuations of properties using a discounted cash flow or a direct capitalization model were classified within Level 3 of the fair value hierarchy. For our properties for which the estimated fair value was based on negotiated sales prices, we determined that our valuation was classified within Level 2 of the fair value hierarchy. The following table summarizes certain of our assets that are measured at fair value on a nonrecurring basis as a result of impairment charges recorded. During the three months ended September 30, 2020, we recognized no impairment charges. During the nine months ended September 30, 2020, we recognized $71.5 million in impairment charges. During the three and nine months ended September 30, 2019, we recognized $38.8 million and $223.1 million in impairment charges, respectively. Total Fair Value Measurement Quoted Prices in Significant Other Significant Provisions for Impairment Nine months ended September 30, 2020 Investments in real estate (1) $ 86,337 $ — $ — $ 86,337 $ 71,455 Three months ended September 30, 2019 Investments in real estate (1) $ 419,327 $ — $ — $ 419,327 $ 38,794 Nine months ended September 30, 2019 Investments in real estate (1) $ 599,721 $ — $ — $ 599,721 $ 223,142 (1) The impairment recorded on the Investments in real estate balance represents a loss incurred at a consolidated property. Refer to Note 5 for information regarding the impairment losses recorded on our Unconsolidated Real Estate Affiliates. Unobservable Quantitative Input Rate Nine months ended September 30, 2020 Discount rate 10.75% Terminal capitalization rate 9.50% Three months ended September 30, 2019 Agreed upon purchase price N/A Nine months ended September 30, 2019 Discount rates 5.50% Terminal capitalization rate 4.00% Disclosure of Fair Value of Financial Instruments The fair values of our financial instruments approximate their carrying amount in our consolidated financial statements except for debt. Management's estimates of fair value are presented below for our debt as of September 30, 2020 and December 31, 2019. September 30, 2020 December 31, 2019 Carrying Amount (1) Estimated Fair Carrying Amount (2) Estimated Fair Fixed-rate debt $ 8,854,870 $ 8,813,125 $ 8,627,332 $ 8,631,704 Variable-rate debt 7,475,259 7,527,617 7,275,562 7,355,744 $ 16,330,129 $ 16,340,742 $ 15,902,894 $ 15,987,448 (1) Includes net market rate adjustments of $3.5 million and deferred financing costs of $113.3 million, net. (2) Includes net market rate adjustments of $4.7 million and deferred financing costs of $131.8 million, net. The fair value of our junior subordinated notes approximates their carrying amount as of September 30, 2020 and December 31, 2019. We estimated the fair value of mortgages, notes and other loans payable using Level 2 and Level 3 inputs based on recent financing transactions, estimates of the fair value of the property that serves as collateral for such debt, historical risk premiums for loans of comparable quality, current LIBOR, U.S. treasury obligation interest rates and on the discounted estimated future cash payments to be made on such debt. The discount rates estimated reflect our judgment as to what the approximate current lending rates for loans or groups of loans with similar maturities and assume that the debt is outstanding through maturity. We have utilized market information as available or present value techniques to estimate the amounts required to be disclosed. Since such amounts are estimates that are based on limited available market information for similar transactions and do not acknowledge transfer or other repayment restrictions that may exist in specific loans, it is unlikely that the estimated fair value of any such debt could be realized by immediate settlement of the obligation. |
MORTGAGES, NOTES AND LOANS PAYA
MORTGAGES, NOTES AND LOANS PAYABLE | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
MORTGAGES, NOTES AND LOANS PAYABLE | MORTGAGES, NOTES AND LOANS PAYABLE Mortgages, notes and loans payable and the weighted-average interest rates are summarized as follows: September 30, 2020 (1) Weighted-Average December 31, 2019 (3) Weighted-Average Fixed-rate debt: Collateralized mortgages, notes and loans payable $ 7,923,131 4.21 % $ 7,638,697 4.21 % Senior secured notes - silver bonds 931,739 5.75 % 988,635 5.75 % Total fixed-rate debt 8,854,870 4.37 % 8,627,332 4.39 % Variable-rate debt: Collateralized mortgages, notes and loans payable (4) 2,565,216 3.25 % 2,594,182 4.20 % Unsecured corporate debt (5) 4,910,043 2.81 % 4,681,380 4.16 % Total variable-rate debt 7,475,259 2.96 % 7,275,562 4.17 % Total Mortgages, notes and loans payable $ 16,330,129 3.72 % $ 15,902,894 4.29 % Junior subordinated notes $ 206,200 1.72 % $ 206,200 3.39 % (1) Includes $3.5 million of market rate adjustments and $113.3 million of deferred financing costs, net. (2) Represents the weighted-average interest rates on our principal balances, excluding the effects of market rate adjustments and deferred financing costs. (3) Includes $4.7 million of market rate adjustments and $131.8 million of deferred financing costs, net. (4) $1.3 billion of the variable-rate balance is cross-collateralized. (5) Includes deferred financing costs, which are shown as a reduction to the debt balance. See table below for the balance excluding deferred financing costs. Collateralized Mortgages, Loan Extension, Notes and Loans Payable As of September 30, 2020, $15.8 billion of land, buildings and equipment (before accumulated depreciation) and construction in progress have been pledged as collateral for our mortgages, notes and loans payable. Certain of these consolidated secured loans, representing $1.3 billion of debt, are cross-collateralized. Although a majority of the $10.5 billion of fixed and variable rate collateralized mortgages, notes and loans payable are non-recourse, $726.6 million of such mortgages, notes and loans payable are recourse to the Company as guarantees on secured financings. In addition, certain mortgage loans contain other credit enhancement provisions which have been provided by BPYU. Certain mortgages, notes and loans payable may be prepaid but are generally subject to a prepayment penalty equal to a yield-maintenance premium, defeasance or a percentage of the loan balance. During the nine months ended September 30, 2020, the Company suspended equity contributions to make contractual interest and/or principal payments on ten consolidated property level mortgages, including one mortgage that is in maturity default. The Company is currently engaging in negotiations with the creditors on these mortgages to obtain potential lender concessions or other relief. If the Company is unsuccessful in obtaining concessions from these creditors, it is possible that the property securing these loans would be transferred to the lenders. In such circumstances, the carrying value of the property may no longer be recoverable and may trigger an impairment charge. These mortgages are non-recourse and the creditors do not have security claims against the Company aside from the collateral property. In total, as of September 30, 2020, the Company has suspended equity contributions to make contractual interest and/or principal payments on a total of $1.3 billion of consolidated property level mortgages and the related Investment in Real Estate securing these loans has a carrying value of $1.4 billion. On April 24, 2020, the Company completed a one-year extension of a $1.3 billion loan secured by cross-collateralized mortgages on 15 properties with an interest rate of LIBOR plus 1.75%, which matures on April 25, 2021. An extension fee of $1.6 million was paid in conjunction with the extension. During the year ended December 31, 2019, the Company completed the following transactions: • New loan at Shops at Merrick Park in the amount of $390.0 million with an interest rate of 3.90% which matures on November 1, 2024. The loan replaced previous debt of $161.0 million with an interest rate of 5.73% that was scheduled to mature on April 1, 2021. In connection with the refinancing, the Company incurred prepayment penalties of $7.9 million. As the refinancing plan was contemplated in connection with the acquisition of the property, such fees were factored in to the fair value of debt recognized on the consolidation date. • New loans at Park Meadows in the amount of $700.0 million which mature on November 1, 2024. These loans consist of a senior loan in the amount of $615.0 million with an interest rate of 3.18% and a mezzanine loan in the amount of $85.0 million with an interest rate of 6.25%. These loans replaced previous debt of $360.0 million with an interest rate of 4.6% that was scheduled to mature on December 1, 2023. In connection with the refinancing, the Company incurred prepayment penalties of $35.6 million. As the refinancing plan was contemplated in connection with the acquisition of the property, such fees were factored in to the fair value of debt recognized on the consolidation date. • New loan at Park City Center in the amount of $135.0 million with an interest rate of LIBOR plus 3.00% which matures on September 9, 2021. This loan replaced the previous debt of $172.2 million that matured June 6, 2019 and included a pay down of the existing mezzanine loan in the amount of $36.8 million. For the period between the maturity date of the previous debt and the effective date of the new loan, the Company extended forbearance and paid forbearance fees in total amount of $0.5 million. • New loans at 730 Fifth Avenue in the amount of $807.5 million which mature on September 1, 2024. The loans consist of a senior loan in amount of $587.3 million with a 5-year term at LIBOR plus 3.00%, a senior mezzanine loan in amount of $97.9 million with a 5-year term at LIBOR plus 4.25%, and a junior loan in amount of $122.3 million with a 5-year term at LIBOR plus 5.50%. The loans replaced the previous debt of $720.0 million that was previously extended to August 27, 2019 and included a pay down of $180.0 million on June 28, 2019. • New loan at Westlake Center in the amount of $48.8 million with an interest rate of LIBOR plus 2.50% which matures on July 10, 2021. This loan replaced the previous debt of $42.5 million that matured July 10, 2019. • New loans at The Woodlands Mall in the amount of $465.0 million which mature on August 1, 2029. This consists of a $425.0 million loan with an interest rate of 4.25% and a $40.0 million loan with an interest rate of 5.50%. The loans have a weighted average interest rate of 4.36%. The loans replaced previous debt at the property of $294.0 million with a weighted average interest rate of 4.83% that were scheduled to mature on June 10, 2023. In connection with the refinancing, the Company incurred a prepayment penalty of $27.5 million which is recorded as a loss on extinguishment of debt on the Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2019. • One year loan extension at 830 North Michigan Avenue. A principal repayment of $7.0 million was made in conjunction with the extension. • One-year extension of a $1.3 billion loan secured by cross-collateralized mortgages on 15 properties with an interest rate of LIBOR plus 1.75%, which was scheduled to mature on April 25, 2020 and was subsequently further extended in April 2020. A principal repayment of $10.1 million was made in conjunction with the extension. Corporate and Other Unsecured Loans We have certain debt obligations, the terms of which are described below: September 30, 2020 (1) Weighted-Average December 31, 2019 (2) Weighted-Average Corporate debt: Senior secured corporate debt $ 4,981,767 2.81 % $ 4,769,510 4.16 % Senior secured notes - silver bonds 945,360 5.75 % 999,950 5.75 % Total corporate debt $ 5,927,127 3.28 % 5,769,460 4.44 % (1) Excludes deferred financing costs of $85.3 million in 2020 that decrease the total amount that appears outstanding in our Consolidated Balance Sheets. (2) Excludes deferred financing costs of $99.4 million in 2019 that decrease the total amount that appears outstanding in our Consolidated Balance Sheets. On May 24, 2020, the Company executed a series of transactions to repurchase corporate debt on the open market, funded by intercompany loans from BPY. The total amounts of debt repurchased had a par value of $59.6 million, and a cash repurchase price of $45.3 million. Following each repurchase, the repurchased debt is formally cancelled. As a result of the debt repurchase and cancellation, the Company recognized a gain of $14.3 million included in Gain on extinguishment of debt on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the nine months ended September 30, 2020. On May 1, 2019, the Company and BPR Cumulus LLC, BPR Nimbus LLC and GGSI Sellco LLC (each, an indirect subsidiary of the Company) issued $1.0 billion aggregate principal amount of 5.75% Senior Secured Notes - Silver Bonds due 2026. The notes bear interest at an annual rate of 5.75% payable on May 15 and November 15 of each year, beginning on November 15, 2019 and will mature on May 15, 2026. During the last quarter of 2019, the Company made a principal payment in amount of $50.0 thousand. During the nine months ended September 30, 2020 , the Company made additional principal payments totaling $54.6 million. T he remaining outstanding balance as of September 30, 2020 was $945.4 million. On March 25, 2019, the Company secured a $341.8 million subordinated unsecured note with Brookfield BPY Holdings Inc., a related party. The note bore interest at a rate equal to LIBOR plus 2.75% and was scheduled to mature on March 25, 2029. During the year ended December 31, 2019, the Company repaid this loan in full. The Company borrowed an additional $70.5 million during the second quarter of 2019, with a maturity date of June 25, 2029. During the year ended December 31, 2019, the Company made principal payments totaling $68.0 million. The Company borrowed an additional $31.7 million during the last quarter of 2019 which was due on January 6, 2020 and has been repaid. On February 10, 2020, the Company secured an additional $27.0 million subordinated unsecured note with Brookfield BPY Holdings Inc, and another $29.0 million note on March 25, 2020. The notes bear interest at rate equal to LIBOR plus 2.75%, and mature on February 10, 2030 and March 25, 2030, respectively. On May 19, 2020, the Company secured an additional $25.0 million subordinated unsecured note with Brookfield BPY Holdings Inc., and another $45.0 million on May 22, 2020. The notes were repaid in full on June 18, 2020 and July 16, 2020, respectively. On June 25, 2020, the Company secured another $25.0 million subordinated unsecured note at an interest rate equal to LIBOR plus 1.94% that is scheduled to mature on August 27, 2022. On July 16, 2020 and August 27,2020, the Company made a principal payments in the amount of $45.0 million and $22.1 million, respectively. The total outstanding balance of the notes as of September 30, 2020 was $61.5 million, including $1.2 million of accrued interest. The Company entered into a new credit agreement (the "Credit Agreement") dated as of August 24, 2018 consisting of a revolving credit facility (the "Facility"), Term A-1 and A-2 loans, and a Term B loan. The Facility provides for revolving loans of up to $1.5 billion and borrowings bear interest at a rate equal to LIBOR plus 2.25%. The Facility is scheduled to mature in August 2022 and had outstanding borrowings of $920.0 million as of September 30, 2020. The Term A-1 Loan has a total commitment outstanding of $900.0 million, with $700.0 million attributable to BPYU and $200.0 million attributable to an affiliate, and is scheduled to mature in August 2021, bearing interest at a rate equal to LIBOR plus 2.25%. During the quarter ended September 30, 2020, the Company didn't make principal payments, and the remaining outstanding balance was $34.8 million. The Term A-2 Loan has a total commitment outstanding of $2.0 billion and is scheduled to mature in August 2023, bearing interest at a rate equal to LIBOR plus 2.25%, and the outstanding balance at September 30, 2020 was $2.0 billion. The Term B Loan has a total commitment outstanding of $2.0 billion and is scheduled to mature in August 2025 bearing interest at a rate equal to LIBOR plus 2.50%. During the quarter ended September 30, 2020, the Company made a principal payment in the total amount of $5.0 million. The total outstanding balance of the Term B loan as of September 30, 2020 was $1,955.0 million. The Term A-1, A-2, and B Loans are contractually obligated to be prepaid through net proceeds from property level refinances and asset sales as outlined in the Credit Agreement. The Credit Agreement contains certain restrictive covenants which limit material changes in the nature of our business conducted, including, but not limited to, mergers, dissolutions or liquidations, dispositions of assets, liens, incurrence of additional indebtedness, dividends, transactions with affiliates, prepayment of subordinated debt, negative pledges and changes in fiscal periods. In addition, we are required to maintain compliance with certain financial covenants related to a maximum net debt-to-value ratio and a minimum fixed-charge-coverage ratio, as defined in the Credit Agreement. On July 29, 2020, the Company entered into the First Amendment of its Credit Agreement in order to give effect to certain amendments, including, but not limited to the following: • The lenders have agreed to certain covenant relief in respect of the financial covenants through the fiscal quarter ending June 30, 2021 (the “Covenant Relief Period”). The maximum total indebtedness to value ratio financial maintenance covenant is being eliminated permanently. The minimum fixed charge coverage ratio is being reduced to 1.20x during the Covenant Relief Period and increasing to 1.35x thereafter. • The applicable margin for the Term A Loans and the Facility will be LIBOR plus 3.00% during the Covenant Relief Period – and thereafter, will be LIBOR plus 3.00% if the total net indebtedness to value ratio is greater than 70%. • The Company agreed to maintain an ongoing liquidity covenant (set at $500 million) which will be tested as of the last day of each month against the amount of unrestricted cash, undrawn available amounts under the Facility and undrawn amounts under the new Brookfield Liquidity Facility. The Company will enter into and maintain a $500 million Brookfield Liquidity Facility (the “Brookfield Liquidity Facility”) and prior to the date the Company demonstrates compliance with the financial covenants in effect under the Credit Agreement prior to the First Amendment, any interest and principal payments thereunder must be paid-in-kind. • The Company will be required to "match-fund" drawings under the Facility in excess of $1.0 billion using proceeds of either the Brookfield Liquidity Facility or issuances of qualified equity interests. The match-funding requirement will be required to be made (i) monthly, whereby any drawing during that month is in excess of the prior highest balance of the revolver (in excess of $1.0 billion), (ii) within 10 business days of a request from the agent if as of any day during a month, the excess draw amount would exceed $10 million and (iii) at any time of request for a revolving loan that the excess would be $100 million or greater (which would be match-funded substantially concurrently with the requested revolving loan draw). • The Company will also be required to make additional prepayments of the Term A loans with proceeds of certain equity, debt issuances and asset sales. • The Company also agreed to a number of additional restrictions, including restrictions on incurring additional indebtedness, making of certain restricted payments and the use of proceeds under the revolving facility, which will apply either through the end of the Covenant Relief Period – and in the case of certain provisions, until the Company demonstrates compliance with the financial covenants in effect under the Credit Agreement prior to the First Amendment. As of September 30, 2020, we are not aware of any instances of non-compliance with such covenants. Though there is potential for a risk of default (See Note 17 for discussion specific to COVID-19), in the event the Company fails to maintain compliance with its financial covenants, the Credit Agreement provides for a cure period, during which the Company has the opportunity to raise additional cash and reduce net debt balance, such as through capital contributions from BPY, or disposition of assets. Management has determined that in the event of a default, it is probable that these market-based alternatives would be available, and that these actions would provide the necessary cash flows to prevent or cure an event of default, although there is no guarantee that these market-based alternatives would be available. Junior Subordinated Notes GGP Capital Trust I, a Delaware statutory trust (the "Trust"), completed a private placement of $200.0 million of trust preferred securities ("TRUPS") in 2006. The Trust also issued $6.2 million of common securities to BPROP. The Trust used the proceeds from the sale of the TRUPS and common securities to purchase $206.2 million of floating rate junior subordinated notes of BPROP due 2036. Distributions on the TRUPS are equal to LIBOR plus 1.45%. Distributions are cumulative and accrue from the date of original issuance. The TRUPS mature on April 30, 2036, but may be redeemed beginning on April 30, 2011 if the Trust exercises its right to redeem a like amount of junior subordinated notes. The junior subordinated notes bear interest at LIBOR plus 1.45% and are fully recourse to the Company. We have recorded the junior subordinated notes as a liability and our common equity interest in the Trust as prepaid expenses and other assets in our Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019. Letters of Credit and Surety Bonds We had outstanding letters of credit and surety bonds of $49.9 million as of September 30, 2020 and $50.0 million as of December 31, 2019. These letters of credit and bonds were issued primarily in connection with insurance requirements, special real estate assessments and construction obligations. We are not aware of any instances of material non-compliance with our financial covenants related to our mortgages, notes and loans payable as of September 30, 2020. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES Lessee arrangements We are the lessee in several ground lease agreements for the land under some of our owned buildings. Generally, we own the land underlying the properties; however, at certain properties, all or part of the underlying land is owned by a third party that leases the land to us through a long-term ground lease. In addition, we lease office space for our corporate headquarters and field offices. Our material consolidated leases have reasonably certain lease terms ranging from four years to forty years. Certain leases provide the lessee with two to three renewal options which are considered to be termination options unless it is reasonably certain that the Company will elect to renew and generally range from five years to ten years each, with renewal rent payments based on a predetermined annual increase, market rates at the time of exercise of the renewal, or changes in the Consumer Price Index ("CPI"). As of September 30, 2020, the balance of ROU assets was $395.0 million, net and lease liabilities of $75.8 million for seven ground leases and one office lease in the Consolidated Balance Sheets under Topic 842, included in prepaid expenses and other assets and accounts payable and accrued expenses, respectively. The maturity of our operating lease liabilities as of September 30, 2020 is as follows: Year Amount Remainder of 2020 $ 2,316 2021 9,470 2022 9,704 2023 9,968 2024 10,200 2025 10,439 2026 and thereafter 155,012 Total undiscounted lease payments 207,109 Less: Present value adjustment (131,281) Total lease liability $ 75,828 Straight-line rent expense recognized for our consolidated operating leases is as follows: Three Months Ended September 30, 2020 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2020 Nine Months Ended September 30, 2019 Ground leases 1,773 620 5,944 1,998 Office leases 1,964 2,164 5,892 5,892 Straight-line rent expense is included in other property operating costs for ground leases and property management and other costs for the office lease, respectively, in the Consolidated Statements of Operations and Comprehensive Income (Loss). Several lease agreements include variable lease payments which vary based on factors such as sublease income received, the revenues or net operating income of the properties constructed on the leased premises, increases in CPI, and changes in market rents. In addition, our leases require us to reimburse the lessor for the lessor’s tax, insurance and common area costs. Variable lease payments and short-term lease costs recognized as rent expense for operating leases were not significant for each of the three and nine months ended September 30, 2020 and 2019 and are included in other property operating costs in the Consolidated Statements of Operations and Comprehensive Income (Loss). The following summarizes additional information related to our operating leases as of September 30, 2020 and September 30, 2019: September 30, 2020 September 30, 2019 Weighted-average remaining lease term (years) 23.2 16.9 Weighted-average discount rate 7.68% 7.36% Supplemental disclosure for the consolidated statements of cash flows: Cash paid for amounts included in the measurement of lease liabilities $6,947 $6,406 Lessor arrangements We own a property portfolio comprised primarily of Class A retail properties and lease this retail space to tenants. As of September 30, 2020, we own a controlling interest in and consolidated 63 retail properties located throughout the United States comprising approximately 55 million square feet of GLA. We enter into operating leases with a variety of tenants, the majority of which are national and regional retail chains and local retailers. These operating leases expire starting in the remainder of year 2020 and typically include renewal options, which are generally exercisable only by the tenant. Certain leases also include early termination options which are typically exercisable only by the tenant. Our leases do not allow the tenant to purchase the retail space. The maturity analysis of the lease payments we expect to receive from our operating leases as of September 30, 2020 is as follows: Year Amount Remainder of 2020 $ 276,694 2021 1,047,375 2022 947,590 2023 828,518 2024 693,861 2025 566,118 Subsequent 1,820,055 $ 6,180,211 All lease-related income is reported as a single line item, rental revenues, in our Consolidated Statements of Operations and Comprehensive Income (Loss). Effective January 1, 2019, with the adoption of Topic 842, rental revenues is presented net of provision for doubtful accounts. Rental income recognized on a straight-line basis consists primarily of fixed and in-substance fixed lease payments (including lease payments related to non-lease components which have been combined with the lease component). Variable rental income represents variable lease payments, which consist primarily of overage rents; reimbursements for tenants’ pro rata share of real estate taxes, insurance, property operating and marketing expenses, and utilities; lease payments related to CPI-based escalations and market rent resets; and lease termination income. In accordance with the terms of our operating leases, we bill our tenants separately for minimum rents, tenant recoveries, overage rents and lease termination income as shown below for the three and nine months ended September 30, 2020 and 2019: Three Months Ended September 30, 2020 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2020 Nine Months Ended September 30, 2019 Minimum rents, billed $ 249,167 $ 224,326 $ 752,053 $ 665,263 Tenant recoveries, billed 101,133 89,253 298,029 269,346 Lease termination income, billed 2,637 3,875 5,004 6,320 Overage rent, billed 1,567 2,865 7,060 9,159 Total contractual operating lease billings 354,504 320,319 1,062,146 950,088 Adjustment to recognize contractual operating lease billings on a straight-line basis 1,757 1,684 5,943 5,633 Above and below-market tenant leases, net 7,193 (37) 7,995 7,250 Less provision for doubtful accounts (36,747) (4,497) (56,475) (8,243) Total rental revenues, net $ 326,707 $ 317,469 $ 1,019,609 $ 954,728 Of the total contractual rental revenues we have billed, 82.4% and 81.5% are fixed lease payments for the three and nine months ended September 30, 2020, respectively, and 78.0% and 78.9% are fixed lease payments for the three and nine months ended September 30, 2019, respectively. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended. We intend to maintain REIT status. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement to distribute at least 90% of our taxable ordinary income. In addition, the Company is required to meet certain asset and income tests. As a REIT, we will generally not be subject to corporate level Federal income tax on taxable income we distribute currently to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to Federal income taxes at regular corporate rates and may not be able to qualify as a REIT for four subsequent taxable years. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes on our income or property, and to Federal income and excise taxes on our undistributed taxable income and capital gains. Depending on the extended due date for partnership and corporate income tax returns, we are statutorily open to audit by the Internal Revenue Service for the years ended December 31, 2016 or December 31, 2017 through 2019 and are generally statutorily open to audit by state taxing authorities for the years ended December 31, 2015 or December 31, 2016 through 2019. We have no unrecognized tax benefits recorded pursuant to uncertain tax positions as of September 30, 2020. |
EQUITY AND REDEEMABLE NONCONTRO
EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS | EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS Allocation to Noncontrolling Interests Noncontrolling interests consists of the redeemable interests related to BPROP Common, Preferred, and LTIP Units and the noncontrolling interest in our consolidated joint ventures. The following table reflects the activity included in the allocation to noncontrolling interests. Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Distributions to preferred BPROP units ("Preferred Units") $ (900) $ (1,352) $ (2,716) $ (4,389) Net loss allocated to noncontrolling interest in consolidated real estate affiliates 724 389 10,089 10,309 Net loss allocated to noncontrolling interest of the Operating Partnership (1) 19,806 4,329 53,434 28,697 Allocation to noncontrolling interests 19,630 3,366 60,807 34,617 Other comprehensive loss allocated to noncontrolling interests 96 — 1,722 — Comprehensive loss allocated to noncontrolling interests $ 19,726 $ 3,366 $ 62,529 $ 34,617 _______________________________________________________________________________ (1) Represents the noncontrolling interest of our institutional investor. Noncontrolling Interests The noncontrolling interest related to the Common, Preferred, and LTIP Units of BPROP are presented either as redeemable noncontrolling interests in mezzanine equity or as noncontrolling interests in our permanent equity on our Consolidated Balance Sheets. Classification as redeemable or permanent equity is considered on a tranche-by-tranche basis and is dependent on whether we could be required, under certain events outside of our control, to redeem the securities for cash by the holders of the securities. Those tranches for which we could be required to redeem the security for cash are included in redeemable equity. If we control the decision to redeem the securities for cash, the securities are classified as permanent equity. The redeemable Common and Preferred Units of BPROP are recorded at the greater of the carrying amount adjusted for the noncontrolling interest’s share of the allocation of income or loss (and its share of other comprehensive income or loss) and dividends or their redemption value (i.e. fair value) as of each measurement date. The excess of the fair value over the carrying amount from period to period is recorded within additional paid-in capital in our Consolidated Balance Sheets. Allocation to noncontrolling interests is presented as an adjustment to net income (loss) to arrive at net income (loss) attributable to BPYU. The preferred redeemable noncontrolling interests have been recorded at carrying value. Holders of Series B Preferred Units, Series D Preferred Units, Series E Preferred Units and Series G Preferred Units of BPROP are each entitled to periodic distributions at the rates set forth in the Sixth Amended and Restated Agreement of Limited Partnership of BPROP. Generally, each Series K Preferred Unit of BPROP entitles its holder to distributions and a liquidation preference identical to those established for each share of BPYU's Class A Stock. The holders of Series L Preferred Units of BPROP are generally entitled to a pro rata distribution of an aggregate cash amount equal to the sum of (i) the aggregate cash dividends declared on all outstanding shares of BPYU's Class B Stock and (ii) the aggregate cash dividends declared on all outstanding shares of BPYU's Series B Preferred Stock. Holders of Common Units of BPROP are entitled to distributions of all or a portion of BPROP’s remaining net operating cash flow, when and as declared by BPROP’s general partner. However, the Sixth Amended and Restated Agreement of Limited Partnership of BPROP permits distributions solely to BPYU if such distributions were required to allow the Company to comply with the REIT distribution requirements or to avoid the imposition of excise tax. Noncontrolling Interests - Permanent As of September 30, 2020, there were 9,717.658 Series B Preferred Units of BPROP outstanding. The Series B Preferred Units have a carrying value of $50 per unit. Also, as of September 30, 2020, there were 788,734.3886 Common Units of BPROP outstanding and 320,873.9798 Series K Preferred Units of BPROP (held by former common unit holders). These Series K Units were established at $21 per unit and are not subject to adjustment based on fair value. During the quarter ended March 31, 2020, BPYU entered into an agreement with a Limited Partner to redeem 3,318,399.56 Common Units at a purchase price per unit of $0.32440587 for an aggregate cost of approximately $1.1 million. Furthermore, there were 1,349,995.76 Series K Preferred Units of BPROP redeemed at a price per unit of $19.635 for an aggregate cost of approximately $26.5 million. During the quarter ended September 30, 2020, BPYU entered into an agreement with a Limited Partner to redeem 49,837.90 Common units at a purchase price per unit of $.32440587 and 20,275.12 Series K preferred Units redeemed at a purchase price per unit of $11.57 for an aggregate combined cost of $0.25 million. Noncontrolling Interests - Redeemable The Series D Preferred Units of BPROP are convertible based on a conversion ratio of 1.50821, which is the quotient of the Series D Preferred Unit’s $50 liquidation preference and $33.151875 conversion price. Upon conversion, each Series D Preferred Unit entitles its holder to (i) $21.9097 in cash, (ii) a number of Series K Preferred Units of BPROP equal to (x) 0.40682134 Series K Preferred Units (which is subject to adjustment), multiplied by (y) the Series D conversion ratio; and (iii) a number of Common Units of BPROP equal to (x) one Common Unit (which is subject to adjustment), multiplied by (y) the Series D conversion ratio. As of September 30, 2020, there were 532,749.6574 Series D Preferred Units of BPROP outstanding. The Series E Preferred Units of BPROP are convertible based on a conversion ratio of 1.29836, which is the quotient of the Series E Preferred Unit’s $50 liquidation preference and $38.51 conversion price. Upon conversion, each Series E Preferred Unit entitles its holder to (i) $18.8613 in cash, (ii) a number of Series K Preferred Units of BPROP equal to (x) 0.40682134 Series K Preferred Units (which is subject to adjustment), multiplied by (y) the Series E conversion ratio; and (iii) a number of Common Units of BPROP equal to (x) one Common Unit (which is subject to adjustment), multiplied by (y) the Series E conversion ratio. As of September 30, 2020, there were 502,657.8128 Series E Preferred Units of BPROP outstanding. The holder of each Series K Preferred Unit of BPROP issued upon conversion of Series D Preferred Units or Series E Preferred Units of BPROP has the right to redeem such Series K Preferred Unit for a cash amount equal to the average closing price of BPYU’s Class A Stock for the five consecutive trading days ending on the date of the notice of redemption, provided that BPYU may elect to satisfy such redemption by delivering one share of BPYU’s Class A Stock. The holder of each Common Unit of BPROP issued upon conversion of Series D Preferred Units or Series E Preferred Units of BPROP has the right to redeem such Common Unit for a cash amount equal to $0.324405869, subject to adjustment. Each LTIP Unit of BPROP is convertible into, and, except for the level of preference, entitles its holder to regular and liquidating distributions equivalent to that of 0.016256057 Series K Preferred Units, subject to adjustment. Each Series K Preferred Unit received by an LTIP holder in connection with the BPY Transaction is redeemable for a cash amount equal to the average closing price of BPYU's Class A Stock for five consecutive trading days ending on the date of the notice of redemption, provided that BPYU may elect to satisfy such redemption by delivering one share of BPYU's Class A Stock. If the holders had requested redemption of the Class A Stock and Preferred Units as of September 30, 2020, the aggregate amount of cash the Company would have paid would have been $510.9 million and $55.5 million, respectively. The following table reflects the activity of the common redeemable noncontrolling interests for the three and nine months ended September 30, 2020 and 2019. Balance at January 1, 2019 $ 73,696 Net income 3,358 Series K Preferred Unit redemption (14,935) Balance at March 31, 2019 62,119 Net income 103 Balance at June 30, 2019 62,222 Net income 42 Balance at September 30, 2019 $ 62,264 Balance at January 1, 2020 $ 62,235 Net loss (441) Series K Preferred Unit redemption (388) Balance at March 31, 2020 61,406 Net income 441 Series K Preferred Unit redemption (10) Balance at June 30, 2020 61,837 Series K Preferred Unit redemption (167) Balance at September 30, 2020 $ 61,670 Redeemable Class A Stock Class A Stock refers to the Company's Class A Stock, par value $0.01 per share, authorized and issued to GGP common stockholders that were unaffiliated with BPY as part of the BPY Transaction. The Company's Class A Stock is listed on the Nasdaq Global Select Market ("Nasdaq"). Our Class A Stock has traded on Nasdaq under the symbol "BPYU" since March 2, 2020, prior to which it traded under the symbol "BPR". Each share of Class A Stock is entitled to cumulative dividends per share in a cash amount equal in value to the amount of any distribution made on a BPY limited partnership unit ("BPY unit"). In addition, each share of Class A Stock is exchangeable for one BPY unit or its cash equivalent (the form of payment to be determined by BPY or an affiliate, in its sole discretion). Such exchange and distribution rights are subject to adjustment in the event of certain dilutive or other capital events by BPY or BPYU. If and to the extent declared by the Company's board of directors, the record and payment dates for the dividends or other distributions upon the shares of Class A Stock, to the extent not prohibited by applicable law, is expected to be the same as the record and payment dates for the dividends or other distributions upon the BPY units. Pursuant to the terms of the Company's charter, all such dividends to holders of Class A Stock will be paid prior and in preference to any dividends or distributions on the Class B Stock, Series B Preferred Stock or Class C Stock will be fully declared and paid before any dividends are declared and paid or any other distributions are made on any Class B Stock, Series B Preferred Stock or Class C Stock. The holders of Class A Stock shall not be entitled to any dividends from BPYU other than the Class A dividend. Upon any liquidation, dissolution or winding up of the Company that is not a Market Capitalization Liquidation Event (as defined below) or substantially concurrent with the liquidation, dissolution or winding up of BPY, the holders of Class A Stock are entitled to a cash amount, for each share of Class A Stock, equal to the market price of one BPY unit (subject to adjustment in the event of certain dilutive or other capital events by BPY or BPYU) on the date immediately preceding announcement of such liquidation, dissolution or winding up, plus all declared and unpaid dividends. If, upon any such liquidation, dissolution or winding up, the assets of BPYU are insufficient to make such payment in full, then the assets of BPYU will be distributed among the holders of Class A Stock ratably in proportion to the full amounts to which they would otherwise be respectively entitled to receive. If the market capitalization of the Class A Stock (i.e., if the price per share of Class A Stock, multiplied by the number of shares of Class A Stock outstanding) averages, over any period of 30 consecutive trading days, less than one (1) billion dollars, the BPYU board will have the right to liquidate BPYU’s assets and wind up BPYU’s operations (a "Market Capitalization Liquidation Event"). Upon any Market Capitalization Liquidation Event, the holders of Class A Stock shall be entitled to a cash amount, for each share of Class A Stock, equal to the dollar volume-weighted average price of one BPY unit over the ten (10) trading days immediately following the public announcement of such Market Capitalization Liquidation Event, plus all declared and unpaid dividends. If, upon any such Market Capitalization Liquidation Event, the assets of BPYU are insufficient to make such payment in full, then the assets of BPYU will be distributed among the holders of Class A Stock ratably in proportion to the full amounts which they would otherwise be respectively entitled to receive. Notwithstanding the foregoing, upon any Market Capitalization Liquidation Event, BPY may elect to exchange all of the outstanding shares of the Class A Stock for BPY units on a one-for-one basis, subject to adjustment in the event of certain dilutive or other capital events by BPY or BPYU. Holders of Class A Stock shall have the right to exchange all or a portion of their Class A Stock for cash at a price equal to the value of an equivalent number of BPY units, subject to adjustment in the event of certain dilutive or other capital events by BPY or BPYU. Upon receipt of a request for exchange, BPYU will deliver a notice of exchange to BPY within one (1) business day and will have ten (10) business days to deliver the cash amount to the tendering holder. Upon receipt of the notice of exchange, BPY or an affiliate may elect to satisfy BPYU’s exchange obligation by exchanging all of the shares of the Class A Stock tendered for BPY units on a one-for-one basis. This initial one-for-one conversion factor is subject to adjustment in the event of certain dilutive or other capital events by BPY or BPYU. If so elected, BPY will have to satisfy such obligation within ten (10) business days from the date of the notice of exchange. If BPY exercises its right to assume the exchange obligation, units of BPY units will be delivered in exchange for the Class A Stock and such Class A Stock will automatically be converted into Class B Stock. As there are certain events outside of the Company’s control whereby it could be required to redeem the Class A Stock for cash by the holders of the securities, the Class A Stock is included in redeemable equity. Accordingly, the Class A Stock are recorded at the greater of the carrying amount or their redemption value (i.e. fair value) as of each measurement date. The excess of the fair value over the carrying amount from period to period is recorded within additional paid-in capital in the Company’s Consolidated Balance Sheets. There is no adjustment within additional paid-in capital for the Class A stock when the fair value is less than the carrying value. Class B Stock The Company’s shareholders approved the amendment and restatement of the Company’s charter at its annual stockholder meeting on June 19, 2019 (the "Restated Charter"), which became effective on June 26, 2019 and, among other things, authorized the Company’s issuance of up to 965,000,000 shares of a new class of stock called Class B-2 Stock, par value of $0.01 per share. Each share of Class B-2 Stock shall have terms (including the same powers, preferences and relative, participating, optional and other special rights, and qualifications, limitations and restrictions) identical to the terms of a share of Class B-1 Stock other than voting rights. The following description sets forth certain general terms and provisions of the Company's Class B-1 Stock and Class B-2 Stock (together the "Class B Stock"). Pursuant to the Restated Charter and subject to the prior rights of holders of all classes, including the Class A Stock, and any series of preferred stock at the time outstanding having prior rights as to dividends, each share of Class B Stock entitles its holder to cumulative dividends per share in a cash amount at a rate of 6.5% per year of the Class B liquidation amount per share (which rate was 10.0% per year until the effective date of the Restated Charter on June 26, 2019) equal to $21.39 per share. On October 18, 2018, each holder of the Class B-1 Stock hereby irrevocably waived, all of its right, title and interest in and to 2.5% of the dividend rate, including without elimination all rights and entitlement to payment of such amounts. This partial dividend waiver resulted in a 7.5% effective rate per year of the Class B Liquidation Amount per share and was terminated upon the effectiveness of the Restated Charter. Dividends on the Class B Stock may also be paid by an in-kind distribution of additional shares of Class B Stock or any other class of shares of capital stock of BPYU ranking junior to the Class A Stock. Dividends on the Class B Stock shall be cumulative and shall be payable quarterly in arrears, when, as and if declared by the Company's Board of Directors with respect to dividends on the Class B Stock. Holders of the Class B Stock are not entitled to receive dividends, redemptions or other distributions: (i) unless and until (a) BPYU has paid the aggregate dividends owed to the holders of Class A Stock and (b) the dividend coverage ratio (as defined below) is equal to or greater than 1.25:1, (ii) if any tendering holder of Class A Stock has not received the cash or BPY units due upon exchange or (iii) if holders of Class A Stock are owed cash in the event of an adjustment to the conversion factor. The dividend coverage ratio is referred to as a ratio of (i) BPYU’s funds from operations, as calculated in accordance with the definition of funds from operations used by the National Association of Real Estate Investment Trusts ("Nareit"), for the immediately preceding fiscal quarter, to (ii) the product of (a) the amount of the most recent regular quarterly distribution declared by BPY on each BPY unit, times (b) the number of shares of Class A Stock outstanding at such time. Series B Preferred Stock The following description sets forth certain general terms and provisions of the Series B Preferred Stock, par value $0.01 per share, of the Company (the "Series B Preferred Stock"). Pursuant to the Restated Charter and subject to the prior rights of holders of all classes, including the Class A Stock, Class B Stock and any series of preferred stock at the time outstanding having prior rights as to dividends, each share of Series B Preferred Stock will entitle its holder to cumulative dividends per share in a cash amount at a rate of 8.65% per year of the Class B liquidation amount per share (which rate was 10.0% until the effective date of the Restated Charter on June 26, 2019), with such Class B liquidation amount per share equal to $21.39. Dividends on the Series B Preferred Stock may also be paid by an in-kind distribution of additional shares of Series B Preferred Stock or any other class of shares of capital stock of BPYU ranking junior to the Class A Stock and Class B Stock. Dividends on the Series B Preferred Stock shall be cumulative and shall be payable quarterly in arrears, when, as and if declared by the Company's Board of Directors with respect to dividends on the Series B Preferred Stock. Holders of the Series B Preferred Stock are not entitled to receive dividends, redemptions or other distributions: (i) unless and until (a) BPYU has paid the aggregate dividends owed to the holders of Class A Stock and Class B Stock and (b) the dividend coverage ratio (as defined below) is equal to or greater than 1.25:1, (ii) if any tendering holder of Class A Stock has not received the cash or BPY units due upon exchange or (iii) if holders of Class A Stock are owed cash in the event of an adjustment to the conversion factor. The dividend coverage ratio is referred to as a ratio of (i) BPYU’s funds from operations, as calculated in accordance with the definition of funds from operations used by Nareit, for the immediately preceding fiscal quarter, to (ii) the product of (a) the amount of the most recent regular quarterly distribution declared by BPY on each BPY unit, times (b) the number of shares of Class A Stock outstanding at such time. Class C Stock Class C Stock refers to the Company's Class C Stock, par value $0.01 per share, authorized as part of the BPY Transaction. Pursuant to the amended charter and subject to the prior rights of holders of all classes, including the holders of Class A Stock, Class B Stock, Series B Preferred Stock and any series of preferred stock at the time outstanding having prior rights as to dividends, each share of Class C Stock will entitle its holder to dividends when, as and if declared by the Company's Board of Directors out of any assets of BPYU legally available therefore. The record and payment date for dividends on shares of Class C Stock shall be such date that the Company's Board of Directors shall designate. Notwithstanding the foregoing, holders of the Class C Stock are not entitled to receive dividends, redemptions or other distributions: (i) unless and until (a) BPYU has paid the aggregate dividends owed to the holders of Class A Stock and (b) the dividend coverage ratio is equal to or greater than 1.25:1, (ii) if any tendering holder of Class A Stock has not received the cash or BPY units due upon exchange, (iii) if holders of Class A Stock are owed cash in the event of an adjustment to the conversion factor or (iv) unless and until the full cumulative dividends on the Class B Stock and Series B Preferred Stock for all past dividend periods and any current dividend periods have been (or contemporaneously are) (a) declared or paid in cash or (b) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. Voting Rights Stock Class Authorized Issued Shares Outstanding Votes per Share Class A Stock 4,517,500,000 43,161,423 41,743,422 1:1 Class B-1 Stock 4,517,500,000 196,886,256 196,886,256 1:1 Class B-2 Stock 965,000,000 121,203,654 121,203,654 0:1 Series B Preferred Stock 425,000,000 202,438,184 202,438,184 1:1 Class C Stock 1,000,000,000 640,051,301 640,051,301 1:1 All share counts in table above are as of September 30, 2020. Class A Stock Dividend Our Board of Directors declared Class A Stock dividends during 2020 and 2019 as follows: Declaration Date Record Date Payment Date Dividend Per Share 2020 November 5 November 30 December 31 $ 0.3325 August 5 August 31 September 30 0.3325 May 7 May 29 June 30 0.3325 February 5 February 28 March 31 0.3325 2019 November 4 November 29 December 31 $ 0.3300 August 1 August 30 September 30 0.3300 May 6 May 31 June 28 0.3300 February 6 February 28 March 29 0.3300 Class A Stock Repurchases and Conversions On August 1, 2019, the Company’s Board of Directors authorized the repurchase of the greater of (i) 5% of the Company’s Class A Stock that are issued or outstanding or (ii) 10% of its public float of Class A Stock over the next 12 months from time to time as market conditions warrant. This repurchase authorization expired on August 1, 2020. On March 29, 2019, BPYU purchased for cancellation 4,679,802 shares of Class A Stock at a purchase price of $20.30 per share, for an aggregate cost of approximately $95 million, excluding fees and expenses. In the second quarter of 2019, BPYU purchased 200,000 shares of Class A Stock at an average purchase price of $18.37 per share for an aggregate cost of approximately $3.68 million, which were subsequently canceled in July 2019. Furthermore, there were 647,250 shares of Class A Stock that were purchased in relation to 2019 restricted stock grants. These shares were purchased at an average purchase price of $19.40 per share for an aggregate cost of approximately $12.59 million. In the third quarter of 2019, BPYU purchased 197,225 shares of Class A Stock at an average purchase price of $18.56 per share for an aggregate cost of approximately $3.66 million, which were subsequently canceled in the quarter. In the first quarter of 2020, BPYU purchased 855,000 shares of Class A Stock in relation to the 2020 restricted stock grant. These shares were purchased at an average price of $18.57 per share for an aggregate cost of approximately $15.87 million. On August 6, 2020, the Company’s Board of Directors authorized the repurchase of the greater of (i) 5% of the Company’s Class A Stock that are issued or outstanding or (ii) 10% of its public float of Class A Stock over the next 12 months from time to time as market conditions warrant. On August 18, 2020, a total of 7,321,155 shares of Class A stock were properly tendered for an aggregate cost of approximately $87.9 million, equal to $12.00 per share. In the third quarter of 2020, BPYU purchased for cancellation 2,606,289 shares of Class A Stock at an average purchase price of $11.46 per share for an aggregate cost of approximately $29.87 million. During the nine months ended September 30, 2020, there were 11,578,482 shares of Class A Stock converted to 7,495,510 shares of Class B-1 Stock, at a weighted average price of $13.85 and $21.39, respectively. Class B Stock and Series B Preferred Stock Dividends Our Board of Directors did not declare dividends on Class B-1 Stock, Class B-2 Stock, or Series B Preferred Stock during the nine months ended September 30, 2020. Our Board of Directors declared dividends on these classes of stock during 2019 as follows: Class B-1 Stock Dividends Declaration Date Record Date Payment Date Average Dividend Per Share 2019 November 4 December 25 December 25 $ 0.110 On November 4, 2019, a partial dividend was declared in the amount of $0.11 per share of the Class B-1 Stock. Class B-2 Stock Dividends Declaration Date Record Date Payment Date Average Dividend Per Share 2019 November 4 December 25 December 25 $ 0.110 On November 4, 2019, a partial dividend was declared in the amount of $0.11 per share of the Class B-2 Stock. Combined Class B stock and Series B Preferred Stock (Prior to Restated Charter) Declaration Date Record Date Payment Date Average Dividend Per Share 2019 May 25 June 25 June 25 $ 0.397 March 25 March 27 March 27 1.015 A dividend was declared on the Class B-1 Stock and the Series B Preferred Stock of the Company in the amount equal to all unpaid dividends on such shares from the date of issue to March 31, 2019 at the rate of 7.5% per annum payable on March 27, 2019 to the holders of record of Class B-1 Stock and the Series B Preferred Stock on March 27, 2019 for a combined distribution total of approximately $467.3 million. In the second quarter of 2019, a dividend was declared on the Class B-1 Stock and the Series B Preferred Stock of the Company in the amount equal to all unpaid dividends on such shares from March 31, 2019 to June 25, 2019 at the rate of 7.5% per annum payable on June 25, 2019 to the holders of record of Class B-1 Stock and the Series B Preferred Stock on June 25, 2019 for a combined distribution total of approximately $183.8 million. Class B-1 Stock Issuance & Repurchase In the first quarter of 2019, BPYU repurchased 10,496,703 shares of Class B-1 Stock held by BPR FIN 1 Subco LLC, a related party, for fair market value consideration of $224.5 million, being the redemption amount of the shares acquired at $21.39 per share. In the fourth quarter of 2019, BPYU issued 13,712,834 shares of Class B-1 Stock to BPR FIN 1 Subco LLC, a related party, due to a contribution of $293.3 million, equal to $21.39 per share. In the third quarter 2020, BPYU issued 19,367,288 shares of Class B-1 Stock to BPR FIN I Subco LLC, a related party, due to total contributions of $414.3 million, equal to $21.39 per share. Class B-2 Stock Exchange On June 26, 2019, following the effectiveness of the Restated Charter, certain subsidiaries of BPR FIN 1 Subco LLC, a related party, exchanged an aggregate of 121,203,654 shares of Class B-1 Stock held by such subsidiaries for 121,203,654 shares of Class B-2 Stock. Preferred Stock On February 13, 2013, we issued, in a public offering, 10,000,000 shares of 6.375% Series A Cumulative Perpetual Preferred Stock (the "Pre-Merger Preferred Stock") at a price of $25.00 per share, resulting in net proceeds of $242.0 million after issuance costs. In connection with the BPY Transaction, each share of Pre-Merger Preferred Stock was converted into one share of 6.375% Series A cumulative redeemable preferred stock of BPYU (the "Series A Preferred Stock"). The Company's Series A Preferred Stock is listed on Nasdaq. Our Series A Preferred Stock has traded on Nasdaq under the symbol "BPYUP" since March 2, 2020, prior to which it traded under the symbol "BPRAP". The Series A Preferred Stock is recorded net of issuance costs within equity on our Consolidated Balance Sheets, and accrues a quarterly dividend at an annual rate of 6.375%. The dividend is paid in arrears in preference to dividends on our Class A Stock, and reduces net income available to stockholders, and therefore, earnings per share. The Series A Preferred Stock does not have a stated maturity date but we may redeem the Series A Preferred Stock for $25.00 per share plus all accrued and unpaid dividends. Upon certain circumstances surrounding a change of control, holders of Series A Preferred Stock may elect to convert each share of their Series A Preferred Stock into a number of shares of Class A Stock or Class C Stock, at the option of the holder, equivalent to $25.00 plus accrued and unpaid dividends, but not to exceed a cap of 2.4679 shares of Class A Stock or Class C Stock (subject to certain adjustments related to splits, subdivisions, or combinations). The BPY Transaction did not meet the definition of a change in control per the certificate of designation governing the Series A Preferred Stock. Our Board of Directors declared preferred stock dividends during 2020 and 2019 as follows: Declaration Date Record Date Payment Date Dividend Per Share 2020 November 5 December 15, 2020 January 1, 2021 $ 0.3984 August 5 September 15, 2020 October 1, 2020 0.3984 May 7 June 15, 2020 July 1, 2020 0.3984 February 5 March 15, 2020 April 1, 2020 0.3984 2019 November 4 December 13, 2019 January 1, 2020 $ 0.3984 August 1 September 13, 2019 October 1, 2019 0.3984 May 6 June 14, 2019 July 1, 2019 0.3984 February 6 March 15, 2019 April 1, 2019 0.3984 Accumulated Other Comprehensive Loss The following table reflects the components of accumulated other comprehensive loss as of September 30, 2020 and 2019: September 30, 2020 September 30, 2019 Net unrealized gains on financial instruments $ 30 $ 12 Foreign currency translation (104,351) (87,530) AOCI - minority interest 1,722 — Accumulated other comprehensive loss $ (102,599) $ (87,518) |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Class A Stock Income available to Class A stockholders is limited to distributed income or dividends declared. Additionally, for purposes of allocating earnings to Class A Stock, the portion of the change in the carrying amount of Class A Stock that reflects a redemption in excess of fair value is considered a dividend to the Class A stockholders. As the Class A Stock redemption value approximates its fair value, basic and diluted earnings per share ("EPS") for Class A Stock is equivalent to the dividends declared for the period January 1, 2020 through September 30, 2020. There were 64,024,422 and 41,743,422 shares of Class A Stock outstanding as of December 31, 2019 and September 30, 2020, respectively. EPS is not presented for Class B Stock, Series B Preferred Stock or Class C Stock as these classes of stock are not publicly traded. |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION PLANS | STOCK-BASED COMPENSATION PLANS The GGP Inc. 2010 Equity Plan (the "Equity Plan"), renamed as the Amended and Restated Brookfield Property REIT Inc. 2010 Equity Incentive Plan on August 28, 2018 in connection with the BPY Transaction, reserves for the issuance of 4% of outstanding Class A Stock on a fully diluted basis. The Equity Plan provides for grants of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, other stock-based awards and performance-based compensation (collectively, the "Awards"). The Company's directors, officers and other employees and those of its subsidiaries and affiliates are eligible for the Awards. The Equity Plan is not subject to the Employee Retirement Income Security Act of 1974, as amended. No participant may be granted more than 4,000,000 shares, or the equivalent dollar value of such shares, in any year. Options granted under the Equity Plan will be designated as either nonqualified stock options or incentive stock options. An option granted as an incentive stock option will, to the extent it fails to qualify as an incentive stock option, be treated as a nonqualified option. The exercise price of an option may not be less than the fair value of a share of BPYU's Class A Stock on the date of grant. The term of each option will be determined prior to the date of grant, but may not exceed 10 years. In addition to the Equity Plan, effective February 20, 2019, the Brookfield Property Group Restricted BPR Class A Stock Plan and Brookfield Property L.P. FV LTIP Unit Plan (the "2019 Plans") provide for grants of Restricted Class A Shares of BPR, now BPYU, stock and FV LTIP Units of Brookfield Property L.P. respectively. Officers and employees of any member of the Brookfield Properties Group and of their respective affiliates are eligible for Awards under these plans. In connection with the BPY Transaction, the Equity Plan was amended and certain outstanding awards were modified. All outstanding GGP in and out of the money options were canceled and replaced with Class A Stock of BPYU and BPY options, respectively. Certain existing appreciation only LTIP awards were canceled and replaced with substitute awards of a BPY affiliate. Outstanding restricted GGP shares were replaced with restricted shares of Class A Stock. As the awards were modified in conjunction with an equity restructuring, they were accounted for as modifications. Incremental compensation cost was measured as the excess of the fair value of the replacement awards over the fair value of the original awards immediately before the terms were modified. Total compensation cost measured at the date of modification was the grant-date fair value of the original awards for which the requisite service is expected to be rendered (or has already been rendered) plus the incremental cost associated with the replacement awards. For vested awards, incremental compensation cost was recognized on the modification date. For unvested awards, incremental compensation cost is being recognized over the remaining service period. Compensation expense related to stock-based compensation plans for the three and nine months ended September 30, 2020 and 2019 is summarized in the following table in thousands: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options - Property management and other costs $ — $ 10 $ — $ 40 Stock options - General and administrative — — — 4 Restricted stock - Property management and other costs (1) 2,945 1,477 5,269 4,601 Restricted stock - General and administrative 802 508 2,051 1,268 LTIP Units - Property management and other costs 8 51 18 206 LTIP Units - General and administrative 15 204 36 1,578 Total $ 3,770 $ 2,250 $ 7,374 $ 7,697 (1) As a part of the reduction in workforce and early retirement plan offers, the expense of the restricted stock acceleration occurred in the third quarter. However, the vesting of the stock will not occur until the fourth quarter due to timing of the agreements. The following tables summarize stock option, LTIP Unit and restricted stock activity for the Equity Plan and the 2019 Plans for the nine months ended September 30, 2020 and 2019: 2020 2019 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Stock options Outstanding at January 1, 175,799 $ 25.66 1,011,523 $ 19.71 Granted — — — — Exercised — — (773,642) 17.91 Forfeited — — (13) 26.05 Expired (39,137) 24.30 — — Stock options Outstanding at September 30, 136,662 $ 26.05 237,868 $ 25.59 2020 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value LTIP Units Outstanding at January 1, 2,177,668 $ 24.11 3,921,175 $ 25.96 Granted (1) 24,251 18.56 — — Exercised (54,540) 26.83 (1,715,722) 28.34 Forfeited — — (19,793) 22.42 Expired (271,463) 22.42 — — LTIP Units Outstanding at September 30, 1,875,916 $ 24.20 2,185,660 $ 24.12 (1) Granted by an affiliated operating partnership of the Company. 2020 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Restricted Stock Outstanding at January 1, 1,149,164 $ 20.98 986,937 $ 22.48 Granted 851,102 18.57 647,226 19.94 Vested (256,329) 22.09 (401,528) 22.60 Forfeited (66,585) 19.75 (39,776) 21.16 Restricted Stock Outstanding at September 30, 1,677,352 $ 19.64 1,192,859 $ 21.11 |
ACCOUNTS RECEIVABLE, NET
ACCOUNTS RECEIVABLE, NET | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE, NET | ACCOUNTS RECEIVABLE, NET The following table summarizes the significant components of accounts receivable, net. September 30, 2020 December 31, 2019 Trade receivables $ 484,046 $ 111,582 Short-term tenant receivables 6,271 4,198 Straight-line rent receivable 158,519 144,249 Other accounts receivable 3,334 2,725 Total accounts receivable 652,170 262,754 Provision for doubtful accounts (88,558) (27,826) Total accounts receivable, net $ 563,612 $ 234,928 The following table summarizes the significant components of notes receivable. September 30, 2020 December 31, 2019 Notes receivable $ 40,566 $ 69,963 Accrued interest 4,006 6,347 Total notes receivable $ 44,572 $ 76,310 On December 20, 2019 the Company issued a $31.7 million subordinated unsecured note to an institutional investor. The note was repaid in full on January 7, 2020. |
NOTES RECEIVABLE
NOTES RECEIVABLE | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
NOTES RECEIVABLE | ACCOUNTS RECEIVABLE, NET The following table summarizes the significant components of accounts receivable, net. September 30, 2020 December 31, 2019 Trade receivables $ 484,046 $ 111,582 Short-term tenant receivables 6,271 4,198 Straight-line rent receivable 158,519 144,249 Other accounts receivable 3,334 2,725 Total accounts receivable 652,170 262,754 Provision for doubtful accounts (88,558) (27,826) Total accounts receivable, net $ 563,612 $ 234,928 The following table summarizes the significant components of notes receivable. September 30, 2020 December 31, 2019 Notes receivable $ 40,566 $ 69,963 Accrued interest 4,006 6,347 Total notes receivable $ 44,572 $ 76,310 On December 20, 2019 the Company issued a $31.7 million subordinated unsecured note to an institutional investor. The note was repaid in full on January 7, 2020. |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expense and Other Assets [Abstract] | |
PREPAID EXPENSES AND OTHER ASSETS | PREPAID EXPENSES AND OTHER ASSETS The following table summarizes the significant components of prepaid expenses and other assets. September 30, 2020 December 31, 2019 Gross Asset Accumulated Balance Gross Asset Accumulated Balance Intangible assets: Above-market tenant leases, net $ 152,078 $ (68,651) $ 83,427 $ 177,480 $ (79,467) $ 98,013 Real estate tax stabilization agreement, net 111,506 (62,438) 49,068 111,506 (57,704) 53,802 Total intangible assets $ 263,584 $ (131,089) $ 132,495 $ 288,986 $ (137,171) $ 151,815 Remaining prepaid expenses and other assets: Restricted cash 93,442 77,683 Security and escrow deposits 1,303 1,259 Prepaid expenses 43,694 27,632 Other non-tenant receivables 65,543 56,948 Operating lease right of use assets, net 394,987 402,573 Finance lease right of use assets, net 7,899 7,995 Other 18,469 19,155 Total remaining prepaid expenses and other assets 625,337 593,245 Total prepaid expenses and other assets $ 757,832 $ 745,060 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ACCOUNTS PAYABLE AND ACCRUED EXPENSES The following table summarizes the significant components of accounts payable and accrued expenses. September 30, 2020 December 31, 2019 Gross Accumulated Balance Gross Accumulated Balance Intangible liabilities: Below-market tenant leases, net 227,451 (64,897) $ 162,554 218,608 (56,893) $ 161,715 Total intangible liabilities $ 227,451 $ (64,897) $ 162,554 $ 218,608 $ (56,893) $ 161,715 Remaining accounts payable and accrued expenses: Accrued interest 66,955 42,371 Accounts payable and accrued expenses 100,400 71,720 Accrued real estate taxes 82,845 53,210 Deferred gains/income 85,762 85,598 Accrued payroll and other employee liabilities 65,876 61,002 Construction payable 265,716 301,096 Tenant and other deposits 15,221 15,078 Insurance reserve liability 12,433 12,787 Finance lease obligations 9,093 9,094 Conditional asset retirement obligation liability 2,528 3,275 Lease liability right of use 75,828 78,500 Other 79,833 131,684 Total remaining Accounts payable and accrued expenses 862,490 865,415 Total Accounts payable and accrued expenses $ 1,025,044 $ 1,027,130 |
LITIGATION
LITIGATION | 9 Months Ended |
Sep. 30, 2020 | |
LITIGATION | |
LITIGATION | LITIGATION In the normal course of business, from time to time, we are involved in legal proceedings relating to the ownership and operations of our properties. In management's opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a material effect on our consolidated financial position, results of operations or liquidity. The Company is subject to litigation related to the BPY Transaction. The Company cannot predict the outcome of pending litigation, nor can it predict the amount of time and expense that will be required to resolve such litigation. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We lease land or buildings at certain properties from third parties. The leases generally provide us with a right of first refusal in the event of a proposed sale of the property by the landlord. Rental payments are expensed as incurred and have, to the extent applicable, been straight-lined over the term of the lease. The following is a summary of our contractual rental expense as presented in our Consolidated Statements of Operations and Comprehensive Income (Loss): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 (Dollars in thousands) Contractual rent expense, including participation rent $ 4,254 $ 3,475 $ 13,249 $ 9,667 Contractual rent expense, including participation rent and excluding amortization of above and below-market ground leases and straight-line rent 3,315 3,475 9,805 9,667 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Subsequent to September 30, 2020, the Company repurchased 2,613,565 shares of Class A Stock at an average purchase price of $13.32 per share for an aggregate cost of approximately $34.8 million. Subsequent to September 30, 2020, the Company issued 1,469,319 shares of Class B-1 Stock at an average price of $21.39 per share, for total aggregate proceeds of $31.4 million. On October 30, 2020, the Company conveyed one property to the lender in satisfaction of $59.0 million in outstanding debt. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements include the accounts of BPYU, our subsidiaries and joint ventures in which we have a controlling interest. For consolidated joint ventures, the noncontrolling partner's share of the assets, liabilities and operations of the joint ventures (generally computed as the joint venture partner's ownership percentage) is included in noncontrolling interests in consolidated real estate affiliates as permanent equity of the Company. Intercompany balances and transactions have been eliminated. Noncontrolling interests are included on our Consolidated Balance Sheets related to the Common, Preferred, and LTIP Units of BPROP and are presented either as redeemable noncontrolling interests or as noncontrolling interests in our permanent equity. The Operating Partnership and each of our consolidated joint ventures are variable interest entities as the limited partners do not have substantive kick-out rights or substantive participating rights. However, as the Company holds a majority voting interest in the Operating Partnership and our consolidated joint ventures, it qualifies for the exemption from providing certain of the disclosure requirements associated with variable interest entities. We operate in a single reportable segment, which includes the operation, development and management of retail and other rental properties. Our portfolio is targeted to a range of market sizes and consumer tastes. Each of our operating properties is considered a separate operating segment, as each property earns revenues and incurs expenses, individual operating results are reviewed and discrete financial information is available. The Company's chief operating decision maker is comprised of a team of several members of executive management who use property operations in assessing segment operating performance. We do not distinguish or group our consolidated operations based on geography, size or type for purposes of making property operating decisions. Our operating properties have similar economic characteristics and provide similar products and services to our tenants. There are no individual operating segments that are greater than 10% of combined revenue or combined assets. When assessing segment operating performance, certain non-cash and non-comparable items such as straight-line rent, depreciation expense and intangible asset and liability amortization are excluded from property operations, which are a result of GGP's emergence from bankruptcy, acquisition accounting and other capital contribution or restructuring events. Further, all material operations are within the United States and no customer or tenant comprises more than 10% of consolidated revenues. As a result, the Company's operating properties are aggregated into a single reportable segment. |
Acquisitions of Operating Properties | Acquisitions of Operating Properties (Note 3) The fair values of tangible assets are determined on an "if vacant" basis. The "if vacant" fair value is allocated to land, where applicable, buildings, equipment and tenant improvements based on comparable sales and other relevant information with respect to the property. Specifically, the "if vacant" value of the buildings and equipment was calculated using a cost approach utilizing published guidelines for current replacement cost or actual construction costs for similar, recently developed properties; and an income approach. Assumptions used in the income approach to the value of buildings include: capitalization and discount rates, lease-up time, market rents, make ready costs, land value, and site improvement value. The estimated fair value of in-place tenant leases includes lease origination costs (costs we would have incurred to lease the property to the current occupancy level of the property) and the lost revenues during the period necessary to lease-up from vacant to current occupancy level. Such estimates include the fair value of leasing commissions, legal costs and tenant coordination costs that would be incurred to lease the property to this occupancy level. Additionally, we evaluate the time period over which such occupancy level would be achieved and include an estimate of the net operating costs (primarily real estate taxes, insurance, and utilities) incurred during the lease-up period, which generally ranges up to one year. The fair value of the acquired in-place tenant leases is included in the balance of buildings and equipment and amortized over the remaining lease term for each tenant. Identifiable intangible assets and liabilities are calculated for above-market and below-market tenant and ground leases where we are the lessor or the lessee. The difference between the contractual rental rates and our estimate of market rental rates is measured over a period equal to the remaining non-cancelable term of the leases, including significantly below-market renewal options for which exercise of the renewal option appears to be reasonably certain. The remaining term of leases with renewal options at terms significantly below market reflect the assumed exercise of such below-market renewal options and assume the amortization period would coincide with the extended lease term. |
Management Fees and Other Corporate Revenues | Management Fees and Other Corporate RevenuesManagement fees and other corporate revenues primarily represent real estate management and leasing fees, development fees, financing fees and fees for other ancillary services performed for the benefit of certain of the Unconsolidated Real Estate Affiliates. Management fees are reported at 100% of the revenue earned from the joint venture in management fees and other corporate revenues on our Consolidated Statements of Operations and Comprehensive Income (Loss). Our share of the management fee expense incurred by the Unconsolidated Real Estate Affiliates is reported within equity in income (loss) of Unconsolidated Real Estate Affiliates on our Consolidated Statements of Operations and Comprehensive Income (Loss) and in property management and other costs in the Condensed Combined Statements of Income in Note 5. |
Impairment | Impairment Operating Properties We regularly review our Consolidated Properties for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income, significant decreases in occupancy, debt maturities, changes in management's intent with respect to the properties and prevailing market conditions. If an indicator of potential impairment exists, the property is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. Although the carrying amount may exceed the estimated fair value of certain properties, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent an impairment provision is determined to be necessary, the excess of the carrying amount of the property over its estimated fair value is expensed to operations. In addition, the impairment provision is allocated proportionately to adjust the carrying amount of the asset group. The adjusted carrying amount, which represents the new cost basis of the property, is depreciated over the remaining useful life of the property. Although we may market a property for sale, there can be no assurance that the transaction will be complete until the sale is finalized. However, GAAP requires us to utilize the Company's expected holding period of our properties when assessing recoverability. If we cannot recover the carrying value of these properties within the planned holding period, we will estimate the fair values of the assets and record impairment charges for properties when the estimated fair value is less than their carrying value. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and construction in progress, are assessed by project and include, but are not limited to, significant changes in the Company's plans with respect to the project, significant changes in projected completion dates, tenant demand, anticipated revenues or cash flows, development costs, market factors and sustainability of development projects. |
Concentrations of Credit Risk | Concentrations of Credit RiskFinancial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents. We are exposed to credit risk with respect to cash held at various financial institutions and access to our credit facility. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Due to the business disruptions and challenges severely affecting the global economy caused by the COVID-19 pandemic ("COVID-19" or "the global economic shutdown" or "the shutdown"), lessors may provide rent deferrals and other lease concessions to lessees. In April 2020, the Financial Accounting Standards Board ("FASB") staff issued a question and answer document (the "Lease Modification Q&A") focused on the application of lease accounting guidance to lease concessions provided as a result of the global economic shutdown. Under existing lease guidance, economic relief that is agreed to or negotiated outside of the original lease agreement is typically considered a lease modification, in which case both the lessee and lessor would be required to apply the respective modification frameworks. However, if the lessee was entitled to the economic relief because of either contractual or legal rights, the relief would be accounted for outside of the modification framework. Although the original lease modification guidance in ASC 842, Leases remain appropriate to address routine lease modifications, the Lease Modification Q&A established a different framework to account for certain lease concessions granted in response to the global economic shutdown. The Lease Modification Q&A allows the Company, if certain criteria have been met, to make an accounting policy election to account for COVID-19 related lease concessions as either a lease modification or a negative variable adjustment to rental revenue. Such election is required to be applied consistently to leases with similar characteristics and similar circumstances. The Company has elected to apply such relief and will avail itself of the election to treat leases as lease modifications, thereby avoiding performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the shutdown and (2) result in the cash flows remaining substantially the same or less than the original contract. The adoption of this standard did not materially impact the Company's consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326: Measurement of Credit Losses on Financial Instruments) , which changes the model for the measurement of credit losses on financial instruments. Specifically, the amendments in the ASU replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses , which clarifies that receivables arising from operating leases are not within the scope of this new guidance. The Company adopted this standard on January 1, 2020 which did not materially impact its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement . Public entities will be required to disclose the following: (i) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and (ii) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. In addition, public entities will no longer be required to disclose the following: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (ii) the policy for timing of transfers between levels and (iii) the valuation processes for Level 3 fair value measurements. The new pronouncement also clarifies and modifies certain existing provisions, including eliminating "at a minimum" from the phrase "an entity shall disclose at a minimum" to promote the appropriate exercise of discretion by entities when considering fair value measurement disclosures and clarifying that materiality is an appropriate consideration when evaluating disclosure requirements. The Company adopted this standard on January 1, 2020 which did not materially impact its consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform . This temporary guidance is effective as of March 12, 2020 through December 31, 2022 to ease potential burdens related to the accounting for, or recognizing the effects of, reference rate reform on financial reporting. The guidance provides optional expedients for applying existing GAAP to contract modifications and hedging relationships affected by the move of global capital markets away from interbank offered rates, most notably the London Interbank Offered Rate (LIBOR). The Company has not adopted any of the optional expedients or exceptions as of September 30, 2020 , but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. For example, estimates and assumptions have been made with respect to allocating the purchase price of real estate acquisitions, the useful lives of assets, capitalization of development and leasing costs, provision for income taxes, recoverable amounts of receivables and deferred taxes, provision for loan loss, initial valuations and related amortization periods of deferred costs and intangibles, particularly with respect to acquisitions, impairment of long-lived assets, litigation related accruals and disclosures and fair value of debt. Actual results could differ from these and other estimates. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of gross asset balances of in-place value of tenant leases | The gross asset balances and accumulated amortization of the in-place value of tenant leases are included in buildings and equipment in our Consolidated Balance Sheets. Gross Asset Accumulated Net Carrying As of September 30, 2020 Tenant leases: In-place value $ 314,921 $ (99,142) $ 215,779 As of December 31, 2019 Tenant leases: In-place value $ 311,838 $ (72,658) $ 239,180 |
Schedule of effects of amortization/accretion of all intangibles on Income (loss) from continuing operations | Amortization/accretion of all intangibles, including the intangibles in Note 14 and Note 15, had the following effects on our income from continuing operations: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amortization/accretion effect on continuing operations $ (16,079) $ (8,665) $ (61,235) $ (18,446) |
Schedule of future amortization/accretion of all intangibles, estimated to decrease results from continuing operations | Future amortization/accretion of all intangibles, including the intangibles in Note 14 and Note 15, is estimated to decrease results from continuing operations as follows: Year Amount 2020 Remaining $ 14,771 2021 42,449 2022 31,641 2023 24,163 2024 19,974 |
Summary of management fees from affiliates and entity's share of management fee expense | The following table summarizes the management fees from affiliates and our share of the management fee expense: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Management fees from affiliates $ 28,923 $ 44,206 $ 90,826 $ 123,444 Management fee expense (9,007) (11,956) (25,911) (36,485) Net management fees from affiliates $ 19,916 $ 32,250 $ 64,915 $ 86,959 |
ACQUISITIONS, SALES AND JOINT_2
ACQUISITIONS, SALES AND JOINT VENTURE ACTIVITY (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The table below summarizes the gain from changes in control of investment properties ($ in millions): Fair value of Investment in Unconsolidated Real Estate Affiliates as of change in control $ 404.0 Less: carrying value of Investment in Unconsolidated Real Estate Affiliates 364.3 Gain from changes in control of investment properties and other, net $ 39.7 The following table summarizes the allocation of the purchase price to net assets acquired at the date of acquisition. The allocation were based on the relative fair value of the assets acquired and liabilities assumed ($ in millions): Investment in real estate, including intangible assets and liabilities $ 1,560.5 Debt held by the joint venture (720.0) Net working capital (32.5) Net assets acquired $ 808.0 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on Nonrecurring Basis | The following table summarizes certain of our assets that are measured at fair value on a nonrecurring basis as a result of impairment charges recorded. During the three months ended September 30, 2020, we recognized no impairment charges. During the nine months ended September 30, 2020, we recognized $71.5 million in impairment charges. During the three and nine months ended September 30, 2019, we recognized $38.8 million and $223.1 million in impairment charges, respectively. Total Fair Value Measurement Quoted Prices in Significant Other Significant Provisions for Impairment Nine months ended September 30, 2020 Investments in real estate (1) $ 86,337 $ — $ — $ 86,337 $ 71,455 Three months ended September 30, 2019 Investments in real estate (1) $ 419,327 $ — $ — $ 419,327 $ 38,794 Nine months ended September 30, 2019 Investments in real estate (1) $ 599,721 $ — $ — $ 599,721 $ 223,142 (1) The impairment recorded on the Investments in real estate balance represents a loss incurred at a consolidated property. Refer to Note 5 for information regarding the impairment losses recorded on our Unconsolidated Real Estate Affiliates. Unobservable Quantitative Input Rate Nine months ended September 30, 2020 Discount rate 10.75% Terminal capitalization rate 9.50% Three months ended September 30, 2019 Agreed upon purchase price N/A Nine months ended September 30, 2019 Discount rates 5.50% Terminal capitalization rate 4.00% |
Fair Value of Debt | Management's estimates of fair value are presented below for our debt as of September 30, 2020 and December 31, 2019. September 30, 2020 December 31, 2019 Carrying Amount (1) Estimated Fair Carrying Amount (2) Estimated Fair Fixed-rate debt $ 8,854,870 $ 8,813,125 $ 8,627,332 $ 8,631,704 Variable-rate debt 7,475,259 7,527,617 7,275,562 7,355,744 $ 16,330,129 $ 16,340,742 $ 15,902,894 $ 15,987,448 (1) Includes net market rate adjustments of $3.5 million and deferred financing costs of $113.3 million, net. |
UNCONSOLIDATED REAL ESTATE AFFI
UNCONSOLIDATED REAL ESTATE AFFILIATES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
UNCONSOLIDATED REAL ESTATE AFFILIATES | |
Schedule of summarized financial information for Unconsolidated Real Estate Affiliates | (Note 2). September 30, 2020 December 31, 2019 Condensed Combined Balance Sheets - Unconsolidated Real Estate Affiliates Assets: Land $ 3,470,227 $ 3,458,485 Buildings and equipment 21,973,927 22,119,745 Less accumulated depreciation (4,525,417) (4,303,109) Construction in progress 411,147 657,170 Net investment in real estate 21,329,884 21,932,291 Cash and cash equivalents 548,509 662,879 Accounts receivable, net 737,208 344,946 Notes receivable 20,648 22,497 Deferred expenses, net 397,361 428,460 Prepaid expenses and other assets 551,389 692,407 Total assets $ 23,584,999 $ 24,083,480 Liabilities and Owners' Equity: \ Mortgages, notes and loans payable $ 14,757,099 $ 15,173,099 Accounts payable, accrued expenses, and other liabilities 946,378 1,079,915 Cumulative effect of foreign currency translation ("CFCT") (33,230) (9,985) Owners' equity, excluding CFCT 7,914,752 7,840,451 Total liabilities and owners' equity $ 23,584,999 $ 24,083,480 Investment in Unconsolidated Real Estate Affiliates, Net: Owners' equity $ 7,881,522 $ 7,830,466 Less: joint venture partners' equity (4,414,973) (4,357,244) Plus: excess investment/basis differences 829,842 954,262 Investment in Unconsolidated Real Estate Affiliates, net (equity method) 4,296,391 4,427,484 Investment in Unconsolidated Real Estate Affiliates, net (securities) 34,405 57,061 Retail investment, net — 24,182 Investment in Unconsolidated Real Estate Affiliates, net $ 4,330,796 $ 4,508,727 Reconciliation - Investment in Unconsolidated Real Estate Affiliates: Asset - Investment in Unconsolidated Real Estate Affiliates $ 4,461,997 $ 4,634,292 Liability - Investment in Unconsolidated Real Estate Affiliates (131,201) (125,565) Investment in Unconsolidated Real Estate Affiliates, net $ 4,330,796 $ 4,508,727 Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Condensed Combined Statements of Income (Loss) - Unconsolidated Real Estate Affiliates Revenues: Rental revenues, net $ 463,181 $ 622,704 $ 1,507,450 $ 1,885,482 Condominium sales — 9,390 16,215 9,390 Other 6,695 51,224 32,650 85,059 Total revenues 469,876 683,318 1,556,315 1,979,931 Operating Expenses: Real estate taxes 51,806 61,633 162,846 184,215 Property maintenance costs 9,668 11,886 33,326 40,026 Marketing 3,810 4,111 12,923 13,930 Other property operating costs 72,908 87,034 208,412 249,925 Condominium cost of sales 6 6,844 9,930 6,844 Property management and other costs (1) 20,780 27,645 59,973 83,649 General and administrative 183 1,309 1,153 3,440 Provision for impairment 4,939 — 88,856 — Depreciation and amortization 228,222 254,413 680,430 780,729 Total operating expenses 392,322 454,875 1,257,849 1,362,758 Interest income 372 3,288 4,087 8,783 Interest expense (161,672) (188,722) (495,283) (538,394) Provision for income taxes (640) (354) (1,471) (743) Equity in loss of unconsolidated joint ventures — (6,254) — (23,498) Income (loss) from continuing operations (84,386) 36,401 (194,201) 63,321 Allocation to noncontrolling interests (2) (13) (26) (40) Net income (loss) attributable to the ventures $ (84,388) $ 36,388 $ (194,227) $ 63,281 Equity In Income (Loss) of Unconsolidated Real Estate Affiliates: Net income (loss) attributable to the ventures $ (84,388) $ 36,388 $ (194,227) $ 63,281 Joint venture partners' share of (income) loss 45,615 (15,576) 108,146 (28,202) Gain on retail investment — 5,785 — 1,249 Amortization of capital or basis differences (5,382) (10,452) (19,343) (35,894) Equity in loss of Unconsolidated Real Estate Affiliates $ (44,155) $ 16,145 $ (105,424) $ 434 (1) Includes management fees charged to the unconsolidated joint ventures by BPRRS and BPRI. |
MORTGAGES, NOTES AND LOANS PA_2
MORTGAGES, NOTES AND LOANS PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of mortgages, notes and loans payable and weighted average interest rates | Mortgages, notes and loans payable and the weighted-average interest rates are summarized as follows: September 30, 2020 (1) Weighted-Average December 31, 2019 (3) Weighted-Average Fixed-rate debt: Collateralized mortgages, notes and loans payable $ 7,923,131 4.21 % $ 7,638,697 4.21 % Senior secured notes - silver bonds 931,739 5.75 % 988,635 5.75 % Total fixed-rate debt 8,854,870 4.37 % 8,627,332 4.39 % Variable-rate debt: Collateralized mortgages, notes and loans payable (4) 2,565,216 3.25 % 2,594,182 4.20 % Unsecured corporate debt (5) 4,910,043 2.81 % 4,681,380 4.16 % Total variable-rate debt 7,475,259 2.96 % 7,275,562 4.17 % Total Mortgages, notes and loans payable $ 16,330,129 3.72 % $ 15,902,894 4.29 % Junior subordinated notes $ 206,200 1.72 % $ 206,200 3.39 % (1) Includes $3.5 million of market rate adjustments and $113.3 million of deferred financing costs, net. (2) Represents the weighted-average interest rates on our principal balances, excluding the effects of market rate adjustments and deferred financing costs. (3) Includes $4.7 million of market rate adjustments and $131.8 million of deferred financing costs, net. (4) $1.3 billion of the variable-rate balance is cross-collateralized. (5) Includes deferred financing costs, which are shown as a reduction to the debt balance. See table below for the balance excluding deferred financing costs. |
Schedule of terms of unsecured debt obligations | We have certain debt obligations, the terms of which are described below: September 30, 2020 (1) Weighted-Average December 31, 2019 (2) Weighted-Average Corporate debt: Senior secured corporate debt $ 4,981,767 2.81 % $ 4,769,510 4.16 % Senior secured notes - silver bonds 945,360 5.75 % 999,950 5.75 % Total corporate debt $ 5,927,127 3.28 % 5,769,460 4.44 % (1) Excludes deferred financing costs of $85.3 million in 2020 that decrease the total amount that appears outstanding in our Consolidated Balance Sheets. (2) Excludes deferred financing costs of $99.4 million in 2019 that decrease the total amount that appears outstanding in our Consolidated Balance Sheets. |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Schedule of Maturity of Operating Leases | The maturity of our operating lease liabilities as of September 30, 2020 is as follows: Year Amount Remainder of 2020 $ 2,316 2021 9,470 2022 9,704 2023 9,968 2024 10,200 2025 10,439 2026 and thereafter 155,012 Total undiscounted lease payments 207,109 Less: Present value adjustment (131,281) Total lease liability $ 75,828 |
Schedule of Lease Payments to be Received From Operating Leases | The maturity analysis of the lease payments we expect to receive from our operating leases as of September 30, 2020 is as follows: Year Amount Remainder of 2020 $ 276,694 2021 1,047,375 2022 947,590 2023 828,518 2024 693,861 2025 566,118 Subsequent 1,820,055 $ 6,180,211 |
Schedule of Rental Revenues from Operating Leases | In accordance with the terms of our operating leases, we bill our tenants separately for minimum rents, tenant recoveries, overage rents and lease termination income as shown below for the three and nine months ended September 30, 2020 and 2019: Three Months Ended September 30, 2020 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2020 Nine Months Ended September 30, 2019 Minimum rents, billed $ 249,167 $ 224,326 $ 752,053 $ 665,263 Tenant recoveries, billed 101,133 89,253 298,029 269,346 Lease termination income, billed 2,637 3,875 5,004 6,320 Overage rent, billed 1,567 2,865 7,060 9,159 Total contractual operating lease billings 354,504 320,319 1,062,146 950,088 Adjustment to recognize contractual operating lease billings on a straight-line basis 1,757 1,684 5,943 5,633 Above and below-market tenant leases, net 7,193 (37) 7,995 7,250 Less provision for doubtful accounts (36,747) (4,497) (56,475) (8,243) Total rental revenues, net $ 326,707 $ 317,469 $ 1,019,609 $ 954,728 |
EQUITY AND REDEEMABLE NONCONT_2
EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of activity included in allocation to noncontrolling interests | The following table reflects the activity included in the allocation to noncontrolling interests. Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Distributions to preferred BPROP units ("Preferred Units") $ (900) $ (1,352) $ (2,716) $ (4,389) Net loss allocated to noncontrolling interest in consolidated real estate affiliates 724 389 10,089 10,309 Net loss allocated to noncontrolling interest of the Operating Partnership (1) 19,806 4,329 53,434 28,697 Allocation to noncontrolling interests 19,630 3,366 60,807 34,617 Other comprehensive loss allocated to noncontrolling interests 96 — 1,722 — Comprehensive loss allocated to noncontrolling interests $ 19,726 $ 3,366 $ 62,529 $ 34,617 _______________________________________________________________________________ (1) Represents the noncontrolling interest of our institutional investor. |
Schedule of Redeemable Noncontrolling Interest Activity [Table Text Block] | The following table reflects the activity of the common redeemable noncontrolling interests for the three and nine months ended September 30, 2020 and 2019. Balance at January 1, 2019 $ 73,696 Net income 3,358 Series K Preferred Unit redemption (14,935) Balance at March 31, 2019 62,119 Net income 103 Balance at June 30, 2019 62,222 Net income 42 Balance at September 30, 2019 $ 62,264 Balance at January 1, 2020 $ 62,235 Net loss (441) Series K Preferred Unit redemption (388) Balance at March 31, 2020 61,406 Net income 441 Series K Preferred Unit redemption (10) Balance at June 30, 2020 61,837 Series K Preferred Unit redemption (167) Balance at September 30, 2020 $ 61,670 |
Summary of dividends declared | Our Board of Directors declared Class A Stock dividends during 2020 and 2019 as follows: Declaration Date Record Date Payment Date Dividend Per Share 2020 November 5 November 30 December 31 $ 0.3325 August 5 August 31 September 30 0.3325 May 7 May 29 June 30 0.3325 February 5 February 28 March 31 0.3325 2019 November 4 November 29 December 31 $ 0.3300 August 1 August 30 September 30 0.3300 May 6 May 31 June 28 0.3300 February 6 February 28 March 29 0.3300 Class B-1 Stock Dividends Declaration Date Record Date Payment Date Average Dividend Per Share 2019 November 4 December 25 December 25 $ 0.110 On November 4, 2019, a partial dividend was declared in the amount of $0.11 per share of the Class B-1 Stock. Class B-2 Stock Dividends Declaration Date Record Date Payment Date Average Dividend Per Share 2019 November 4 December 25 December 25 $ 0.110 On November 4, 2019, a partial dividend was declared in the amount of $0.11 per share of the Class B-2 Stock. Combined Class B stock and Series B Preferred Stock (Prior to Restated Charter) Declaration Date Record Date Payment Date Average Dividend Per Share 2019 May 25 June 25 June 25 $ 0.397 March 25 March 27 March 27 1.015 |
Schedule of Preferred Dividends Payable | Our Board of Directors declared preferred stock dividends during 2020 and 2019 as follows: Declaration Date Record Date Payment Date Dividend Per Share 2020 November 5 December 15, 2020 January 1, 2021 $ 0.3984 August 5 September 15, 2020 October 1, 2020 0.3984 May 7 June 15, 2020 July 1, 2020 0.3984 February 5 March 15, 2020 April 1, 2020 0.3984 2019 November 4 December 13, 2019 January 1, 2020 $ 0.3984 August 1 September 13, 2019 October 1, 2019 0.3984 May 6 June 14, 2019 July 1, 2019 0.3984 February 6 March 15, 2019 April 1, 2019 0.3984 |
Schedule of accumulated other comprehensive loss | The following table reflects the components of accumulated other comprehensive loss as of September 30, 2020 and 2019: September 30, 2020 September 30, 2019 Net unrealized gains on financial instruments $ 30 $ 12 Foreign currency translation (104,351) (87,530) AOCI - minority interest 1,722 — Accumulated other comprehensive loss $ (102,599) $ (87,518) |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of compensation expense related to stock-based compensation plans | Compensation expense related to stock-based compensation plans for the three and nine months ended September 30, 2020 and 2019 is summarized in the following table in thousands: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options - Property management and other costs $ — $ 10 $ — $ 40 Stock options - General and administrative — — — 4 Restricted stock - Property management and other costs (1) 2,945 1,477 5,269 4,601 Restricted stock - General and administrative 802 508 2,051 1,268 LTIP Units - Property management and other costs 8 51 18 206 LTIP Units - General and administrative 15 204 36 1,578 Total $ 3,770 $ 2,250 $ 7,374 $ 7,697 |
Summary of stock option activity | The following tables summarize stock option, LTIP Unit and restricted stock activity for the Equity Plan and the 2019 Plans for the nine months ended September 30, 2020 and 2019: 2020 2019 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Stock options Outstanding at January 1, 175,799 $ 25.66 1,011,523 $ 19.71 Granted — — — — Exercised — — (773,642) 17.91 Forfeited — — (13) 26.05 Expired (39,137) 24.30 — — Stock options Outstanding at September 30, 136,662 $ 26.05 237,868 $ 25.59 |
Summary of LTIP Unit and Restricted stock activity | 2020 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value LTIP Units Outstanding at January 1, 2,177,668 $ 24.11 3,921,175 $ 25.96 Granted (1) 24,251 18.56 — — Exercised (54,540) 26.83 (1,715,722) 28.34 Forfeited — — (19,793) 22.42 Expired (271,463) 22.42 — — LTIP Units Outstanding at September 30, 1,875,916 $ 24.20 2,185,660 $ 24.12 (1) Granted by an affiliated operating partnership of the Company. 2020 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Restricted Stock Outstanding at January 1, 1,149,164 $ 20.98 986,937 $ 22.48 Granted 851,102 18.57 647,226 19.94 Vested (256,329) 22.09 (401,528) 22.60 Forfeited (66,585) 19.75 (39,776) 21.16 Restricted Stock Outstanding at September 30, 1,677,352 $ 19.64 1,192,859 $ 21.11 |
ACCOUNTS RECEIVABLE, NET (Table
ACCOUNTS RECEIVABLE, NET (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Summary of significant components of accounts receivable, net | The following table summarizes the significant components of accounts receivable, net. September 30, 2020 December 31, 2019 Trade receivables $ 484,046 $ 111,582 Short-term tenant receivables 6,271 4,198 Straight-line rent receivable 158,519 144,249 Other accounts receivable 3,334 2,725 Total accounts receivable 652,170 262,754 Provision for doubtful accounts (88,558) (27,826) Total accounts receivable, net $ 563,612 $ 234,928 The following table summarizes the significant components of notes receivable. September 30, 2020 December 31, 2019 Notes receivable $ 40,566 $ 69,963 Accrued interest 4,006 6,347 Total notes receivable $ 44,572 $ 76,310 |
NOTES RECEIVABLE (Tables)
NOTES RECEIVABLE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Summary of significant components of notes receivable | The following table summarizes the significant components of accounts receivable, net. September 30, 2020 December 31, 2019 Trade receivables $ 484,046 $ 111,582 Short-term tenant receivables 6,271 4,198 Straight-line rent receivable 158,519 144,249 Other accounts receivable 3,334 2,725 Total accounts receivable 652,170 262,754 Provision for doubtful accounts (88,558) (27,826) Total accounts receivable, net $ 563,612 $ 234,928 The following table summarizes the significant components of notes receivable. September 30, 2020 December 31, 2019 Notes receivable $ 40,566 $ 69,963 Accrued interest 4,006 6,347 Total notes receivable $ 44,572 $ 76,310 |
PREPAID EXPENSES AND OTHER AS_2
PREPAID EXPENSES AND OTHER ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expense and Other Assets [Abstract] | |
Summary of significant components of Prepaid expenses and other assets | The following table summarizes the significant components of prepaid expenses and other assets. September 30, 2020 December 31, 2019 Gross Asset Accumulated Balance Gross Asset Accumulated Balance Intangible assets: Above-market tenant leases, net $ 152,078 $ (68,651) $ 83,427 $ 177,480 $ (79,467) $ 98,013 Real estate tax stabilization agreement, net 111,506 (62,438) 49,068 111,506 (57,704) 53,802 Total intangible assets $ 263,584 $ (131,089) $ 132,495 $ 288,986 $ (137,171) $ 151,815 Remaining prepaid expenses and other assets: Restricted cash 93,442 77,683 Security and escrow deposits 1,303 1,259 Prepaid expenses 43,694 27,632 Other non-tenant receivables 65,543 56,948 Operating lease right of use assets, net 394,987 402,573 Finance lease right of use assets, net 7,899 7,995 Other 18,469 19,155 Total remaining prepaid expenses and other assets 625,337 593,245 Total prepaid expenses and other assets $ 757,832 $ 745,060 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Summary of significant components of Accounts payable and accrued expenses | The following table summarizes the significant components of accounts payable and accrued expenses. September 30, 2020 December 31, 2019 Gross Accumulated Balance Gross Accumulated Balance Intangible liabilities: Below-market tenant leases, net 227,451 (64,897) $ 162,554 218,608 (56,893) $ 161,715 Total intangible liabilities $ 227,451 $ (64,897) $ 162,554 $ 218,608 $ (56,893) $ 161,715 Remaining accounts payable and accrued expenses: Accrued interest 66,955 42,371 Accounts payable and accrued expenses 100,400 71,720 Accrued real estate taxes 82,845 53,210 Deferred gains/income 85,762 85,598 Accrued payroll and other employee liabilities 65,876 61,002 Construction payable 265,716 301,096 Tenant and other deposits 15,221 15,078 Insurance reserve liability 12,433 12,787 Finance lease obligations 9,093 9,094 Conditional asset retirement obligation liability 2,528 3,275 Lease liability right of use 75,828 78,500 Other 79,833 131,684 Total remaining Accounts payable and accrued expenses 862,490 865,415 Total Accounts payable and accrued expenses $ 1,025,044 $ 1,027,130 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of contractual rental expense | The following is a summary of our contractual rental expense as presented in our Consolidated Statements of Operations and Comprehensive Income (Loss): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 (Dollars in thousands) Contractual rent expense, including participation rent $ 4,254 $ 3,475 $ 13,249 $ 9,667 Contractual rent expense, including participation rent and excluding amortization of above and below-market ground leases and straight-line rent 3,315 3,475 9,805 9,667 |
ORGANIZATION (Details)
ORGANIZATION (Details) | 9 Months Ended | |
Sep. 30, 2020property$ / shares | Mar. 28, 2018$ / shares | |
Real estate properties | ||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 |
United States | Regional Malls | ||
Real estate properties | ||
Number of Real Estate Properties | property | 122 | |
Brookfield Property REIT Inc. | ||
Real estate properties | ||
Common equity ownership in GGP Limited Partnership (as a percent) | 99.00% | |
Limited Partners and Certain Previous Contributors of Properties to BPROP | ||
Real estate properties | ||
Ownership in GGP Limited held by limited partners (as a percent) | 1.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reclassifications and Properties (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 173,341 | $ 197,829 | ||
Restricted cash | 93,442 | 77,683 | ||
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | 266,783 | $ 237,089 | $ 275,512 | $ 298,693 |
Change in restricted cash related to operating activities | (93,671) | 252,193 | ||
Change in restricted cash related to investing activities | (182,930) | (395,973) | ||
Change in restricted cash related to financing activities | $ 267,872 | $ 82,176 | ||
Minimum | Buildings and improvements | ||||
Cash and Cash Equivalents [Abstract] | ||||
Estimated useful lives | 10 years | |||
Minimum | Equipment and fixtures | ||||
Cash and Cash Equivalents [Abstract] | ||||
Estimated useful lives | 3 years | |||
Maximum | Buildings and improvements | ||||
Cash and Cash Equivalents [Abstract] | ||||
Estimated useful lives | 45 years | |||
Maximum | Equipment and fixtures | ||||
Cash and Cash Equivalents [Abstract] | ||||
Estimated useful lives | 20 years | |||
Revolving Credit Facility | ||||
Cash and Cash Equivalents [Abstract] | ||||
Credit risk exposure amount | $ 1,500,000 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Acquisitions of Operating Properties (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Acquisitions of operating properties | |||||
Gross Asset | $ 263,584,000 | $ 263,584,000 | $ 288,986,000 | ||
Accumulated Amortization | (131,089,000) | (131,089,000) | (137,171,000) | ||
Balance | 132,495,000 | 132,495,000 | 151,815,000 | ||
Amortization/accretion effect on continuing operations | (16,079,000) | $ (8,665,000) | (61,235,000) | $ (18,446,000) | |
Future amortization/accretion of intangibles | |||||
2020 Remaining | 14,771,000 | 14,771,000 | |||
2021 | 42,449,000 | 42,449,000 | |||
2022 | 31,641,000 | 31,641,000 | |||
2023 | 24,163,000 | 24,163,000 | |||
2024 | 19,974,000 | 19,974,000 | |||
Tenant leases, In-place value | |||||
Acquisitions of operating properties | |||||
Gross Asset | 314,921,000 | 314,921,000 | 311,838,000 | ||
Accumulated Amortization | (99,142,000) | (99,142,000) | (72,658,000) | ||
Balance | $ 215,779,000 | $ 215,779,000 | $ 239,180,000 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Management Fees and Other Corporate Revenues, and Impairment (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Management Fees and Other Corporate Revenues | ||||
Percentage of revenue earned from joint venture reported as management fees | 100.00% | |||
Management fees from affiliates | $ 28,923,000 | $ 44,206,000 | $ 90,826,000 | $ 123,444,000 |
Management fee expense | (9,007,000) | (11,956,000) | (25,911,000) | (36,485,000) |
Net management fees from affiliates | 19,916,000 | $ 32,250,000 | 64,915,000 | $ 86,959,000 |
Revenue from Related Parties | $ 4,600,000 | $ 12,400,000 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 29, 2020 | Jun. 29, 2020 | Jan. 01, 2020 | Dec. 31, 2019 | Jan. 01, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Concentration Risk, Percentage | 10.00% | ||||||||
Assets | $ 22,051,720,000 | $ 22,051,720,000 | $ 21,973,386,000 | ||||||
Minimum rents | 249,167,000 | $ 224,326,000 | 752,053,000 | $ 665,263,000 | |||||
Tenant recoveries | 101,133,000 | 89,253,000 | 298,029,000 | 269,346,000 | |||||
Overage rent | 1,567,000 | 2,865,000 | 7,060,000 | 9,159,000 | |||||
Total contractual operating lease billings | 354,504,000 | 320,319,000 | 1,062,146,000 | 950,088,000 | |||||
Total lease liability | 75,828,000 | 75,828,000 | 78,500,000 | ||||||
Variable-rate debt | 7,475,259,000 | 7,475,259,000 | 7,275,562,000 | ||||||
Accumulated deficit | (5,426,952,000) | (5,426,952,000) | (5,076,455,000) | ||||||
Recognition of right-of-use asset | $ 394,987,000 | $ 53,779,000 | $ 394,987,000 | $ 53,779,000 | $ 0 | 402,573,000 | $ 73,633,000 | ||
Weighted-average discount rate | 7.68% | 7.36% | 7.68% | 7.36% | |||||
Straight-line rent receivable | $ 158,519,000 | $ 158,519,000 | 144,249,000 | ||||||
Amortization of right-of-use assets | 7,681,000 | $ 3,934,000 | |||||||
Collection of Rental Income, Percent | 65.00% | ||||||||
Contract with Customer, Refund Liability | $ 59,800,000 | 59,800,000 | $ 36,900,000 | ||||||
Provision for impairment | 0 | $ 38,794,000 | 71,455,000 | 223,142,000 | |||||
Severance Costs | 12,000,000 | ||||||||
Revenue from Related Parties | 4,600,000 | 12,400,000 | |||||||
530 Fifth Ave [Member] | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Provision for impairment | 184,300,000 | ||||||||
SoNo Collection [Member] | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Provision for impairment | $ 38,800,000 | ||||||||
Unconsolidated Properties | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Assets | 23,584,999,000 | 23,584,999,000 | 24,083,480,000 | ||||||
Contract with Customer, Refund Liability | 81,000,000 | 81,000,000 | $ 47,400,000 | ||||||
Portion at Fair Value Measurement | Unconsolidated Properties | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Contract with Customer, Refund Liability | 40,100,000 | 40,100,000 | 24,900,000 | ||||||
Straight Line Rent Receivable [Member] | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Contract with Customer, Refund Liability | 7,400,000 | 7,400,000 | 2,400,000 | ||||||
Straight Line Rent Receivable [Member] | Unconsolidated Properties | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Contract with Customer, Refund Liability | 10,100,000 | 10,100,000 | 3,000,000 | ||||||
Straight Line Rent Receivable [Member] | Portion at Fair Value Measurement | Unconsolidated Properties | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Contract with Customer, Refund Liability | 4,800,000 | 4,800,000 | $ 1,500,000 | ||||||
Revolving Credit Facility | |||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||
Variable-rate debt | 5,769,460,000 | ||||||||
Amount outstanding | $ 920,000,000 | $ 920,000,000 | $ 715,000,000 |
ACQUISITIONS, SALES AND JOINT_3
ACQUISITIONS, SALES AND JOINT VENTURE ACTIVITY - Narrative (Details) - USD ($) | May 28, 2020 | May 27, 2020 | Mar. 11, 2020 | Feb. 21, 2020 | Feb. 07, 2020 | Feb. 06, 2020 | Jan. 14, 2020 | Jan. 09, 2020 | Sep. 13, 2019 | Aug. 26, 2019 | Aug. 25, 2019 | Aug. 19, 2019 | Aug. 12, 2019 | Aug. 09, 2019 | Jul. 26, 2019 | Jun. 28, 2019 | Apr. 19, 2019 | Jan. 07, 2019 | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Sep. 03, 2020 | Jan. 01, 2020 | Apr. 09, 2019 | Jan. 01, 2019 |
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Recognition of right-of-use asset | $ 394,987,000 | $ 402,573,000 | $ 53,779,000 | $ 394,987,000 | $ 53,779,000 | $ 402,573,000 | $ 0 | $ 73,633,000 | ||||||||||||||||||||
Servicing Assets and Servicing Liabilities at Fair Value, Assumptions Used to Estimate Fair Value, Discount Rate | 10.75% | 5.50% | ||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||
Proceeds from sales of investment properties and Unconsolidated Real Estate Affiliates | $ 84,450,000 | $ 173,774,000 | ||||||||||||||||||||||||||
Real Estate Investments, Net | $ 19,725,349,000 | $ 19,905,008,000 | 19,725,349,000 | $ 19,905,008,000 | ||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | (645,000) | 33,640,000 | 10,882,000 | 137,994,000 | ||||||||||||||||||||||||
Real Estate Investment Property, Net | 15,263,352,000 | 15,270,716,000 | 15,263,352,000 | 15,270,716,000 | ||||||||||||||||||||||||
Security and escrow deposits | 1,303,000 | 1,259,000 | 1,303,000 | 1,259,000 | ||||||||||||||||||||||||
change in control of investment properties | 0 | 39,712,000 | (15,433,000) | 39,712,000 | ||||||||||||||||||||||||
Retail investment, net | 0 | 24,182,000 | 0 | 24,182,000 | ||||||||||||||||||||||||
Provision for impairment | 0 | 38,794,000 | 71,455,000 | 223,142,000 | ||||||||||||||||||||||||
Sears JV [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Proceeds from Sale of Real Estate | $ 5,000,000 | |||||||||||||||||||||||||||
Gain (Loss) on Sale of Other Investments | $ 3,600,000 | |||||||||||||||||||||||||||
Camp NYC, INC [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Business Acquisition, Date of Acquisition Agreement | $ 5,000,000 | |||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 5.50% | |||||||||||||||||||||||||||
Outparcels [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Proceeds from Sale of Real Estate | $ 12,100,000 | |||||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | $ 7,800,000 | |||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Partners' Capital, Other | $ (32.5) | |||||||||||||||||||||||||||
Investment Company, Net Assets, Period Increase (Decrease) | 808 | |||||||||||||||||||||||||||
Business Acquisition, Date of Acquisition Agreement | $ 153,000,000 | $ 805,400,000 | ||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 99.677% | 49.677% | 50.00% | |||||||||||||||||||||||||
Proceeds from Sale of Real Estate | $ 12,600,000 | |||||||||||||||||||||||||||
Proceeds from Collection of Notes Receivable | 249,500,000 | |||||||||||||||||||||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | 808,000,000 | |||||||||||||||||||||||||||
Noncontrolling Interest, Decrease from Deconsolidation | 2,600,000 | |||||||||||||||||||||||||||
Interest Income, Other | 54,700,000 | |||||||||||||||||||||||||||
Gain (Loss) on Sale of Investments | 39,700,000 | |||||||||||||||||||||||||||
Professional Fees | $ 400,000 | |||||||||||||||||||||||||||
Fair Value, Net Asset (Liability) | 1,560.5 | |||||||||||||||||||||||||||
Contribution of Property | 364,300,000 | |||||||||||||||||||||||||||
Fair Value of Assets Acquired | 404,000,000 | |||||||||||||||||||||||||||
Fair Value, Net Asset (Liability) | $ 12,200,000 | |||||||||||||||||||||||||||
SoNo Collection [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 12.90% | 17.00% | 19.50% | |||||||||||||||||||||||||
Proceeds from Partnership Contribution | $ 70,800,000 | |||||||||||||||||||||||||||
Sale of Stock, Percentage of Ownership before Transaction | 80.50% | |||||||||||||||||||||||||||
Provision for impairment | $ 38,800,000 | |||||||||||||||||||||||||||
Authentic Brands Group, LLC [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 1.20% | 49.30% | 50.70% | |||||||||||||||||||||||||
Proceeds from Sales of Business, Affiliate and Productive Assets | $ 33,500,000 | |||||||||||||||||||||||||||
Proceeds from Sale of Real Estate | $ 32,100,000 | |||||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | $ 1,400,000 | 16,800,000 | ||||||||||||||||||||||||||
Fair Value of Assets Acquired | $ 32,100,000 | |||||||||||||||||||||||||||
Bayside [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 12.00% | |||||||||||||||||||||||||||
Proceeds from Sale of Real Estate | $ 42,000,000 | |||||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | $ 104,400,000 | |||||||||||||||||||||||||||
Aeropostale [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 27.00% | |||||||||||||||||||||||||||
Proceeds from Sales of Business, Affiliate and Productive Assets | $ 36,000,000 | |||||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates - (loss) gain on investment, net | $ 15,100,000 | |||||||||||||||||||||||||||
Allied Esports Entertainment [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 758,725 | |||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 6.59 | |||||||||||||||||||||||||||
Business Acquisition, Date of Acquisition Agreement | $ 5,000,000 | |||||||||||||||||||||||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | 0.6 | $ 4,000,000 | ||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 9393.00% | 3.20% | ||||||||||||||||||||||||||
Coronado Center [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Non Cash Contribution for Formation of Assets | $ 53,100,000 | |||||||||||||||||||||||||||
Water Tower Place [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 9393.00% | |||||||||||||||||||||||||||
change in control of investment properties | $ (15,400,000) | |||||||||||||||||||||||||||
P.F Chang's [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Business Acquisition, Date of Acquisition Agreement | $ 10,000,000 | |||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 3.20% | |||||||||||||||||||||||||||
Industrious National Management [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 2.00% | |||||||||||||||||||||||||||
Payments to Acquire Real Estate and Real Estate Joint Ventures | $ 5,000,000 | |||||||||||||||||||||||||||
Mall in Columbia [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Non Cash Contribution for Formation of Assets | $ 45,500,000 | |||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 0.323% | |||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Annual Principal Payment | $ (720) | |||||||||||||||||||||||||||
Repayments of Debt | $ 180,000,000 | |||||||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 9,717.658 | 9,717.658 | ||||||||||||||||||||||||||
Series B Preferred Stock [Member] | Camp NYC, INC [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 690,427 | |||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | |||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 7.24 | |||||||||||||||||||||||||||
Series F Preferred Stock [Member] | Pinstripes, Inc. [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | |||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 8 | |||||||||||||||||||||||||||
Ownership in investment properties by joint venture, percentage | 7.60% | |||||||||||||||||||||||||||
Proceeds from Sales of Business, Affiliate and Productive Assets | $ 10 | |||||||||||||||||||||||||||
Series F Preferred Stock [Member] | Industrious National Management [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 1,250,000 | |||||||||||||||||||||||||||
Series A Preferred Stock [Member] | P.F Chang's [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 10,000,000 | |||||||||||||||||||||||||||
Preferred Class A [Member] | P.F Chang's [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | |||||||||||||||||||||||||||
Common Class A | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 41,743,422 | 64,024,422 | 41,743,422 | 64,024,422 | ||||||||||||||||||||||||
Common Class A | P.F Chang's [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 1 | |||||||||||||||||||||||||||
Series D Preferred Stock [Member] | Industrious National Management [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 2,255,503 | |||||||||||||||||||||||||||
Series D [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 532,749.6574 | 532,749.6574 | ||||||||||||||||||||||||||
Series D [Member] | Industrious National Management [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 2.22 | |||||||||||||||||||||||||||
Common Stock | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Shares, Outstanding | 788,734.3886 | 788,734.3886 | ||||||||||||||||||||||||||
Common Stock | Allied Esports Entertainment [Member] | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | |||||||||||||||||||||||||||
Unconsolidated Real Estate Affiliates | ||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||||
Recognition of right-of-use asset | $ 68,100,000 | $ 68,900,000 | $ 68,100,000 | $ 68,900,000 | ||||||||||||||||||||||||
Provision for impairment | $ 4,939,000 | $ 0 | $ 88,856,000 | $ 0 |
FAIR VALUE (Details)
FAIR VALUE (Details) - USD ($) | Apr. 19, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Sep. 29, 2019 |
Carrying Amount | |||||||
Fixed-rate debt | $ 8,854,870,000 | $ 8,854,870,000 | $ 8,627,332,000 | ||||
Variable-rate debt | 7,475,259,000 | 7,475,259,000 | 7,275,562,000 | ||||
Total Mortgages, notes and loans payable | 16,330,129,000 | 16,330,129,000 | 15,902,894,000 | ||||
Estimated Fair Value | |||||||
Fixed-rate debt | 8,813,125,000 | 8,813,125,000 | 8,631,704,000 | ||||
Variable-rate debt | 7,527,617,000 | 7,527,617,000 | 7,355,744,000 | ||||
Total long-term debt, fair value | 16,340,742,000 | 16,340,742,000 | 15,987,448,000 | ||||
Market rate adjustments | 3,500,000 | 3,500,000 | 4,700,000 | ||||
Deferred Finance Costs, Net | 113,300,000 | $ 113,300,000 | $ 131,800,000 | ||||
Variable rate basis | LIBOR | ||||||
Servicing Assets and Servicing Liabilities at Fair Value, Assumptions Used to Estimate Fair Value, Discount Rate | 10.75% | 5.50% | |||||
Held-to-maturity, Securities in Unrealized Loss Positions, Qualitative Disclosure, Other, Fair Value Volatility, Rate | 9.50% | 4.00% | |||||
Provision for impairment | 0 | $ 38,794,000 | $ 71,455,000 | $ 223,142,000 | |||
Pinstripes, Inc. [Member] | Series F Preferred Stock [Member] | |||||||
Estimated Fair Value | |||||||
Proceeds from Sales of Business, Affiliate and Productive Assets | $ 10 | ||||||
Fair Value, Inputs, Level 3 | Fair Value, Nonrecurring | |||||||
Estimated Fair Value | |||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Gross | 86,337 | 419,327 | 86,337 | 419,327 | $ 599,721 | ||
Estimate of Fair Value Measurement | Fair Value, Nonrecurring | |||||||
Estimated Fair Value | |||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Gross | $ 86,337 | $ 419,327 | $ 86,337 | $ 419,327 | $ 599,721 | ||
Minimum | |||||||
Estimated Fair Value | |||||||
Servicing Assets and Servicing Liabilities at Fair Value, Assumptions Used to Estimate Fair Value, Discount Rate | 9.75% | ||||||
Held-to-maturity, Securities in Unrealized Loss Positions, Qualitative Disclosure, Other, Fair Value Volatility, Rate | 9.50% | ||||||
Maximum | |||||||
Estimated Fair Value | |||||||
Servicing Assets and Servicing Liabilities at Fair Value, Assumptions Used to Estimate Fair Value, Discount Rate | 11.00% | ||||||
Held-to-maturity, Securities in Unrealized Loss Positions, Qualitative Disclosure, Other, Fair Value Volatility, Rate | 10.25% |
UNCONSOLIDATED REAL ESTATE AF_2
UNCONSOLIDATED REAL ESTATE AFFILIATES - Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Assets: | |||||||||
Land | $ 3,719,749 | $ 3,719,749 | $ 3,659,595 | ||||||
Buildings and equipment | 14,225,715 | 14,225,715 | 14,020,589 | ||||||
Less accumulated depreciation | (2,917,298) | (2,917,298) | (2,569,911) | ||||||
Construction in progress | 235,186 | 235,186 | 160,443 | ||||||
Net property and equipment | 15,263,352 | 15,263,352 | 15,270,716 | ||||||
Net investment in real estate | 19,725,349 | 19,725,349 | 19,905,008 | ||||||
Cash and cash equivalents | 173,341 | 173,341 | 197,829 | ||||||
Accounts receivable, net | 234,928 | ||||||||
Notes receivable | 44,572 | 44,572 | 76,310 | ||||||
Deferred expenses, net | 166,956 | 166,956 | 188,591 | ||||||
Prepaid expenses and other assets (see Notes 7 and 14) | 757,832 | 757,832 | 745,060 | ||||||
Total assets | 22,051,720 | 22,051,720 | 21,973,386 | ||||||
Liabilities and Owners' Equity: | |||||||||
Redeemable noncontrolling interests | 61,670 | 61,670 | $ 61,837 | $ 61,406 | 62,235 | ||||
Cumulative effect of foreign currency translation ("CFCT") | (104,351) | $ (87,530) | (104,351) | $ (87,530) | |||||
Total liabilities, redeemable interests and equity | 22,051,720 | 22,051,720 | 21,973,386 | ||||||
Investment in Unconsolidated Real Estate Affiliates, Net: | |||||||||
Owners' equity | (3,406,558) | (2,257,201) | (3,406,558) | (2,257,201) | $ (3,037,318) | (3,295,107) | $ (2,060,136) | $ (2,775,422) | |
Retail investment, net | 0 | 0 | 24,182 | ||||||
Investment in Unconsolidated Real Estate Affiliates | 4,461,997 | 4,461,997 | 4,634,292 | ||||||
Liability - Investment in Unconsolidated Real Estate Affiliates | (131,201) | (131,201) | (125,565) | ||||||
Revenues: | |||||||||
Other | 11,353 | 13,450 | 34,643 | 34,368 | |||||
Total revenues | 366,983 | 375,125 | 1,145,078 | 1,112,540 | |||||
Operating Expenses: | |||||||||
Real estate taxes | 51,054 | 43,726 | 147,517 | 126,955 | |||||
Property maintenance costs | 6,640 | 6,297 | 22,200 | 22,693 | |||||
Marketing | 1,197 | 965 | 3,602 | 2,790 | |||||
Other property operating costs | 51,471 | 45,271 | 138,554 | 129,768 | |||||
Property Management and Other Costs | 62,836 | 59,042 | 181,335 | 174,339 | |||||
General and administrative | 5,753 | 4,929 | 15,645 | 15,661 | |||||
Depreciation and amortization | 165,200 | 120,249 | 485,442 | 357,429 | |||||
Total operating expenses | 344,151 | 319,273 | 1,065,750 | 1,061,956 | |||||
Interest and dividend income | 1,969 | 12,138 | 5,828 | 23,451 | |||||
Interest expense | (164,443) | (180,755) | (507,209) | (494,306) | |||||
Provision for income taxes | (5,808) | 14,021 | (4,596) | 6,068 | |||||
Allocation to noncontrolling interests | 19,630 | 3,366 | 60,807 | 34,617 | |||||
Equity In Income (Loss) of Unconsolidated Real Estate Affiliates: | |||||||||
Equity in loss of Unconsolidated Real Estate Affiliates | (44,155) | 16,145 | (105,424) | 434 | |||||
Provision for impairment | 0 | 38,794 | 71,455 | 223,142 | |||||
Unconsolidated Properties | |||||||||
Assets: | |||||||||
Land | 3,470,227 | 3,470,227 | 3,458,485 | ||||||
Buildings and equipment | 21,973,927 | 21,973,927 | 22,119,745 | ||||||
Less accumulated depreciation | (4,525,417) | (4,525,417) | (4,303,109) | ||||||
Construction in progress | 411,147 | 411,147 | 657,170 | ||||||
Net investment in real estate | 21,329,884 | 21,329,884 | 21,932,291 | ||||||
Cash and cash equivalents | 548,509 | 548,509 | 662,879 | ||||||
Accounts receivable, net | 737,208 | 737,208 | 344,946 | ||||||
Notes receivable | 20,648 | 20,648 | 22,497 | ||||||
Deferred expenses, net | 397,361 | 397,361 | 428,460 | ||||||
Prepaid expenses and other assets (see Notes 7 and 14) | 551,389 | 551,389 | 692,407 | ||||||
Total assets | 23,584,999 | 23,584,999 | 24,083,480 | ||||||
Liabilities and Owners' Equity: | |||||||||
Mortgages, notes and loans payable | 14,757,099 | 14,757,099 | 15,173,099 | ||||||
Accounts payable, accrued expenses, and other liabilities | 946,378 | 946,378 | 1,079,915 | ||||||
Cumulative effect of foreign currency translation ("CFCT") | (33,230) | (33,230) | (9,985) | ||||||
Owners' equity, excluding CFCT | 7,914,752 | 7,914,752 | 7,840,451 | ||||||
Total liabilities, redeemable interests and equity | 23,584,999 | 23,584,999 | 24,083,480 | ||||||
Investment in Unconsolidated Real Estate Affiliates, Net: | |||||||||
Owners' equity | 7,881,522 | 7,881,522 | 7,830,466 | ||||||
Less: joint venture partners' equity | (4,414,973) | (4,414,973) | (4,357,244) | ||||||
Plus: excess investment/basis differences | 829,842 | 829,842 | 954,262 | ||||||
Investment in Unconsolidated Real Estate Affiliates, net (equity method) | 4,296,391 | 4,296,391 | 4,427,484 | ||||||
Cost-method Investments | |||||||||
Investment in Unconsolidated Real Estate Affiliates, Net: | |||||||||
Investment in Unconsolidated Real Estate Affiliates, net (securities) | 34,405 | 34,405 | 57,061 | ||||||
Joint Venture Partner | |||||||||
Investment in Unconsolidated Real Estate Affiliates, Net: | |||||||||
Investment in Unconsolidated Real Estate Affiliates | 4,330,796 | 4,330,796 | $ 4,508,727 | ||||||
Unconsolidated Real Estate Affiliates | |||||||||
Revenues: | |||||||||
Rental revenues, net | 463,181 | 622,704 | 1,507,450 | 1,885,482 | |||||
Condominium sales | 0 | 9,390 | 16,215 | 9,390 | |||||
Other | 6,695 | 51,224 | 32,650 | 85,059 | |||||
Total revenues | 469,876 | 683,318 | 1,556,315 | 1,979,931 | |||||
Operating Expenses: | |||||||||
Real estate taxes | 51,806 | 61,633 | 162,846 | 184,215 | |||||
Property maintenance costs | 9,668 | 11,886 | 33,326 | 40,026 | |||||
Marketing | 3,810 | 4,111 | 12,923 | 13,930 | |||||
Other property operating costs | 72,908 | 87,034 | 208,412 | 249,925 | |||||
Condominium cost of sales | 6 | 6,844 | 9,930 | 6,844 | |||||
Property Management and Other Costs | 20,780 | 27,645 | 59,973 | 83,649 | |||||
General and administrative | 183 | 1,309 | 1,153 | 3,440 | |||||
Depreciation and amortization | 228,222 | 254,413 | 680,430 | 780,729 | |||||
Total operating expenses | 392,322 | 454,875 | 1,257,849 | 1,362,758 | |||||
Interest and dividend income | 372 | 3,288 | 4,087 | 8,783 | |||||
Interest expense | (161,672) | (188,722) | (495,283) | (538,394) | |||||
Provision for income taxes | (640) | (354) | (1,471) | (743) | |||||
Equity in loss of unconsolidated joint ventures | 0 | (6,254) | 0 | (23,498) | |||||
Income (loss) from continuing operations | (84,386) | 36,401 | (194,201) | 63,321 | |||||
Allocation to noncontrolling interests | (2) | (13) | (26) | (40) | |||||
Net income attributable to common stockholders | (84,388) | 36,388 | (194,227) | 63,281 | |||||
Equity In Income (Loss) of Unconsolidated Real Estate Affiliates: | |||||||||
Net income (loss) attributable to the ventures | (84,388) | 36,388 | (194,227) | 63,281 | |||||
Joint venture partners' share of (income) loss | 45,615 | (15,576) | 108,146 | (28,202) | |||||
Gain on retail investment | 0 | 5,785 | 0 | 1,249 | |||||
Amortization of capital or basis differences | (5,382) | (10,452) | (19,343) | (35,894) | |||||
Equity in loss of Unconsolidated Real Estate Affiliates | (44,155) | 16,145 | (105,424) | 434 | |||||
Provision for impairment | $ 4,939 | $ 0 | $ 88,856 | $ 0 |
UNCONSOLIDATED REAL ESTATE AF_3
UNCONSOLIDATED REAL ESTATE AFFILIATES - Narrative (Details) | May 28, 2020 | May 27, 2020 | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020joint_venture | Sep. 30, 2020numberOfProperties | Sep. 30, 2020Asset | Feb. 28, 2020USD ($) | Feb. 27, 2020USD ($) | Jan. 01, 2020USD ($) | Dec. 31, 2019USD ($)Asset | May 01, 2019 | Jan. 01, 2019USD ($) |
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Recognition of right-of-use asset | $ 394,987,000 | $ 53,779,000 | $ 394,987,000 | $ 53,779,000 | $ 0 | $ 402,573,000 | $ 73,633,000 | ||||||||
Total lease liability | 75,828,000 | 75,828,000 | $ 78,500,000 | ||||||||||||
Number of Properties Subject to Ground Leases | Asset | 24 | 24 | |||||||||||||
Provision for impairment | 0 | 38,794,000 | 71,455,000 | 223,142,000 | |||||||||||
Interest rate | 5.75% | ||||||||||||||
Non-Recourse Debt | 10,500,000,000 | 10,500,000,000 | |||||||||||||
Water Tower Place [Member] | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Ownership in Investment Properties by Joint Venture Percentage | 4950.00% | ||||||||||||||
Loans in default [Member] | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Non-Recourse Debt | 560,900,000 | 560,900,000 | |||||||||||||
Carrying Value [Member] | Loans in default [Member] | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Non-Recourse Debt | 548,100,000 | 548,100,000 | |||||||||||||
Miami Design District [Member] | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 500,000,000 | $ 480,000,000 | |||||||||||||
Interest rate | 4.13% | 2.50% | |||||||||||||
Debt Issuance Costs, Gross | $ 3,700,000 | ||||||||||||||
Unconsolidated Real Estate Affiliates | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Recognition of right-of-use asset | 68,100,000 | 68,100,000 | $ 68,900,000 | ||||||||||||
Total lease liability | 70,100,000 | 70,100,000 | 71,000,000 | ||||||||||||
Provision for impairment | 4,939,000 | $ 0 | 88,856,000 | $ 0 | |||||||||||
Unconsolidated Properties | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Entity's proportionate share in indebtedness secured by Unconsolidated Properties including retained debt | 7,000,000,000 | 7,000,000,000 | 7,200,000,000 | ||||||||||||
Number of unconsolidated properties with retained debt | joint_venture | 1 | ||||||||||||||
Aggregate carrying value of retained debt, reflected as a reduction in entity's investment in Unconsolidated Real Estate Affiliates | $ 80,200,000 | $ 80,200,000 | $ 81,500,000 | ||||||||||||
United States | Unconsolidated Real Estate Affiliates | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Number of Real Estate Properties | 25 | 59 | |||||||||||||
Brazil | Unconsolidated Real Estate Affiliates | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Number of Joint Ventures in which Entity Holds Interest | joint_venture | 1 | ||||||||||||||
Water Tower Place [Member] | |||||||||||||||
Condensed Combined Financial Information of Unconsolidated Real Estate Affiliates | |||||||||||||||
Ownership in Investment Properties by Joint Venture Percentage | 9393.00% |
MORTGAGES, NOTES AND LOANS PA_3
MORTGAGES, NOTES AND LOANS PAYABLE (Details) | Jul. 29, 2020USD ($) | Jul. 16, 2020USD ($) | May 24, 2020USD ($) | Nov. 01, 2019USD ($) | Sep. 06, 2019USD ($) | Jul. 10, 2019USD ($) | Jul. 05, 2019USD ($) | Jul. 01, 2019USD ($) | Jun. 28, 2019USD ($) | Jun. 06, 2019USD ($) | Apr. 09, 2019 | Aug. 24, 2018USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2007USD ($) | Sep. 30, 2020USD ($) | Jun. 25, 2020USD ($) | May 22, 2020USD ($) | May 19, 2020USD ($) | Apr. 24, 2020USD ($)numberOfProperties | Mar. 25, 2020USD ($) | Feb. 10, 2020USD ($) | Dec. 31, 2019 | Dec. 31, 2019USD ($) | Dec. 31, 2019Rate | Dec. 20, 2019USD ($) | Oct. 31, 2019USD ($) | Sep. 30, 2019 | Aug. 27, 2019USD ($) | Aug. 26, 2019USD ($) | May 01, 2019USD ($) | Apr. 25, 2019USD ($) | Mar. 25, 2019USD ($) |
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Deferred Finance Costs, Net | $ 113,300,000 | $ 113,300,000 | $ 131,800,000 | |||||||||||||||||||||||||||||||
Fixed-rate debt | 8,854,870,000 | 8,854,870,000 | 8,627,332,000 | |||||||||||||||||||||||||||||||
Variable-rate debt | 7,475,259,000 | 7,475,259,000 | 7,275,562,000 | |||||||||||||||||||||||||||||||
Non-Recourse Debt | 10,500,000,000 | 10,500,000,000 | ||||||||||||||||||||||||||||||||
Total Mortgages, notes and loans payable | $ 16,330,129,000 | $ 16,330,129,000 | 15,902,894,000 | |||||||||||||||||||||||||||||||
Weighted-average fixed interest rate (as a percent) | 4.37% | 4.37% | 4.39% | |||||||||||||||||||||||||||||||
Weighted-average variable interest rate (as a percent) | 2.96% | 2.96% | 4.17% | |||||||||||||||||||||||||||||||
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.72% | 3.72% | 4.29% | |||||||||||||||||||||||||||||||
Market rate adjustments | $ 3,500,000 | $ 3,500,000 | 4,700,000 | |||||||||||||||||||||||||||||||
Notes receivable | $ 44,572,000 | $ 44,572,000 | 76,310,000 | |||||||||||||||||||||||||||||||
Debt, Weighted Average Interest Rate | 3.28% | 3.28% | 4.44% | |||||||||||||||||||||||||||||||
Unsecured Debt | $ 31,700,000 | |||||||||||||||||||||||||||||||||
Variable rate basis | LIBOR | |||||||||||||||||||||||||||||||||
Outstanding letter of credit and surety bonds | $ 49,900,000 | $ 49,900,000 | 50,000,000 | |||||||||||||||||||||||||||||||
Interest rate | 5.75% | |||||||||||||||||||||||||||||||||
Repayments of Related Party Debt | 54,600,000 | $ 50,000 | ||||||||||||||||||||||||||||||||
Debt Instrument, Debt Default, Amount | $ 1,300,000,000 | 1,300,000,000 | ||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 1,200,000 | |||||||||||||||||||||||||||||||||
GGP Capital Trust I | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Variable rate basis | LIBOR | |||||||||||||||||||||||||||||||||
GGP Capital Trust I | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Issuance of trust preferred securities | $ 200,000,000 | |||||||||||||||||||||||||||||||||
Issuance of Equity Securities | $ 6,200,000 | |||||||||||||||||||||||||||||||||
Trust Preferred Securities, basis spread on variable rate | 1.45% | 1.45% | ||||||||||||||||||||||||||||||||
Unsecured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Variable-rate debt | $ 4,981,767,000 | $ 4,981,767,000 | 4,769,510,000 | |||||||||||||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed-rate debt | $ 5,927,127,000 | $ 5,927,127,000 | ||||||||||||||||||||||||||||||||
Variable-rate debt | 5,769,460,000 | |||||||||||||||||||||||||||||||||
Weighted-average variable interest rate (as a percent) | 2.81% | 2.81% | 4.16% | |||||||||||||||||||||||||||||||
Long-term Line of Credit | $ 920,000,000 | $ 920,000,000 | 715,000,000 | |||||||||||||||||||||||||||||||
Term Loan A-1 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Due to Other Related Parties | 34,800,000 | 34,800,000 | ||||||||||||||||||||||||||||||||
Unsecured Debt | 900,000,000 | 900,000,000 | ||||||||||||||||||||||||||||||||
Term Loan A-2 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Due to Other Related Parties | 2,000,000,000 | 2,000,000,000 | ||||||||||||||||||||||||||||||||
Unsecured Debt | 2,000,000,000 | $ 2,000,000,000 | ||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 225.00% | |||||||||||||||||||||||||||||||||
Term Loan B | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed-rate debt | 1,955 | $ 1,955 | ||||||||||||||||||||||||||||||||
Unsecured Debt | 2,000,000,000 | $ 2,000,000,000 | ||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 250.00% | |||||||||||||||||||||||||||||||||
Repayments of Related Party Debt | 5,000,000 | |||||||||||||||||||||||||||||||||
Unsecured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | |||||||||||||||||||||||||||||||||
Revolver Net of Financing Costs | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Variable-rate debt | 4,910,043,000 | $ 4,910,043,000 | 4,681,380,000 | |||||||||||||||||||||||||||||||
Secured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed-rate debt | 7,923,131,000 | 7,923,131,000 | 7,638,697,000 | |||||||||||||||||||||||||||||||
Variable-rate debt | $ 2,565,216,000 | $ 2,565,216,000 | 2,594,182,000 | |||||||||||||||||||||||||||||||
Weighted-average fixed interest rate (as a percent) | 4.21% | 4.21% | 4.21% | |||||||||||||||||||||||||||||||
Weighted-average variable interest rate (as a percent) | 3.25% | 3.25% | 4.20% | |||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | $ 1,000,000,000 | |||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 1,300,000,000 | |||||||||||||||||||||||||||||||||
Amount of recourse fixed and variable rate debt | $ 726,600,000 | $ 726,600,000 | ||||||||||||||||||||||||||||||||
Interest rate | 1.75% | |||||||||||||||||||||||||||||||||
Debt Instrument, Annual Principal Payment | $ 10,100,000 | |||||||||||||||||||||||||||||||||
Bonds Net of Financing Costs [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed-rate debt | 931,739,000 | 931,739,000 | 988,635,000 | |||||||||||||||||||||||||||||||
Bonds [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed-rate debt | $ 945,360,000 | $ 945,360,000 | 999,950,000 | |||||||||||||||||||||||||||||||
Weighted-average fixed interest rate (as a percent) | 5.75% | 5.75% | 5.75% | 5.75% | ||||||||||||||||||||||||||||||
Collateralized Debt Obligations [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Land, buildings and equipment and developments in progress (before accumulated depreciation) pledged as collateral | $ 15,800,000,000 | $ 15,800,000,000 | ||||||||||||||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Deferred Finance Costs, Net | 85,300,000 | 85,300,000 | 99,400,000 | |||||||||||||||||||||||||||||||
Loans Payable | $ 1,500,000,000 | $ 920,000,000 | $ 920,000,000 | |||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | 2.25% | ||||||||||||||||||||||||||||||||
Revolving Credit Facility | Minimum | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed Charge Coverage Ratio | 120.00% | |||||||||||||||||||||||||||||||||
Revolving Credit Facility | Maximum | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Fixed Charge Coverage Ratio | 135.00% | |||||||||||||||||||||||||||||||||
Revolving Credit Facility | Debt-to-Value Ratio, 70 to 100 Percent [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Redemption Price, Percentage | 70.00% | |||||||||||||||||||||||||||||||||
Revolving Credit Facility | Revolving Credit Liquidity [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Loans Payable | $ 500,000,000 | |||||||||||||||||||||||||||||||||
Line of Credit Facility, Commitment Fee Amount | 1,000,000,000 | |||||||||||||||||||||||||||||||||
Revolving Credit Facility | Revolving Credit Liquidity [Member] | Minimum | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Line of Credit Facility, Commitment Fee Amount | 10,000,000 | |||||||||||||||||||||||||||||||||
Revolving Credit Facility | Revolving Credit Liquidity [Member] | Maximum | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Line of Credit Facility, Commitment Fee Amount | $ 100,000,000 | |||||||||||||||||||||||||||||||||
Junior subordinated notes | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Weighted-average variable interest rate (as a percent) | 1.72% | 1.72% | 3.39% | |||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | $ 206,200,000 | $ 206,200,000 | 206,200,000 | |||||||||||||||||||||||||||||||
Portion at Fair Value Measurement | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Debt Default, Amount | 1,400,000,000 | 1,400,000,000 | ||||||||||||||||||||||||||||||||
Cross-collateralized | Secured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Variable-rate debt | 1,300,000,000 | 1,300,000,000 | ||||||||||||||||||||||||||||||||
Cross-collateralized | Secured Debt | Extended Maturity [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Variable-rate debt | $ 1,300,000,000 | |||||||||||||||||||||||||||||||||
Interest rate | 1.75% | |||||||||||||||||||||||||||||||||
Loan Processing Fee | $ 1,600,000 | |||||||||||||||||||||||||||||||||
Number of Real Estate Properties | numberOfProperties | 15 | |||||||||||||||||||||||||||||||||
LIBOR | Revolving Credit Facility | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||||||||||||||||||||||||||||||
LIBOR | Term Loan A-1 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||||||||||||||||||||||||||||||
LIBOR | Term Loan A-2 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||||||||||||||||||||||||||||||
LIBOR | Term Loan B | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||||||||||||||||||||||||||||||
LIBOR | Secured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.40% | |||||||||||||||||||||||||||||||||
Brookfield BPY Holdings Inc [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Unsecured Debt | $ 45,300,000 | 61,500,000 | $ 61,500,000 | $ 25,000,000 | $ 45,000,000 | $ 25,000,000 | $ 29,000,000 | $ 27,000,000 | $ 70,500,000 | $ 31,700,000 | $ 341,800,000 | |||||||||||||||||||||||
Interest rate | 1.94% | 2.75% | ||||||||||||||||||||||||||||||||
Repayments of Related Party Debt | $ 45,000,000 | $ 68,000,000 | ||||||||||||||||||||||||||||||||
Brookfield BPY Holdings Inc [Member] | Par Value of Debt [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Unsecured Debt | 59,600,000 | |||||||||||||||||||||||||||||||||
Gain (Loss) on Repurchase of Debt Instrument | $ 14,300,000 | |||||||||||||||||||||||||||||||||
Merrick Park [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 390,000,000 | $ 161,000,000 | ||||||||||||||||||||||||||||||||
Interest rate | 3.90% | 5.73% | ||||||||||||||||||||||||||||||||
Prepayment Penalty | $ 7,900,000 | |||||||||||||||||||||||||||||||||
Park Meadows [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 615,000,000 | $ 360,000,000 | ||||||||||||||||||||||||||||||||
Interest rate | 3.18% | 4.60% | ||||||||||||||||||||||||||||||||
Prepayment Penalty | $ 35,600,000 | |||||||||||||||||||||||||||||||||
Long-term Debt, Gross | 700,000,000 | |||||||||||||||||||||||||||||||||
Park Meadows [Member] | Mezzanine Loan [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 85,000,000 | |||||||||||||||||||||||||||||||||
Interest rate | 6.25% | |||||||||||||||||||||||||||||||||
Park City Center [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 135,000,000 | $ 172,200,000 | ||||||||||||||||||||||||||||||||
Repayments of Debt | $ 36,800,000 | |||||||||||||||||||||||||||||||||
Interest rate | 3.00% | 3.00% | ||||||||||||||||||||||||||||||||
Westlake Center [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 48,800,000 | |||||||||||||||||||||||||||||||||
Repayments of Debt | $ 42,500,000 | |||||||||||||||||||||||||||||||||
Interest rate | 2.50% | |||||||||||||||||||||||||||||||||
The Woodlands Mall [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 465,000,000 | |||||||||||||||||||||||||||||||||
Repayments of Debt | $ 294,000,000 | |||||||||||||||||||||||||||||||||
Debt, Weighted Average Interest Rate | 4.36% | |||||||||||||||||||||||||||||||||
Prepayment Penalty | $ 27,500,000 | |||||||||||||||||||||||||||||||||
The Woodlands Mall [Member] | Secured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Interest rate | 4.83% | |||||||||||||||||||||||||||||||||
The Woodlands Mall [Member] | Senior Loans [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 425,000,000 | |||||||||||||||||||||||||||||||||
Interest rate | 4.25% | |||||||||||||||||||||||||||||||||
The Woodlands Mall [Member] | Loans [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 40,000,000 | |||||||||||||||||||||||||||||||||
Interest rate | 5.50% | |||||||||||||||||||||||||||||||||
830 n michigan [Member] | Secured Debt | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Repayments of Debt | $ 7,000,000 | |||||||||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 720,000,000 | $ 807,500,000 | ||||||||||||||||||||||||||||||||
Repayments of Debt | $ 180,000,000 | |||||||||||||||||||||||||||||||||
Payments for Other Fees | $ 500,000 | |||||||||||||||||||||||||||||||||
Debt Instrument, Annual Principal Payment | 720 | |||||||||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | Mezzanine Loan [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 97,900,000 | |||||||||||||||||||||||||||||||||
Interest rate | 4.25% | |||||||||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | Junior Loans [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 122,300,000 | |||||||||||||||||||||||||||||||||
Interest rate | 5.50% | |||||||||||||||||||||||||||||||||
730 5th Avenue Retail [Member] | Senior Loans [Member] | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 587,300,000 | |||||||||||||||||||||||||||||||||
BPR (Multiple Properties) [Member] | Term Loan A-1 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Unsecured Debt | 700,000,000 | 700,000,000 | ||||||||||||||||||||||||||||||||
Affiliated Entity | Term Loan A-1 | ||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||||||||||||||||||||||
Unsecured Debt | $ 200,000,000 | $ 200,000,000 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)retail_propertycontractrenewal_optionft² | Sep. 30, 2019USD ($) | Jan. 01, 2020USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |||||||
Minimum rents | $ 249,167,000 | $ 224,326,000 | $ 752,053,000 | $ 665,263,000 | |||
Weighted-average discount rate | 7.68% | 7.36% | 7.68% | 7.36% | |||
Overage rent | $ 1,567,000 | $ 2,865,000 | $ 7,060,000 | $ 9,159,000 | |||
Tenant recoveries | 101,133,000 | 89,253,000 | 298,029,000 | 269,346,000 | |||
Operating Lease, Lease Income, Contractual Rent Billed | $ 354,504,000 | $ 320,319,000 | $ 1,062,146,000 | $ 950,088,000 | |||
Lessor, Operating Lease, Fixed Payments, Percentage Of Total Contractual Revenues | 82.40% | 78.00% | 81.50% | 78.90% | |||
Operating lease right-of-use asset | $ 394,987,000 | $ 53,779,000 | $ 394,987,000 | $ 53,779,000 | $ 0 | $ 402,573,000 | $ 73,633,000 |
Operating lease liability | 75,828,000 | $ 75,828,000 | $ 78,500,000 | ||||
Number of retail properties under controlling interest | retail_property | 63 | ||||||
Number of square feet of retail properties under controlling interest | ft² | 55,000,000 | ||||||
Lease termination income, billed | 2,637,000 | 3,875,000 | $ 5,004,000 | 6,320,000 | |||
Adjustment to recognize contractual operating lease billings on a straight-line basis | 1,757,000 | 1,684,000 | 5,943,000 | 5,633,000 | |||
Above and below-market tenant leases, net | 7,193,000 | (37,000) | 7,995,000 | 7,250,000 | |||
Less provision for doubtful accounts | (36,747,000) | (4,497,000) | (56,475,000) | (8,243,000) | |||
Operating Lease, Lease Income | 326,707,000 | 317,469,000 | $ 1,019,609,000 | 954,728,000 | |||
Ground | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Number of operating lease contracts | contract | 7 | ||||||
Straight-line rent expense | 1,773,000 | 620,000 | $ 5,944,000 | 1,998,000 | |||
Office | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Number of operating lease contracts | contract | 1 | ||||||
Straight-line rent expense | $ 1,964,000 | $ 2,164,000 | $ 5,892,000 | $ 5,892,000 | |||
Minimum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Operating lease terms | 4 years | 4 years | |||||
Number of renewal options | renewal_option | 2 | ||||||
Operating lease renewal term | 5 years | 5 years | |||||
Maximum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Operating lease terms | 40 years | 40 years | |||||
Number of renewal options | renewal_option | 3 | ||||||
Operating lease renewal term | 10 years | 10 years |
LEASES - Schedule of Maturity o
LEASES - Schedule of Maturity of Operating Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Remainder of 2020 | $ 2,316 | |
2021 | 9,470 | |
2022 | 9,704 | |
2023 | 9,968 | |
2024 | 10,200 | |
2025 | 10,439 | |
2026 and thereafter | 155,012 | |
Total undiscounted lease payments | 207,109 | |
Less: Present value adjustment | (131,281) | |
Total lease liability | $ 75,828 | $ 78,500 |
LEASES - Schedule of Lease Paym
LEASES - Schedule of Lease Payments to be Received From Operating Leases (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Lessor, Operating Leases After Adoption of 842 | |
Remainder of 2020 | $ 276,694 |
2021 | 1,047,375 |
2022 | 947,590 |
2023 | 828,518 |
2024 | 693,861 |
2025 | 566,118 |
Subsequent | 1,820,055 |
Total payments to be received from operating leases after adoption | $ 6,180,211 |
LEASES - Summary of Additional
LEASES - Summary of Additional Information Related to Operating Leases (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Weighted-average remaining lease term (years) | 23 years 2 months 12 days | 16 years 10 months 24 days |
Weighted-average discount rate | 7.68% | 7.36% |
Supplemental disclosure for the consolidated statements of cash flows: | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 6,947 | $ 6,406 |
LEASES - Schedule of Rental Rev
LEASES - Schedule of Rental Revenues from Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Operating Lease, Lease Income [Abstract] | ||||
Minimum rents, billed | $ 249,167 | $ 224,326 | $ 752,053 | $ 665,263 |
Tenant recoveries, billed | 101,133 | 89,253 | 298,029 | 269,346 |
Lease termination income, billed | 2,637 | 3,875 | 5,004 | 6,320 |
Overage rent, billed | 1,567 | 2,865 | 7,060 | 9,159 |
Total contractual operating lease billings | 354,504 | 320,319 | 1,062,146 | 950,088 |
Adjustment to recognize contractual operating lease billings on a straight-line basis | 1,757 | 1,684 | 5,943 | 5,633 |
Above and below-market tenant leases, net | 7,193 | (37) | 7,995 | 7,250 |
Less provision for doubtful accounts | (36,747) | (4,497) | (56,475) | (8,243) |
Total rental revenues, net | $ 326,707 | $ 317,469 | $ 1,019,609 | $ 954,728 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended |
Sep. 30, 2020USD ($) | |
Income Tax Disclosure [Abstract] | |
Required minimum percentage distribution of ordinary taxable income to stockholders to qualify as a REIT | 90.00% |
Unrecognized tax benefits | $ 0 |
EQUITY AND REDEEMABLE NONCONT_3
EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS (Details) | Oct. 01, 2020USD ($)$ / sharesshares | Aug. 18, 2020USD ($)$ / sharesshares | Aug. 06, 2020$ / shares | Aug. 05, 2020$ / shares | May 07, 2020$ / shares | Feb. 05, 2020$ / shares | Dec. 25, 2019$ / shares | Nov. 04, 2019$ / shares | Aug. 02, 2019$ / shares | Jun. 26, 2019$ / sharesshares | Jun. 25, 2019USD ($)$ / shares | May 06, 2019$ / shares | Mar. 29, 2019USD ($)$ / sharesshares | Mar. 27, 2019USD ($)$ / shares | Feb. 06, 2019$ / shares | Feb. 13, 2013USD ($)$ / sharesshares | Sep. 30, 2020USD ($)$ / sharesRateshares | Jun. 30, 2020USD ($)shares | Mar. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($) | Sep. 30, 2020USD ($)$ / sharesRateshares | Sep. 30, 2019USD ($)$ / shares | Aug. 27, 2019 | Sep. 29, 2020USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Jun. 19, 2019USD ($) | Oct. 18, 2018$ / shares | Aug. 28, 2018 | Mar. 28, 2018$ / shares |
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | 5.00% | ||||||||||||||||||||||||||||||
Percentage of Public Float | 10.00% | ||||||||||||||||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | shares | 7,321,155 | 4,679,802 | 2,606,289 | 855,000 | 197,225 | 200,000 | |||||||||||||||||||||||||
Share Price | $ / shares | $ 12 | $ 20.30 | $ 18.57 | $ 18.56 | $ 18.37 | $ 18.56 | |||||||||||||||||||||||||
Common Unit, Issuance Value | $ 87,900,000 | $ 95,000,000 | $ 29,870,000 | $ 15,870,000 | $ 3,660,000 | $ 3,680,000 | $ 29,870,000 | $ 3,660,000 | |||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 7.50% | 7.50% | |||||||||||||||||||||||||||||
Preferred Units, Cumulative Cash Distributions | $ 183,800,000 | $ 467,300,000 | |||||||||||||||||||||||||||||
Stock Redeemed or Called During Period, Shares | shares | 10,496,703 | ||||||||||||||||||||||||||||||
Cumulative effect of foreign currency translation ("CFCT") | $ (104,351,000) | $ (87,530,000) | (104,351,000) | (87,530,000) | |||||||||||||||||||||||||||
Available-for-sale Securities, Accumulated Gross Unrealized Gain (Loss), before Tax | 30,000 | 12,000 | 30,000 | 12,000 | |||||||||||||||||||||||||||
Redeemable noncontrolling interests | 61,670,000 | $ 61,837,000 | 61,406,000 | 61,670,000 | $ 62,235,000 | ||||||||||||||||||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||||||||||||||||||||||||||
Beginning balance | $ 3,406,558,000 | 3,037,318,000 | 3,295,107,000 | 2,060,136,000 | $ 2,775,422,000 | 3,295,107,000 | 2,775,422,000 | ||||||||||||||||||||||||
Ending balance | 3,406,558,000 | 3,037,318,000 | 2,257,201,000 | 2,060,136,000 | 3,406,558,000 | 2,257,201,000 | |||||||||||||||||||||||||
Allocation to Noncontrolling Interests | |||||||||||||||||||||||||||||||
Distributions to preferred Operating Partnership units | (900,000) | (1,352,000) | (2,716,000) | (4,389,000) | |||||||||||||||||||||||||||
Net (income) loss allocated to noncontrolling interest in consolidated real estate affiliates | 724,000 | 389,000 | 10,089,000 | 10,309,000 | |||||||||||||||||||||||||||
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest | 19,806,000 | 4,329,000 | 53,434,000 | 28,697,000 | |||||||||||||||||||||||||||
Allocation to noncontrolling interests | 19,630,000 | 3,366,000 | 60,807,000 | 34,617,000 | |||||||||||||||||||||||||||
Comprehensive (income) loss allocated to noncontrolling interests | 19,726,000 | 3,366,000 | 62,529,000 | 34,617,000 | |||||||||||||||||||||||||||
Activity of redeemable noncontrolling interests | |||||||||||||||||||||||||||||||
Balance at the beginning of the period | $ 61,670,000 | 62,222,000 | 62,119,000 | 73,696,000 | 73,696,000 | ||||||||||||||||||||||||||
Net income (loss) | (441,000) | 441,000 | |||||||||||||||||||||||||||||
Distributions | (14,935,000) | ||||||||||||||||||||||||||||||
Equity, Fair Value Adjustment | 167,000 | (42,000) | (103,000) | (3,358,000) | |||||||||||||||||||||||||||
Redeemable Noncontrolling Interest Cash Redemption of Operating Partnership Units | $ (10,000) | $ (388,000) | |||||||||||||||||||||||||||||
Balance at the end of the period | $ 61,670,000 | 62,264,000 | $ 62,222,000 | 62,119,000 | $ 61,670,000 | 62,264,000 | |||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.3325 | $ 0.3325 | $ 0.3325 | $ 0.3300 | $ 0.3300 | $ 0.3300 | $ 0.3300 | ||||||||||||||||||||||||
Conversion of preferred share per common share issued upon conversion | shares | 0.016256057 | 0.016256057 | |||||||||||||||||||||||||||||
Preferred Stock dividends declared (in dollars per share) | $ / shares | $ 0.3984 | $ 0.3984 | $ 0.3984 | 0.3984 | $ 0.3984 | $ 0.3984 | $ 0.3984 | ||||||||||||||||||||||||
Preferred Stock, Liquidation Preference, Value | $ 50 | $ 50 | |||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | 3,984,000 | 3,984,000 | 11,953,000 | 11,952,000 | |||||||||||||||||||||||||||
Common Stock, Other Value, Outstanding | $ 0.324405869 | $ 224,500,000 | $ 0.324405869 | $ 224,500,000 | |||||||||||||||||||||||||||
Sale of Stock, Price Per Share | $ / shares | $ 21.39 | $ 21.39 | |||||||||||||||||||||||||||||
Common Stock, Other Shares, Outstanding | shares | 121,203,654 | ||||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | shares | 500,000,000 | 500,000,000 | 500,000,000 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | shares | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | shares | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||||||||||||||||||||
Class B Stock | $ 5,206,000 | $ 5,206,000 | $ 4,937,000 | ||||||||||||||||||||||||||||
Preferred Stock, Dividends, Per Share, Cash Paid | $ / shares | $ 0.100 | $ 0.3984 | $ 0.3984 | $ 0.7968 | $ 0.7968 | ||||||||||||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest | $ 96,000 | $ 0 | $ 1,722,000 | $ 0 | |||||||||||||||||||||||||||
AOCI - Minority Interest | 1,722,000 | 0 | 1,722,000 | 0 | |||||||||||||||||||||||||||
Contract with Customer, Refund Liability | $ 59,800,000 | $ 59,800,000 | $ 36,900,000 | ||||||||||||||||||||||||||||
Class B-2 [Member] | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 965,000,000 | 965,000,000 | |||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.110 | 0.11 | |||||||||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 121,203,654 | 121,203,654 | |||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | shares | 121,203,654 | 121,203,654 | |||||||||||||||||||||||||||||
Common Stock, Voting Rights | 0:1 | ||||||||||||||||||||||||||||||
Class B Stock | $ 965,000,000 | ||||||||||||||||||||||||||||||
Common Class B | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 5,907,500,000 | 5,907,500,000 | 5,907,500,000 | ||||||||||||||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | shares | 1,469,319 | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 21.39 | ||||||||||||||||||||||||||||||
Common Unit, Issuance Value | $ 31,400,000 | ||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 520,528,095 | 520,528,095 | 520,528,095 | ||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | shares | 493,665,297 | 493,665,297 | 493,665,297 | ||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||||
Preferred Stock, Dividends, Per Share, Cash Paid | $ / shares | $ 0.065 | ||||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | 21.39 | ||||||||||||||||||||||||||||||
Common Class A | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 4,517,500,000 | 4,517,500,000 | |||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | Rate | 4.00% | 4.00% | |||||||||||||||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | shares | 2,613,565 | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 13.32 | $ 11.46 | $ 11.46 | ||||||||||||||||||||||||||||
Common Unit, Issuance Value | $ 34,800,000 | ||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares, Outstanding | shares | 41,743,422 | 41,743,422 | 64,024,422 | ||||||||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 43,161,423 | 43,161,423 | |||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | shares | 41,743,422 | 41,743,422 | |||||||||||||||||||||||||||||
Common Stock, Voting Rights | 1:1 | ||||||||||||||||||||||||||||||
Conversion of Stock, Shares Issued | shares | 11,578,482 | ||||||||||||||||||||||||||||||
Conversion Price | $ / shares | $ 13.85 | ||||||||||||||||||||||||||||||
Restricted Stock | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | shares | 647,250 | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 19.40 | ||||||||||||||||||||||||||||||
Common Unit, Issuance Value | $ 12.59 | ||||||||||||||||||||||||||||||
6.375% series A cumulative redeemable perpetual preferred stock | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 25 | ||||||||||||||||||||||||||||||
Redemption price per share (in dollars per share) | $ / shares | $ 25 | $ 25 | |||||||||||||||||||||||||||||
Number of preferred shares redeemed through public offering | shares | 10,000,000 | ||||||||||||||||||||||||||||||
Preferred shares dividend (as a percent) | 6.375% | ||||||||||||||||||||||||||||||
Net proceeds from preferred shares issued after issuance costs | $ 242,000,000 | ||||||||||||||||||||||||||||||
Conversion of preferred share per common share issued upon conversion | shares | 2.4679 | 2.4679 | |||||||||||||||||||||||||||||
Common Class B-1 | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 4,517,500,000 | 4,517,500,000 | |||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.110 | $ 0.11 | |||||||||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 196,886,256 | 196,886,256 | |||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | shares | 196,886,256 | 196,886,256 | |||||||||||||||||||||||||||||
Common Stock, Voting Rights | 1:1 | ||||||||||||||||||||||||||||||
Sale of Stock, Price Per Share | $ / shares | $ 21.39 | $ 21.39 | $ 21.39 | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 19,367,288 | 13,712,834 | |||||||||||||||||||||||||||||
Proceeds from Contributions from Affiliates | $ 414,300,000 | $ 293.3 | |||||||||||||||||||||||||||||
Preferred Stock, Dividends, Per Share, Cash Paid | $ / shares | 0.025 | ||||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 0.075 | ||||||||||||||||||||||||||||||
Conversion of Stock, Shares Issued | shares | 7,495,510 | ||||||||||||||||||||||||||||||
Conversion Price | $ / shares | $ 21.39 | ||||||||||||||||||||||||||||||
Common Class B and Series B Preferred | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.397 | $ 1.015 | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares, Outstanding | shares | 9,717.658 | 9,717.658 | |||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | shares | 425,000,000 | 425,000,000 | |||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | shares | 202,438,184 | 202,438,184 | |||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | shares | 202,438,184 | 202,438,184 | |||||||||||||||||||||||||||||
Preferred Stock, Voting Rights | 1:1 | ||||||||||||||||||||||||||||||
Common Class C | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 640,051,301 | 640,051,301 | 640,051,301 | ||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | shares | 640,051,301 | 640,051,301 | 640,051,301 | ||||||||||||||||||||||||||||
Common Stock, Voting Rights | 1:1 | ||||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||||
Series B [Member] | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Preferred Stock, Dividends, Per Share, Cash Paid | $ / shares | 0.0865 | ||||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 21.39 | ||||||||||||||||||||||||||||||
Series K [Member] | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | 21 | 21 | |||||||||||||||||||||||||||||
Redemption price per share (in dollars per share) | $ / shares | $ 11.57 | $ 19.635 | $ 11.57 | ||||||||||||||||||||||||||||
Conversion of preferred share per common share issued upon conversion | shares | 0.40682134 | 0.40682134 | |||||||||||||||||||||||||||||
Preferred Stock, Redemption Amount | $ 250,000 | $ 26,500,000 | $ 250,000 | ||||||||||||||||||||||||||||
Shares, Outstanding | shares | 320,873.9798 | 320,873.9798 | |||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | shares | 20,275.12 | 1,349,995.76 | 20,275.12 | ||||||||||||||||||||||||||||
Common Stock | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Redemption price per share (in dollars per share) | $ / shares | $ 0.32440587 | $ 0.32440587 | $ 0.32440587 | ||||||||||||||||||||||||||||
Preferred Stock, Redemption Amount | $ 1,100,000 | ||||||||||||||||||||||||||||||
Shares, Outstanding | shares | 788,734.3886 | 788,734.3886 | |||||||||||||||||||||||||||||
Shares, Issued | shares | 49,837.90 | 3,318,399.56 | 49,837.90 | ||||||||||||||||||||||||||||
Series D [Member] | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Conversion ratio for convertible common units to common stock | 1.50821 | ||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares, Outstanding | shares | 532,749.6574 | 532,749.6574 | |||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference, Value | $ 50 | $ 50 | |||||||||||||||||||||||||||||
Preferred Stock Conversions, Inducements | 33.151875 | ||||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | $ 21.9097 | ||||||||||||||||||||||||||||||
Series E [Member] | |||||||||||||||||||||||||||||||
Equity and redeemable noncontrolling interest | |||||||||||||||||||||||||||||||
Conversion ratio for convertible common units to common stock | 1.29836 | ||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Shares, Outstanding | shares | 502,657.8128 | 502,657.8128 | |||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference, Value | $ 50 | $ 50 | |||||||||||||||||||||||||||||
Preferred Stock Conversions, Inducements | 38.51 | ||||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | 18.8613 | ||||||||||||||||||||||||||||||
Redeemable Common Class A | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Option Indexed to Issuer's Equity, Redeemable Stock, Redemption Requirements, Amount | 510,900,000 | 510,900,000 | |||||||||||||||||||||||||||||
6.375% Series A Cumulative Perpetual Redeemable Preferred Stock, par value $0.01 per share | |||||||||||||||||||||||||||||||
Common Stock Dividend | |||||||||||||||||||||||||||||||
Option Indexed to Issuer's Equity, Redeemable Stock, Redemption Requirements, Amount | 55,500,000 | 55,500,000 | |||||||||||||||||||||||||||||
Accumulated Other Comprehensive Loss | |||||||||||||||||||||||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||||||||||||||||||||||||||
Beginning balance | (102,599,000) | (101,715,000) | $ (85,402,000) | (81,974,000) | (82,653,000) | (85,402,000) | (82,653,000) | ||||||||||||||||||||||||
Ending balance | (102,599,000) | (101,715,000) | (87,518,000) | (81,974,000) | (102,599,000) | (87,518,000) | |||||||||||||||||||||||||
Noncontrolling Interest [Member] | |||||||||||||||||||||||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||||||||||||||||||||||||||
Beginning balance | $ 1,437,290,000 | 1,458,562,000 | $ 1,532,740,000 | 1,453,857,000 | $ 1,553,596,000 | 1,532,740,000 | 1,553,596,000 | ||||||||||||||||||||||||
Ending balance | $ 1,437,290,000 | $ 1,458,562,000 | $ 1,438,809,000 | $ 1,453,857,000 | $ 1,437,290,000 | $ 1,438,809,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | |
Numerators - Basic and Diluted: | ||||||
Net income | $ (190,250) | $ (36,789) | $ (522,304) | $ (263,605) | ||
Allocation to noncontrolling interests | 19,630 | 3,366 | 60,807 | 34,617 | ||
Net Income (Loss) Distributed to Preferred Operating Partnership Units | $ 900 | $ 1,352 | $ 2,716 | $ 4,389 | ||
Common Class A | ||||||
Basic and diluted | ||||||
Shares, Outstanding | 41,743,422 | 41,743,422 | 64,024,422 | |||
Common Stock | ||||||
Basic and diluted | ||||||
Shares, Outstanding | 788,734.3886 | 788,734.3886 | ||||
Denominators: | ||||||
Preferred Stock, Redemption Amount | $ 1,100 |
STOCK-BASED COMPENSATION PLAN_2
STOCK-BASED COMPENSATION PLANS (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 28, 2018 | |
Stock-Based Compensation Plans | ||||||
Common Stock, Shares, Outstanding | 5.00% | |||||
Maximum number of shares that can be granted to participant | 4,000,000 | |||||
Restricted Stock | ||||||
Stock-Based Compensation Plans | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,677,352 | 1,677,352 | 1,192,859 | 1,149,164 | 986,937 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 19.64 | $ 19.64 | $ 21.11 | $ 20.98 | $ 22.48 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 851,102 | 647,226 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 18.57 | $ 19.94 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (256,329) | (401,528) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 22.09 | $ 22.60 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (66,585) | (39,776) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 19.75 | $ 21.16 | ||||
Stock options | Maximum | Certain employees | ||||||
Stock-Based Compensation Plans | ||||||
Term of awards | 10 years | |||||
Common Class A | ||||||
Stock-Based Compensation Plans | ||||||
Common Stock, Shares, Outstanding | 4.00% | 4.00% |
STOCK-BASED COMPENSATION PLAN_3
STOCK-BASED COMPENSATION PLANS (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock-Based Compensation Plans | ||||||
Compensation expense | $ 3,770 | $ 2,250 | $ 7,374 | $ 7,697 | ||
Stock options | ||||||
Stock-Based Compensation Plans | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 136,662 | 237,868 | 136,662 | 237,868 | 175,799 | 1,011,523 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 26.05 | $ 25.59 | $ 26.05 | $ 25.59 | $ 25.66 | $ 19.71 |
Granted (in shares) | 0 | 0 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | $ 0 | ||||
Exercised (in shares) | 0 | (773,642) | ||||
Exercised (in dollars per share) | $ 0 | $ 17.91 | ||||
Forfeited (in shares) | 0 | (13) | ||||
Forfeited (in dollars per share) | $ 0 | $ 26.05 | ||||
Expired (in shares) | (39,137) | 0 | ||||
Expired (in dollars per share) | $ 24.30 | $ 0 | ||||
Stock options | Property management and other costs | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | $ 0 | $ 10 | $ 0 | $ 40 | ||
Stock options | General and administrative | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | 0 | 0 | 0 | 4 | ||
Restricted Stock | Property management and other costs | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | 2,945 | 1,477 | 5,269 | 4,601 | ||
Restricted Stock | General and administrative | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | $ 802 | $ 508 | $ 2,051 | $ 1,268 | ||
LTIP Common Units | ||||||
Stock-Based Compensation Plans | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,875,916 | 2,185,660 | 1,875,916 | 2,185,660 | 2,177,668 | 3,921,175 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 24.20 | $ 24.12 | $ 24.20 | $ 24.12 | $ 24.11 | $ 25.96 |
Granted (in shares) | 24,251 | 0 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 18.56 | $ 0 | ||||
Exercised (in shares) | (54,540) | (1,715,722) | ||||
Exercised (in dollars per share) | $ 26.83 | $ 28.34 | ||||
Forfeited (in shares) | 0 | (19,793) | ||||
Forfeited (in dollars per share) | $ 0 | $ 22.42 | ||||
Expired (in shares) | (271,463) | 0 | ||||
Expired (in dollars per share) | $ 22.42 | $ 0 | ||||
LTIP Common Units | Property management and other costs | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | $ 8 | $ 51 | $ 18 | $ 206 | ||
LTIP Common Units | General and administrative | ||||||
Stock-Based Compensation Plans | ||||||
Compensation expense | $ 15 | $ 204 | $ 36 | $ 1,578 |
STOCK-BASED COMPENSATION PLAN_4
STOCK-BASED COMPENSATION PLANS (Details 3) - LTIP Common Units - $ / shares | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Shares | ||
Stock options Outstanding at the beginning of the period (in shares) | 2,177,668 | 3,921,175 |
Granted (in shares) | 24,251 | 0 |
Exercised (in shares) | (54,540) | (1,715,722) |
Forfeited (in shares) | 0 | (19,793) |
Expired (in shares) | (271,463) | 0 |
Stock options Outstanding at the end of the period (in shares) | 1,875,916 | 2,185,660 |
Weighted Average Exercise Price | ||
Stock options Outstanding at the beginning of the period (in dollars per share) | $ 24.11 | $ 25.96 |
Granted (in dollars per share) | 18.56 | 0 |
Exercised (in dollars per share) | 26.83 | 28.34 |
Forfeited (in dollars per share) | 0 | 22.42 |
Expired (in dollars per share) | 22.42 | 0 |
Stock options Outstanding at the end of the period (in dollars per share) | $ 24.20 | $ 24.12 |
ACCOUNTS RECEIVABLE, NET (Detai
ACCOUNTS RECEIVABLE, NET (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Trade receivables | $ 484,046 | $ 111,582 |
Short-term tenant receivables | 6,271 | 4,198 |
Straight-line rent receivable | 158,519 | 144,249 |
Other accounts receivable | 3,334 | 2,725 |
Total accounts receivable | 652,170 | 262,754 |
Provision for doubtful accounts | (88,558) | (27,826) |
Total accounts receivable, net | $ 563,612 | $ 234,928 |
NOTES RECEIVABLE (Details)
NOTES RECEIVABLE (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 20, 2019 |
Receivables [Abstract] | |||
Notes receivable | $ 40,566,000 | $ 69,963,000 | |
Interest Receivable | 4,006,000 | 6,347,000 | |
Total notes receivable | $ 44,572,000 | $ 76,310,000 | |
Unsecured Debt | $ 31,700,000 |
PREPAID EXPENSES AND OTHER AS_3
PREPAID EXPENSES AND OTHER ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jan. 01, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jan. 01, 2019 |
Intangible assets: | |||||
Gross Asset | $ 263,584 | $ 288,986 | |||
Accumulated Amortization | (131,089) | (137,171) | |||
Balance | 132,495 | 151,815 | |||
Recognition of right-of-use asset | 394,987 | $ 0 | 402,573 | $ 53,779 | $ 73,633 |
Finance Lease, Right-of-Use Asset | 7,899 | 7,995 | |||
Restricted cash | 93,442 | 77,683 | |||
Remaining prepaid expenses and other assets: | |||||
Security and escrow deposits | 1,303 | 1,259 | |||
Prepaid expenses | 43,694 | 27,632 | |||
Other non-tenant receivables | 65,543 | 56,948 | |||
Other | 18,469 | 19,155 | |||
Total remaining prepaid expenses and other assets | 625,337 | 593,245 | |||
Total prepaid expenses and other assets | 757,832 | 745,060 | |||
Above-market tenant leases, net | |||||
Intangible assets: | |||||
Gross Asset | 152,078 | 177,480 | |||
Accumulated Amortization | (68,651) | (79,467) | |||
Balance | 83,427 | 98,013 | |||
Real estate tax stabilization agreement, net | |||||
Intangible assets: | |||||
Gross Asset | 111,506 | 111,506 | |||
Accumulated Amortization | (62,438) | (57,704) | |||
Balance | $ 49,068 | $ 53,802 |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Intangible liabilities: | ||
Gross Liability | $ 227,451 | $ 218,608 |
Accumulated Accretion | (64,897) | (56,893) |
Balance | 162,554 | 161,715 |
Remaining accounts payable and accrued expenses: | ||
Accrued interest | 66,955 | 42,371 |
Accounts payable and accrued expenses | 100,400 | 71,720 |
Accrued real estate taxes | 82,845 | 53,210 |
Deferred gains/income | 85,762 | 85,598 |
Accrued payroll and other employee liabilities | 65,876 | 61,002 |
Construction payable | 265,716 | 301,096 |
Tenant and other deposits | 15,221 | 15,078 |
Total lease liability | 75,828 | 78,500 |
Insurance reserve liability | 12,433 | 12,787 |
Finance lease obligations | 9,093 | 9,094 |
Conditional asset retirement obligation liability | 2,528 | 3,275 |
Other | 79,833 | 131,684 |
Total remaining Accounts payable and accrued expenses | 862,490 | 865,415 |
Total Accounts payable and accrued expenses | 1,025,044 | 1,027,130 |
Below-market tenant leases, net | ||
Intangible liabilities: | ||
Gross Liability | 227,451 | 218,608 |
Accumulated Accretion | (64,897) | (56,893) |
Balance | $ 162,554 | $ 161,715 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Contractual rent expense, including participation rent | $ 4,254 | $ 3,475 | $ 13,249 | $ 9,667 |
Contractual rent expense, including participation rent and excluding amortization of above and below-market ground leases and straight-line rent | 3,315 | $ 3,475 | 9,805 | $ 9,667 |
Revolving Credit Liquidity [Member] | ||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 580,000 | $ 580,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Nov. 06, 2020 | Oct. 01, 2020 | Aug. 18, 2020 | Jul. 01, 2019 | Mar. 29, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Aug. 27, 2019 | Oct. 30, 2020 | Dec. 31, 2019 | May 01, 2019 | Apr. 25, 2019 | Aug. 28, 2018 | Mar. 28, 2018 |
Subsequent Event [Line Items] | |||||||||||||||||
Interest rate | 5.75% | ||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | 7,321,155 | 4,679,802 | 2,606,289 | 855,000 | 197,225 | 200,000 | |||||||||||
Share Price | $ 12 | $ 20.30 | $ 18.57 | $ 18.56 | $ 18.37 | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |||||||||||||||
Common Stock, Shares, Outstanding | 5.00% | ||||||||||||||||
Percentage of Public Float | 10.00% | ||||||||||||||||
Common Unit, Issuance Value | $ 87,900,000 | $ 95,000,000 | $ 29,870,000 | $ 15,870,000 | $ 3,660,000 | $ 3,680,000 | |||||||||||
Real Estate Acquired Through Foreclosure | $ 59,000,000 | ||||||||||||||||
Common Class B-1 | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from Contributions from Affiliates | $ 414,300,000 | $ 293.3 | |||||||||||||||
Common Class A | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | 2,613,565 | ||||||||||||||||
Share Price | $ 13.32 | $ 11.46 | |||||||||||||||
Common Stock, Shares, Outstanding | 4.00% | ||||||||||||||||
Common Unit, Issuance Value | $ 34,800,000 | ||||||||||||||||
Common Class B | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Weighted Average Number of Shares, Common Stock Subject to Repurchase or Cancellation | 1,469,319 | ||||||||||||||||
Share Price | $ 21.39 | ||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |||||||||||||||
Common Unit, Issuance Value | $ 31,400,000 | ||||||||||||||||
Secured Debt | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | $ 1,300,000,000 | ||||||||||||||||
Interest rate | 1.75% | ||||||||||||||||
Secured Debt | 830 n michigan [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayments of Debt | $ 7,000,000 | ||||||||||||||||
Secured Debt | Mall in Columbia [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Repayments of Debt | $ 28,000,000 |