Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 11, 2020 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Wheeler Real Estate Investment Trust, Inc. | |
Entity Central Index Key | 0001527541 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 9,694,284 | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
ASSETS: | ||
Investment properties, net | $ 406,815 | $ 416,215 |
Cash and cash equivalents | 6,695 | 5,451 |
Restricted cash | 16,543 | 16,140 |
Rents and other tenant receivables, net | 6,126 | 6,905 |
Assets held for sale | 6,258 | 1,737 |
Above market lease intangibles, net | 4,832 | 5,241 |
Operating lease right-of-use assets | 11,603 | 11,651 |
Deferred costs and other assets, net | 20,277 | 21,025 |
Total Assets | 479,149 | 484,365 |
LIABILITIES: | ||
Loans payable, net | 336,277 | 340,913 |
Liabilities associated with assets held for sale | 4,049 | 2,026 |
Below market lease intangibles, net | 6,035 | 6,716 |
Operating lease liabilities | 11,920 | 11,921 |
Accounts payable, accrued expenses and other liabilities | 9,513 | 9,557 |
Total Liabilities | 367,794 | 371,133 |
EQUITY: | ||
Common Stock ($0.01 par value, 18,750,000 shares authorized, 9,694,284 shares issued and outstanding) | 97 | 97 |
Accumulated deficit | (256,037) | (251,580) |
Additional paid-in capital | 233,870 | 233,870 |
Total Shareholders’ Equity | 19,492 | 23,927 |
Noncontrolling interests | 2,071 | 2,080 |
Total Equity | 21,563 | 26,007 |
Total Liabilities and Equity | 479,149 | 484,365 |
Series D Preferred | ||
LIABILITIES: | ||
Series D Cumulative Convertible Preferred Stock (no par value, 4,000,000 shares authorized, 3,600,636 shares issued and outstanding; $104.08 million and $101.66 million aggregate liquidation preference, respectively) | 89,792 | 87,225 |
Series A Preferred | ||
EQUITY: | ||
Series A Preferred Stock (no par value, 4,500 shares authorized, 562 shares issued and outstanding), Series B Convertible Preferred Stock (no par value, 5,000,000 authorized, 1,875,748 shares issued and outstanding; $46.90 million aggregate liquidation preference) | 453 | 453 |
Series B Preferred Stock | ||
EQUITY: | ||
Series A Preferred Stock (no par value, 4,500 shares authorized, 562 shares issued and outstanding), Series B Convertible Preferred Stock (no par value, 5,000,000 authorized, 1,875,748 shares issued and outstanding; $46.90 million aggregate liquidation preference) | $ 41,109 | $ 41,087 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Common stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 18,750,000 | 18,750,000 |
Common stock, shares issued (in shares) | 9,694,284 | 9,694,284 |
Common stock, shares outstanding (in shares) | 9,694,284 | 9,694,284 |
Series D Preferred | ||
Preferred stock, no par value | ||
Preferred stock, shares authorized (in shares) | 4,000,000 | 4,000,000 |
Preferred stock, shares issued (in shares) | 3,600,636 | 3,600,636 |
Preferred stock, shares outstanding (in shares) | 3,600,636 | 3,600,636 |
Preferred stock, aggregate liquidation preference | $ 104,080,000 | $ 101,660,000 |
Series A Preferred | ||
Preferred stock, no par value (in usd per share) | ||
Preferred stock, shares authorized (in shares) | 4,500 | 4,500 |
Preferred stock, shares issued (in shares) | 562 | 562 |
Preferred stock, shares outstanding (in shares) | 562 | 562 |
Preferred stock, aggregate liquidation preference | $ 562,000 | $ 562,000 |
Series B Preferred Stock | ||
Preferred stock, no par value (in usd per share) | ||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 1,875,748 | 1,875,748 |
Preferred stock, shares outstanding (in shares) | 1,875,748 | 1,875,748 |
Preferred stock, aggregate liquidation preference | $ 46,900,000 | $ 46,900,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
REVENUE: | ||
Rental revenues | $ 15,355 | $ 15,770 |
Other revenues | 219 | 225 |
Total Revenue | 15,574 | 15,995 |
OPERATING EXPENSES: | ||
Property operations | 4,723 | 4,726 |
Non-REIT management and leasing services | 0 | 23 |
Depreciation and amortization | 4,799 | 5,816 |
Impairment of assets held for sale | 600 | 0 |
Corporate general & administrative | 1,872 | 1,814 |
Total Operating Expenses | 11,994 | 12,379 |
(Loss) gain on disposal of properties | (26) | 1,839 |
Operating Income | 3,554 | 5,455 |
Interest income | 1 | 1 |
Interest expense | (4,400) | (4,793) |
Other expense | (1,024) | 0 |
Net (Loss) Income Before Income Taxes | (1,869) | 663 |
Income tax expense | (8) | (8) |
Net (Loss) Income | (1,877) | 655 |
Less: Net (loss) income income attributable to noncontrolling interests | (9) | 13 |
Net (Loss) Income Attributable to Wheeler REIT | (1,868) | 642 |
Preferred Stock dividends - undeclared | (3,657) | (3,657) |
Net Loss Attributable to Wheeler REIT Common Shareholders | $ (5,525) | $ (3,015) |
Basic and Diluted (in dollars per share) | $ (0.57) | $ (0.31) |
Weighted-average number of shares: | ||
Basic and Diluted (in shares) | 9,694,284 | 9,606,249 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Series B Preferred Stock | Total Shareholders’ Equity | Total Shareholders’ EquitySeries B Preferred Stock | Preferred StockSeries A Preferred | Preferred StockSeries B Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Noncontrolling Interests |
Beginning balance, shares at Dec. 31, 2018 | 562 | 1,875,748 | 9,511,464 | 235,032 | ||||||
Beginning balance at Dec. 31, 2018 | $ 44,255 | $ 42,061 | $ 453 | $ 41,000 | $ 95 | $ 233,697 | $ (233,184) | $ 2,194 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Accretion of Series B Preferred Stock discount | 170 | $ 22 | $ 22 | $ 22 | ||||||
Issuance of Common Stock under Share Incentive Plan, shares | 181,807 | |||||||||
Issuance of Common Stock under Share Incentive Plan | 166 | 166 | $ 2 | 164 | ||||||
Dividends and distributions | (2,589) | (2,589) | (2,589) | |||||||
Net Income (loss) | 655 | 642 | 642 | $ 13 | ||||||
Ending balance, shares at Mar. 31, 2019 | 562 | 1,875,748 | 9,693,271 | 235,032 | ||||||
Ending balance at Mar. 31, 2019 | 42,509 | 40,302 | $ 453 | $ 41,022 | $ 97 | 233,861 | (235,131) | $ 2,207 | ||
Beginning balance, shares at Dec. 31, 2019 | 562 | 1,875,748 | 9,694,284 | 234,019 | ||||||
Beginning balance at Dec. 31, 2019 | 26,007 | 23,927 | $ 453 | $ 41,087 | $ 97 | 233,870 | (251,580) | $ 2,080 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Accretion of Series B Preferred Stock discount | 170 | $ 22 | $ 22 | $ 22 | ||||||
Dividends and distributions | (2,589) | (2,589) | (2,589) | |||||||
Net Income (loss) | (1,877) | (1,868) | (1,868) | $ (9) | ||||||
Ending balance, shares at Mar. 31, 2020 | 562 | 1,875,748 | 9,694,284 | 234,019 | ||||||
Ending balance at Mar. 31, 2020 | $ 21,563 | $ 19,492 | $ 453 | $ 41,109 | $ 97 | $ 233,870 | $ (256,037) | $ 2,071 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (Loss) Income | $ (1,877) | $ 655 |
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Depreciation | 2,938 | 3,187 |
Amortization | 1,861 | 2,629 |
Loan cost amortization | 310 | 392 |
Above (below) market lease amortization, net | (273) | (226) |
Straight-line expense | 46 | 47 |
Share-based compensation | 0 | 90 |
Loss (gain) on disposal of properties | 26 | (1,839) |
Credit losses on operating lease receivables | 154 | 90 |
Impairment of assets held for sale | 600 | 0 |
Net changes in assets and liabilities: | ||
Rent and other tenant receivables, net | 639 | 251 |
Unbilled rent | 11 | (155) |
Deferred costs and other assets, net | (1,163) | (625) |
Accounts payable, accrued expenses and other liabilities | (49) | (1,797) |
Net operating cash flows used in discontinued operations | 0 | (2) |
Net cash provided by operating activities | 3,223 | 2,697 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (326) | (285) |
Cash received from disposal of properties | 1,665 | 3,584 |
Cash received from disposal of properties-discontinued operations | 0 | 19 |
Net cash provided by investing activities | 1,339 | 3,318 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments for deferred financing costs | (326) | (28) |
Loan proceeds | 13,350 | 0 |
Loan principal payments | (15,939) | (5,381) |
Net cash used in financing activities | (2,915) | (5,409) |
INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 1,647 | 606 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 21,591 | 17,999 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 23,238 | 18,605 |
Non-Cash Transactions: | ||
Accretion of preferred stock discounts | 170 | 170 |
Other Cash Transactions: | ||
Cash paid for interest | 4,100 | 4,430 |
Cash, cash equivalents, and restricted cash | $ 23,238 | $ 18,605 |
Organization and Basis of Prese
Organization and Basis of Presentation and Consolidation | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation and Consolidation | Organization and Basis of Presentation and Consolidation Wheeler Real Estate Investment Trust, Inc. (the "Trust", the "REIT", or "Company") is a Maryland corporation formed on June 23, 2011. The Trust serves as the general partner of Wheeler REIT, L.P. (the “Operating Partnership”), which was formed as a Virginia limited partnership on April 5, 2012. As of March 31, 2020 , the Trust, through the Operating Partnership, owned and operated sixty centers, one office building and six undeveloped properties in Virginia, North Carolina, South Carolina, Georgia, Florida, Alabama, Oklahoma, Tennessee, Kentucky, New Jersey, Pennsylvania and West Virginia. Accordingly, the use of the word “Company” refers to the Trust and its consolidated subsidiaries, except where the context otherwise requires. On October 24, 2014, the Trust, through the Operating Partnership, acquired (i) Wheeler Interests, LLC (“WI”), an acquisition and asset management firm, (ii) Wheeler Real Estate, LLC (“WRE”), a real estate leasing, management and administration firm and (iii) WHLR Management, LLC (“WM” and collectively with WI and WRE the “Operating Companies”), a real estate business operations firm resulting in the Company becoming an internally-managed REIT. Accordingly, the responsibility for identifying targeted real estate investments, the handling of the disposition of real estate investments, administering our day-to-day business operations, including but not limited to, leasing, property management, payroll and accounting functions, acquisitions, asset management and administration are now handled internally. The Operating Companies perform property management and leasing functions for certain non-related third parties (the “Non-REIT Properties”), primarily through WRE. The Company converted WRE to a Taxable REIT Subsidiary (“TRS”) to accommodate serving the Non-REIT Properties since applicable REIT regulations consider the income derived from these services to be “bad” income subject to taxation. The regulations allow for costs incurred by the Company commensurate with the services performed for the Non-REIT Properties to be allocated to a TRS. During January 2014, the Company acquired Wheeler Development, LLC (“WD”) and converted it to a TRS. The Company began performing development activities for both REIT Properties and Non-REIT Properties during 2015. The condensed consolidated financial statements included in this Quarterly Report on Form 10-Q (the “Form 10-Q”) are unaudited and the results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for future periods or the year. However, amounts presented in the condensed consolidated balance sheet as of December 31, 2019 are derived from the Company’s audited consolidated financial statements as of that date, but do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. The Company prepared the accompanying condensed consolidated financial statements in accordance with GAAP for interim financial statements. The condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to reflect a fair statement of the results for the interim periods presented, and all such adjustments are of a normal recurring nature. All material balances and transactions between the consolidated entities of the Company have been eliminated. These condensed consolidated financial statements should be read in conjunction with the Company's 2019 Annual Report filed on Form 10-K for the year ended December 31, 2019 (the “ 2019 Form 10-K”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Investment Properties The Company records investment properties and related intangibles at fair value upon acquisition. Investment properties include both acquired and constructed assets. Improvements and major repairs and maintenance are capitalized when the repair and maintenance substantially extends the useful life, increases capacity or improves the efficiency of the asset. All other repair and maintenance costs are expensed as incurred. The Company capitalizes interest on projects during periods of construction until the projects reach the completion point that corresponds with their intended purpose. The Company allocates the purchase price of acquisitions to the various components of the asset based upon the fair value of each component which may be derived from various observable or unobservable inputs and assumptions. Also, the Company may utilize third party valuation specialists. These components typically include buildings, land and any intangible assets related to out-of-market leases, tenant relationships and in-place leases the Company determines to exist. The Company determines fair value based on estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends and specific market and economic conditions that may affect the property. Factors considered by management in the analysis of determining the as-if-vacant property value include an estimate of carrying costs during the expected lease-up periods considering market conditions, and costs to execute similar leases. In estimating carrying costs, management includes real estate taxes, insurance and estimates of lost rentals at market rates during the expected lease-up periods, tenant demand and other economic conditions. Management also estimates costs to execute similar leases including leasing commissions, tenant improvements, legal and other related expenses. Intangibles related to out-of-market leases, tenant relationships and in-place lease value are recorded at fair value as acquired lease intangibles and are amortized as an adjustment to rental revenue or amortization expense, as appropriate, over the remaining terms of the underlying leases. Premiums or discounts on acquired out-of-market debt are amortized to interest expense over the remaining term of such debt. The Company records depreciation on buildings and improvements utilizing the straight-line method over the estimated useful life of the asset, generally 5 to 40 years. The Company reviews depreciable lives of investment properties periodically and makes adjustments to reflect a shorter economic life, when necessary. Tenant allowances, tenant inducements and tenant improvements are amortized utilizing the straight-line method over the term of the related lease or occupancy term of the tenant, if shorter. Amounts allocated to buildings are depreciated over the estimated remaining life of the acquired building or related improvements. The Company amortizes amounts allocated to tenant improvements, in-place lease assets and other lease-related intangibles over the remaining life of the underlying leases. The Company also estimates the value of other acquired intangible assets, if any, and amortizes them over the remaining life of the underlying related intangibles. The Company reviews investment properties for impairment on a property-by-property basis whenever events or changes in circumstances indicate that the carrying value of investment properties may not be recoverable, but at least annually. These circumstances include, but are not limited to, declines in the property’s cash flows, occupancy and fair market value. The Company measures any impairment of investment property when the estimated undiscounted future operating income before depreciation and amortization, plus its residual value, is less than the carrying value of the property. Estimated undiscounted operating income before depreciation and amortization includes various Level 3 fair value assumptions including renewal and renegotiations of current leases, estimates of new leases on vacant spaces, estimates of operating costs and fluctuating market conditions. The renewal and renegotiations of leases in some cases must be approved by additional third parties outside the control of the Company and the tenant. If such renewed or renegotiated leases are approved at amounts below correct estimates, then impairment adjustments may be necessary in the future. To the extent impairment has occurred, the Company charges to income the excess of the carrying value of the property over its estimated fair value. The Company estimates fair value using unobservable data such as operating income, estimated capitalization rates, or multiples, leasing prospects for vacant spaces and local market information. These valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 3 inputs. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Assets Held For Sale and Discontinued Operations The Company may decide to sell properties that are held for use. The Company records these properties as held for sale when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. Properties classified as held for sale are reported at the lower of their carrying value or their fair value, less estimated costs to sell. When the carrying value exceeds the fair value, less estimated costs to sell an impairment charge is recognized. The Company estimates fair value, less estimated closing costs based on similar real estate sales transactions. These valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 2 and 3 inputs. Level 2 inputs are quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets in markets that are not active; and inputs other than quoted prices. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. See Note 3 for additional details on impairment of assets held for sale for the three months ended March 31, 2020 and 2019. Assets held for sale are presented as discontinued operations in all periods presented if the disposition represents a strategic shift that has, or will have, a major effect on the Company's financial position or results of operations. This includes the net gain (or loss) upon disposal of property held for sale, the property's operating results, depreciation and interest expense. Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Cash equivalents consist primarily of bank operating accounts and money markets. Financial instruments that potentially subject the Company to concentrations of credit risk include its cash and cash equivalents and its trade accounts receivable. The Company places its cash and cash equivalents with institutions of high credit quality. Restricted cash represents amounts held by lenders for real estate taxes, insurance, reserves for capital improvements, leasing costs and tenant security deposits. The Company places its cash and cash equivalents and restricted cash on deposit with financial institutions in the United States, which are insured by the Federal Deposit Insurance Company (“FDIC”) up to $250 thousand . The Company's loss in the event of failure of these financial institutions is represented by the difference between the FDIC limit and the total amounts on deposit. Management monitors the financial institutions credit worthiness in conjunction with balances on deposit to minimize risk. Tenant Receivables and Unbilled Rent Tenant receivables include base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. The Company determines an allowance for the uncollectible portion of accrued rents and accounts receivable based upon customer credit-worthiness (including expected recovery of a claim with respect to any tenants in bankruptcy), historical bad debt levels, and current economic trends. The Company considers a receivable past due once it becomes delinquent per the terms of the lease. The Company’s standard lease form considers a rent charge past due after five days. A past due receivable triggers certain events such as notices, fees and other allowable and required actions per the lease. As of March 31, 2020 and December 31, 2019 , the Company’s allowance for uncollectible accounts totaled $1.14 million . During the three months ended March 31, 2020 and 2019, the Company recorded a provision for credit losses on operating lease receivables in the amount of $154 thousand and $90 thousand , respectively, related to tenant receivables that were specifically identified as potentially uncollectible based on an assessment of the tenant’s credit-worthiness. These are included in rental revenues on the condensed consolidated statements of operations. During the three months ended March 31, 2020 and 2019 , the Company did not realize any recoveries related to tenant receivables previously written off. Above and Below Market Lease Intangibles, net The Company determines the above and below market lease intangibles upon acquiring a property. Above and below market lease intangibles are amortized over the life of the respective leases. Amortization of above and below market lease intangibles is recorded as a component of rental revenues. Deferred Costs and Other Assets, net The Company’s deferred costs and other assets consist primarily of leasing commissions, leases in place, capitalized legal and marketing costs, tenant relationships and ground lease sandwich interest intangibles associated with acquisitions. The Company’s lease origination costs consist primarily of the portion of property acquisitions allocated to lease originations and commissions paid to third parties in connection with lease originations. The Company generally records amortization of lease origination costs on a straight-line basis over the terms of the related leases. Amortization of lease origination costs, leases in place, legal and marketing costs, tenant relationships and ground lease sandwich interest represents a component of depreciation and amortization expense. Revenue Recognition Lease Contract Revenue The Company has two classes of underlying assets relating to rental revenue activity, retail and office space. The Company retains substantially all of the risks and benefits of ownership of these underlying assets and accounts for these leases as operating leases. The Company combines lease and nonlease components in lease contracts, which includes combining base rent and tenant reimbursement revenue. The Company accrues minimum rents on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset or deferred rent liability being recorded on the balance sheet. At March 31, 2020 and December 31, 2019, there were $3.47 million and $3.41 million , respectively, in unbilled rent which is included in "rents and other tenant receivables, net." Additionally, certain of the lease agreements contain provisions that grant additional rents based on tenants’ sales volumes (contingent or percentage rent). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements as variable lease income. The Company’s leases generally require the tenant to reimburse the Company for a substantial portion of its expenses incurred in operating, maintaining, repairing, insuring and managing the shopping center and common areas (collectively defined as Common Area Maintenance or “CAM” expenses). This significantly reduces the Company’s exposure to increases in costs and operating expenses resulting from inflation or other outside factors. These reimbursements are considered nonlease components which the Company combines with the lease component. The Company calculates the tenant’s share of operating costs by multiplying the total amount of the operating costs by a fraction, the numerator of which is the total number of square feet being leased by the tenant, and the denominator of which is the average total square footage of all leasable buildings at the property. The Company also receives monthly payments for these reimbursements from substantially all its tenants throughout the year. The Company recognizes tenant reimbursements as variable lease income. The Company recognizes differences between estimated recoveries and the final billed amounts in the subsequent year. These differences were not material for the three months ended March 31, 2020 and 2019. Additionally, the Company has tenants who pay real estate taxes directly to the taxing authority. The Company excludes these Company costs paid directly by the tenant to third parties on the Company’s behalf from both variable revenue payments recognized and the associated property operating expenses. The Company does not evaluate whether certain sales taxes and other similar taxes are the Company’s costs or tenants costs. Instead, the Company accounts for these costs as tenant costs. The Company recognizes lease termination fees, which is included in "other revenues" on the condensed consolidated statements of operations, in the year that the lease is terminated and collection of the fee is reasonably assured. Upon early lease termination, the Company provides for losses related to unrecovered intangibles and other assets. The below table disaggregates the Company’s revenue by type of service for the three months ended March 31, 2020 and 2019 (in thousands, unaudited): Three Months Ended 2020 2019 Minimum rent $ 12,113 $ 12,461 Tenant reimbursements - variable lease revenue 3,288 3,287 Percentage rent - variable lease revenue 108 112 Lease termination fees 62 49 Other 157 176 Total 15,728 16,085 Credit losses on operating lease receivables (154 ) (90 ) Total $ 15,574 $ 15,995 Income Taxes The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code and applicable Treasury regulations relating to REIT qualification. In order to maintain this REIT status, the regulations require the Company to distribute at least 90% of its taxable income to shareholders and meet certain other asset and income tests, as well as other requirements. The TRS' have accrued $30 thousand and $22 thousand , respectively, for federal and state income taxes as of March 31, 2020 and December 31, 2019. If the Company fails to qualify as a REIT, it will be subject to tax at regular corporate rates for the years in which it fails to qualify. If the Company loses its REIT status, it could not elect to be taxed as a REIT for five years unless the Company’s failure to qualify was due to reasonable cause and certain other conditions were satisfied. Management has evaluated the effect of the guidance provided by GAAP on Accounting for Uncertainty of Income Taxes and has determined that the Company had no uncertain income tax positions. Taxable REIT Subsidiary Cost Allocation The Company’s overall philosophy regarding cost allocation centers around the premise that the Trust exists to acquire, lease and manage properties for the benefit of its investors. Accordingly, a majority of the Company’s operations occur at the property level. Each property must carry its own weight by absorbing the costs associated with generating its revenues. Additionally, leases generally allow the Company to pass through to the tenant most of the costs involved in operating the property, including, but not limited to, the direct costs associated with owning and maintaining the property (landscaping, repairs and maintenance, taxes, insurance, etc.), property management and certain administrative costs. Service vendors bill the majority of the direct costs of operating the properties directly to the particular property and each property pays them accordingly. The Non-REIT Properties pay WRE property management and/or asset management fees of 3% and 2% of collected revenues, respectively. The Non-REIT Properties also pay WRE leasing commissions based on the total contractual revenues to be generated under the new/renewed lease agreement ( 6% for new leases and 3% for renewals). Costs incurred to manage, lease and administer the Non-REIT Properties are allocated to the TRS. These costs include compensation and benefits, property management, leasing and other corporate, general and administrative expenses associated with generating the TRS' revenues. Financial Instruments The carrying amount of financial instruments included in assets and liabilities approximates fair market value due to their immediate or short-term maturity. Use of Estimates The Company has made estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the reported periods. The Company’s actual results could differ from these estimates. Corporate General and Administrative Expense A detail for the "corporate general & administrative" ("CG&A") line item from the condensed consolidated statements of operations is presented below (in thousands, unaudited): Three Months Ended 2020 2019 Professional fees $ 1,026 $ 599 Compensation and benefits 407 676 Corporate administration 331 305 Advertising costs for leasing activities 31 49 Taxes and licenses 18 62 Other 59 123 Total $ 1,872 $ 1,814 Other Expenses Other expenses represent expenses which are non-operating in nature. Other expenses during the three months ended March 31, 2020 include $585 thousand in legal settlement costs, see Note 9 for additional details, and $439 thousand for reimbursement of 2019 proxy costs to a current board member as approved by the Company's Board of Directors in March 2020, see Note 10 for additional details. As of March 31, 2020, $924 thousand of other expenses are accrued and unpaid. Leases Commitments The Company determines if an arrangement is a lease at inception. Operating leases, in which the Company is the lessee, are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities on our condensed consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and the lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU assets include any lease payments made and excludes lease incentives. The Company's lease terms may include options to extend the lease when it is reasonably certain that the company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company elected the practical expedient to combine lease and associated nonlease components. The lease components are the majority of its leasing arrangements and the Company accounts for the combined component as an operating lease. In the event the Company modifies existing ground leases or enters into new ground leases, such leases may be classified as finance leases. Noncontrolling Interests Noncontrolling interests is the portion of equity in the Operating Partnership not attributable to the Trust. The ownership interests not held by the parent are considered noncontrolling interests. Accordingly, noncontrolling interests have been reported in equity on the condensed consolidated balance sheets but separate from the Company’s equity. On the condensed consolidated statements of operations, the subsidiaries are reported at the consolidated amount, including both the amount attributable to the Company and noncontrolling interests. Condensed consolidated statements of equity includes beginning balances, activity for the period and ending balances for shareholders’ equity, noncontrolling interests and total equity. The noncontrolling interest of the Operating Partnership common unit holders is calculated by multiplying the noncontrolling interest ownership percentage at the balance sheet date by the Operating Partnership’s net assets (total assets less total liabilities). The noncontrolling interest percentage is calculated at any point in time by dividing the number of units not owned by the Company by the total number of units outstanding. The noncontrolling interest ownership percentage will change as additional units are issued or as units are exchanged for the Company’s common stock $0.01 par value per share (“Common Stock”). In accordance with GAAP, any changes in the value from period to period are charged to additional paid-in capital. Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." This update enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, such as accounts receivable and loans. The guidance will require that the Company estimate the lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. The Company will also be required to disclose information about how it developed the allowances, including changes in the factors that influenced the Company’s estimate of expected credit losses and the reasons for those changes. The guidance would be effective for interim and annual reporting periods beginning after December 15, 2022, per FASB's issuance of ASU 2019-10, "Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates". The Company is currently in the process of evaluating the impact the adoption of the guidance will have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820)". This update modifies the disclosure requirements on fair value measurements in Topic 820 with several removals, modifications and additions for disclosures, which includes both prospective and retrospective disclosures. The guidance adds prospective disclosures related to the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements including measurement uncertainty disclosures to communicate the uncertainty in the measurement as of the reporting date. The Company adopted this ASU as of January 1, 2020. The adoption did not have material impact on its consolidated financial statements upon adoption of the guidance and there were no retrospective disclosures necessary. In April 2020, the FASB 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 COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated with the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies are not currently applicable to the Company or are not expected to have a significant impact on the Company’s financial position, results of operations and cash flows. Reclassifications The Company has reclassified certain prior period amounts in the accompanying condensed consolidated financial statements in order to be consistent with the current period presentation. These reclassifications had no effect on net income, total assets, total liabilities or equity. The revenue from asset management fees and commissions were reclassified to other revenues on the condensed consolidated statements of operations for consistency with current period presentation. |
Real Estate
Real Estate | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Real Estate | Real Estate Investment properties consist of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Land and land improvements $ 98,957 $ 100,599 Buildings and improvements 360,620 366,082 Investment properties at cost 459,577 466,681 Less accumulated depreciation (52,762 ) (50,466 ) Investment properties, net $ 406,815 $ 416,215 The Company’s depreciation expense on investment properties was $2.94 million and $3.19 million for the three months ended March 31, 2020 and 2019, respectively. A significant portion of the Company’s land, buildings and improvements serve as collateral for its mortgage loans. Accordingly, restrictions exist as to the encumbered property’s transferability, use and other common rights typically associated with property ownership. Assets Held for Sale At March 31, 2020 and December 2019 assets held for sale included Columbia Fire Station and St. Matthews, respectively as the Board committed to a plan to sell each property. The Company recorded an impairment charge on assets held for sale of $600 thousand for the three months ended March 31, 2020 resulting from reducing the carrying value of Columbia Fire Station for the amount that exceeded the property's fair value less estimated selling costs. The valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 2 inputs. No impairment charges were recorded for the three months ended March, 31, 2019. As of March 31, 2020 and December 31, 2019, assets held for sale and associated liabilities consisted of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Investment properties, net $ 6,189 $ 1,651 Rents and other tenant receivables, net 9 77 Deferred costs and other assets, net 60 9 Total assets held for sale $ 6,258 $ 1,737 March 31, 2020 December 31, 2019 (unaudited) Loans payable $ 4,004 $ 1,974 Accounts payable, accrued expenses and other liabilities 45 52 Total liabilities associated with assets held for sale $ 4,049 $ 2,026 The following properties were sold during the three months ended March 31, 2020 and 2019: Disposal Date Property Contract Price Gain (loss) Net Proceeds (in thousands, unaudited) January 21, 2020 St. Matthews $ 1,775 $ (26 ) $ 1,665 March 18, 2019 Graystone Crossing 6,000 1,452 1,744 February 7, 2019 Harbor Pointe Land Parcel (1.28 acres) 550 — 19 January 11, 2019 Jenks Plaza 2,200 387 1,840 The Harbor Pointe land parcel sale represents discontinued operations as it was a strategic shift that had a major effect on the Company's financial position or results of operations. The sale of Jenks Plaza, Graystone Crossing and St. Matthews did not represent a strategic shift that has a major effect on the Company's financial position or results of operations. Accordingly, the operating results of these properties remains classified within continuing operations for all periods presented. |
Deferred Costs
Deferred Costs | 3 Months Ended |
Mar. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs | Deferred Costs Deferred costs and other assets, net of amortization are as follows (in thousands): March 31, 2020 December 31, 2019 (unaudited) Leases in place, net $ 13,571 $ 14,968 Ground lease sandwich interest, net 2,146 2,215 Tenant relationships, net 1,891 2,173 Lease origination costs, net 971 1,038 Legal and marketing costs, net 31 43 Other 1,667 588 Total deferred costs and other assets, net $ 20,277 $ 21,025 As of March 31, 2020 and December 31, 2019 , the Company’s intangible accumulated amortization totaled $57.55 million and $57.15 million , respectively. During the three months ended March 31, 2020 and 2019, the Company’s intangible amortization expense totaled $1.86 million and $2.63 million , respectively. Future amortization of lease origination costs, leases in place, legal and marketing costs, tenant relationships and ground lease sandwich interests is as follows (in thousands, unaudited): Leases In Place, net Ground Lease Sandwich Interest, net Tenant Relationships, net Lease Origination Costs, net Legal & Marketing Costs, net Total For the remaining nine months ending December 31, 2020 $ 3,182 $ 205 $ 580 $ 126 $ 8 $ 4,101 December 31, 2021 2,766 274 448 158 8 3,654 December 31, 2022 2,119 274 354 116 6 2,869 December 31, 2023 1,638 274 227 98 5 2,242 December 31, 2024 1,124 274 128 83 3 1,612 December 31, 2025 799 274 62 63 — 1,198 Thereafter 1,943 571 92 327 1 2,934 $ 13,571 $ 2,146 $ 1,891 $ 971 $ 31 $ 18,610 |
Loans Payable
Loans Payable | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Loans Payable | Loans Payable The Company’s loans payable consist of the following (in thousands, except monthly payment): Property/Description Monthly Payment Interest Rate Maturity March 31, 2020 December 31, 2019 KeyBank Credit Agreement (6) $ 350,000 LIBOR + 350 basis points Various (6) $ 9,300 $ 17,879 Rivergate $ 127,267 LIBOR + 295 basis points March 2020 21,402 21,545 Columbia Fire Station (1) $ 25,452 4.00 % May 2020 4,015 4,051 Tuckernuck $ 33,880 3.88 % May 2020 5,294 5,344 First National Bank Line of Credit (7) $ 24,656 LIBOR + 300 basis points September 2020 1,156 1,214 Lumber River $ 10,723 LIBOR + 350 basis points October 2020 1,390 1,404 JANAF Bravo $ 36,935 4.65 % January 2021 6,336 6,372 Walnut Hill Plaza $ 26,850 5.50 % September 2022 3,730 3,759 Litchfield Market Village $ 46,057 5.50 % November 2022 7,418 7,452 Twin City Commons $ 17,827 4.86 % January 2023 2,966 2,983 New Market $ 48,747 5.65 % June 2023 6,663 6,713 Benefit Street Note (3) $ 53,185 5.71 % June 2023 7,308 7,361 Deutsche Bank Note (2) $ 33,340 5.71 % July 2023 5,624 5,642 JANAF $ 333,159 4.49 % July 2023 50,173 50,599 Tampa Festival $ 50,797 5.56 % September 2023 8,038 8,077 Forrest Gallery $ 50,973 5.40 % September 2023 8,342 8,381 Riversedge North $ 11,436 5.77 % December 2023 1,758 1,767 South Carolina Food Lions Note (5) $ 68,320 5.25 % January 2024 11,624 11,675 Cypress Shopping Center $ 34,360 4.70 % July 2024 6,239 6,268 Port Crossing $ 34,788 4.84 % August 2024 6,002 6,032 Freeway Junction $ 41,798 4.60 % September 2024 7,690 7,725 Harrodsburg Marketplace $ 19,112 4.55 % September 2024 3,398 3,416 Bryan Station $ 23,489 4.52 % November 2024 4,373 4,394 Crockett Square Interest only 4.47 % December 2024 6,338 6,338 Pierpont Centre $ 39,435 4.15 % February 2025 8,100 8,113 Shoppes at Myrtle Park $ 33,180 4.45 % February 2025 5,988 — Folly Road $ 41,482 4.65 % March 2025 7,350 5,922 Alex City Marketplace Interest only 3.95 % April 2025 5,750 5,750 Butler Square Interest only 3.90 % May 2025 5,640 5,640 Brook Run Shopping Center Interest only 4.08 % June 2025 10,950 10,950 Beaver Ruin Village I and II Interest only 4.73 % July 2025 9,400 9,400 Sunshine Shopping Plaza Interest only 4.57 % August 2025 5,900 5,900 Barnett Portfolio (4) Interest only 4.30 % September 2025 8,770 8,770 Fort Howard Shopping Center Interest only 4.57 % October 2025 7,100 7,100 Conyers Crossing Interest only 4.67 % October 2025 5,960 5,960 Grove Park Shopping Center Interest only 4.52 % October 2025 3,800 3,800 Parkway Plaza Interest only 4.57 % October 2025 3,500 3,500 Winslow Plaza $ 41,482 4.82 % December 2025 4,603 4,620 JANAF BJ's $ 29,964 4.95 % January 2026 4,929 4,957 Chesapeake Square $ 23,857 4.70 % August 2026 4,336 4,354 Berkley/Sangaree/Tri-County Interest only 4.78 % December 2026 9,400 9,400 Riverbridge Interest only 4.48 % December 2026 4,000 4,000 Franklin Village $ 45,336 4.93 % January 2027 8,494 8,516 Village of Martinsville $ 89,664 4.28 % July 2029 16,258 16,351 Laburnum Square Interest only 4.28 % September 2029 7,665 7,665 Total Principal Balance (1) 344,470 347,059 Unamortized debt issuance cost (1) (4,189 ) (4,172 ) Total Loans Payable, including assets held for sale 340,281 342,887 Less loans payable on assets held for sale, net loan amortization costs 4,004 1,974 Total Loans Payable, net $ 336,277 $ 340,913 (1) Includes loans payable on assets held for sale, see Note 3. (2) Collateralized by LaGrange Marketplace, Ridgeland and Georgetown. (3) Collateralized by Ladson Crossing, Lake Greenwood Crossing and South Park. (4) Collateralized by Cardinal Plaza, Franklinton Square, and Nashville Commons. (5) Collateralized by Clover Plaza, South Square, St. George, Waterway Plaza and Westland Square. (6) Collateralized by Darien Shopping Center, Devine Street, Lake Murray, Moncks Corner and South Lake. The various maturity dates are disclosed below within Note 5 under the KeyBank Credit Agreement. (7) Collateralized by Surrey Plaza and Amscot Building. KeyBank Credit Agreement As of March 31, 2020, the Company has borrowed $9.30 million under the Amended and Restated Credit Agreement ("KeyBank Credit Agreement") with KeyBank National Association ("KeyBank"), which is collateralized by five properties. At March 31, 2020, the outstanding borrowings are accruing interest at 4.46% . The KeyBank Credit Agreement had the following activity during the three months ended March 31, 2020: • Entered into the Second Amendment to the KeyBank Credit Agreement (the "Second Amendment") on January 24, 2020, effective December 21, 2019, and the Company began making monthly principal payments of $350 thousand on November 1, 2019. The Second Amendment, among other provisions, requires a pledge of additional collateral of $15.00 million in residual equity interests. Additionally, the Second Amendment provided that the outstanding balance on the KeyBank Credit Agreement shall be reduced to $10.00 million by January 31, 2020, $2.00 million by April 30, 2020 and fully matures on June 30, 2020. Although the Company has made and continues to make the required monthly principal payments, the Company did not meet the April 30, 2020 required outstanding balance paydown. The Company remains in negotiations with KeyBank to extend the maturity date to December 31, 2020. Additionally, KeyBank has agreed to allow the Company to retain the $1.26 million in proceeds received from the Folly Road refinance during negotiations. As of May 12, 2020, the balance on the KeyBank Credit Agreement is $8.60 million . • The following collateralized portions of the KeyBank Credit Agreement had principal paydowns associated with each property’s refinancing or sale as noted below: • $1.78 million paydown from St. Matthews sale proceeds on January 21, 2020; and • $5.75 million paydown from Shoppes at Myrtle Park refinancing proceeds on January 23, 2020. Shoppes at Myrtle Park Refinance On January 23, 2020, the Company refinanced the Shoppes at Myrtle Park collateralized portion of the KeyBank Credit Agreement for $6.00 million at a fixed interest rate of 4.45% , resulting in a paydown of $5.75 million on the KeyBank Credit Agreement. The loan matures in February 2025 with monthly principal and interest payments of $33 thousand . Rivergate Extension On January 30, 2020, effective December 21, 2019, the Company and Synovus Bank agreed to extend the loan maturity to March 20, 2020. Subsequent to March 31, 2020 the Company entered into a Second Amendment with Synovus Bank to the Rivergate Loan which extends the maturity date to June 20, 2020. Folly Road Refinance On March 23, 2020, the Company executed a promissory note for $7.35 million for the refinancing of Folly Road at a rate of 4.65% . The loan matures in March 2025 with monthly principal and interest payments of $41 thousand . Debt Maturity The Company’s scheduled principal repayments on indebtedness as of March 31, 2020 , including assets held for sale, are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 46,171 December 31, 2021 11,394 December 31, 2022 15,848 December 31, 2023 85,537 December 31, 2024 44,240 December 31, 2025 91,426 Thereafter 49,854 Total principal repayments and debt maturities $ 344,470 The Company has considered its short-term (one year or less) liquidity needs and the adequacy of its estimated cash flows from operating activities and other expected financing sources to meet these needs. In particular, the Company has considered its scheduled debt maturities for the twelve months ending March 31, 2021 of $53.78 million . The Company plans to pay this obligation through a combination of refinancings, dispositions and operating cash. All loans due to mature are collateralized by properties within the portfolio. Additionally, the Company expects to meet the short-term liquidity requirements, through a combination of the following: • suspension of Series A Preferred, Series B Preferred and Series D Preferred dividends; • available cash and cash equivalents; • cash flows from operating activities; • refinancing of maturing debt; • loan forbearance; • possible sale of six undeveloped land parcels; and • sale of additional properties, if necessary. Management is currently working with lenders to refinance certain properties off of the KeyBank Credit Agreement in an effort to reduce the balance prior to maturity. The loans are expected to have customary interest rates similar to current loans. They are subject to formal lender commitment, definitive documentation and customary conditions. |
Rentals under Operating Leases
Rentals under Operating Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Rentals under Operating Leases | Rentals under Operating Leases Future minimum rents to be received under noncancelable tenant operating leases, excluding rents on assets held for sale properties, for each of the next five years and thereafter, excluding CAM and percentage rent based on tenant sales volume, as of March 31, 2020 are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 34,113 December 31, 2021 40,412 December 31, 2022 33,910 December 31, 2023 27,437 December 31, 2024 20,676 December 31, 2025 14,842 Thereafter 36,634 Total minimum rents $ 208,024 |
Equity and Mezzanine Equity
Equity and Mezzanine Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Equity and Mezzanine Equity | Equity and Mezzanine Equity Series A Preferred Stock At March 31, 2020 and December 31, 2019, the Company had 562 shares of Series A Preferred Stock, without par value (“Series A Preferred”) issued and outstanding and 4,500 shares authorized with a $1,000 liquidation preference per share, or $562 thousand in aggregate. The Series A Preferred accrues cumulative dividends at a rate of 9% per annum, which is paid or accumulated quarterly. The Company has the right to redeem the 562 shares of Series A Preferred, on a pro rata basis, at any time at a price equal to 103% of the purchase price for the Series A Preferred plus any accrued but unpaid dividends. Series B Preferred Stock At March 31, 2020 and December 31, 2019, the Company had 1,875,748 shares and 5,000,000 shares of Series B Convertible Preferred Stock, without par value (“Series B Preferred”) issued and authorized with a $25.00 liquidation preference per share, or $46.90 million in aggregate. The Series B Preferred bears interest at a rate of 9% per annum. The Series B Preferred has no redemption rights. However, the Series B Preferred is subject to a mandatory conversion once the 20 -trading day volume-weighted average closing price of our Common Stock, exceeds $58 per share; once this weighted average closing price is met, each share of our Series B Preferred will automatically convert into shares of our Common Stock at a conversion price equal to $40.00 per share of Common Stock. In addition, holders of our Series B Preferred also have the option, at any time, to convert shares of our Series B Preferred into shares of our Common Stock at a conversion price of $40.00 per share of Common Stock. Upon any voluntary or involuntary liquidation, dissolution or winding up of our company, the holders of shares of our Series B Preferred shall be entitled to be paid out of our assets a liquidation preference of $25.00 per share, plus an amount equal to all accumulated, accrued and unpaid dividends to and including the date of payment. The Series B Preferred has no maturity date and will remain outstanding indefinitely unless subject to a mandatory or voluntary conversion as described above. Series D Preferred Stock - Redeemable Preferred Stock At March 31, 2020 and December 31, 2019, the Company had 3,600,636 issued and 4,000,000 authorized shares of Series D Cumulative Convertible Preferred Stock, without par value ("Series D Preferred") with a $25.00 liquidation preference per share, or $104.08 million and $101.66 million in aggregate, respectively. Until September 21, 2023, the holders of the Series D Preferred are entitled to receive cumulative cash dividends at a rate of 8.75% per annum of the $25.00 liquidation preference per share (equivalent to the fixed annual amount of $2.1875 per share) (the “Initial Rate”). Commencing September 21, 2023, the holders will be entitled to cumulative cash dividends at an annual dividend rate of the Initial Rate increased by 2% of the liquidation preference per annum on each subsequent anniversary thereafter, subject to a maximum annual dividend rate of 14% . Dividends are payable quarterly in arrears on or before January 15th, April 15th, July 15th and October 15th of each year. On or after September 21, 2021, the Company may, at its option, redeem the Series D Preferred, for cash at a redemption price of $25.00 per share, plus an amount equal to all accrued and unpaid dividends, if any, to and including the redemption date. The holder of the Series D Preferred may convert shares at any time into shares of the Company’s Common Stock at an initial conversion rate of $16.96 per share of Common Stock. On September 21, 2023, the holders of the Series D Preferred may, at their option, elect to cause the Company to redeem any or all of their shares at a redemption price of $25.00 per share, plus an amount equal to all accrued and unpaid dividends, if any, to and including the redemption date, payable in cash or in shares of Common Stock, or any combination thereof, at the holder’s option. Dividends on the Series D Preferred cumulate from the end of the most recent dividend period for which dividends have been paid. Dividends on the Series D Preferred cumulate whether or not (i) we have earnings, (ii) there are funds legally available for the payment of such dividends and (iii) such dividends are authorized by our Board of Directors or declared by us. Dividends on the Series D Preferred Stock do not bear interest. If the Company, fails to pay any dividend within three ( 3 ) business days after the payment date for such dividend, the then-current dividend rate increases following the payment date by an additional 2.0% of the $25.00 stated liquidation preference per share, or $0.50 per annum, until we pay the dividend, subject to our ability to cure the failure. On December 20, 2018, the Company suspended the Series D Preferred dividend. As such, the Series D Preferred shares began accumulating dividends at 10.75% beginning January 1, 2019 and will continue to accumulate dividends at this rate until all accumulated dividends have been paid. Holders of shares of the Series D Preferred have no voting rights. Pursuant to the Company’s Articles Supplementary, if dividends on the Series D Preferred are in arrears for six or more consecutive quarterly periods (a “ Preferred Dividend Default”), the number of directors on our Board of Directors will automatically be increased by two , and holders of shares of the Series D Preferred and the holders of Series A Preferred and Series B Preferred (the Series A Preferred and Series B Preferred together, being the “Parity Preferred Stock”), shall be entitled to vote for the election of two additional directors (the “Series D Preferred Directors”). A Preferred Dividend Default occurred on April 15, 2020. The election of such directors will take place upon the written request of the holders of record of at least 20% of the Series D Preferred Stock and Parity Preferred Stock. The Board of Directors is not permitted to fill the vacancies on the Board of Directors as a result of the failure of the holders of 20% of the Series D Preferred Stock and Parity Preferred Stock to deliver such written request for the election of the Series D Preferred Directors. The Series D Preferred Directors may serve on our Board of Directors, until all unpaid dividends on such Series D Preferred and Parity Preferred Stock, if any, have been paid or declared and a sum sufficient for the payment thereof set apart for payment. The changes in the carrying value of the Series D Preferred for the three months ended March 31, 2020 and 2019 is as follows (in thousands, unaudited): Series D Preferred (unaudited) Balance December 31, 2019 $ 87,225 Accretion of Preferred Stock discount 148 Undeclared dividends 2,419 Balance March 31, 2020 $ 89,792 Series D Preferred (unaudited) Balance December 31, 2018 $ 76,955 Accretion of Preferred Stock discount 148 Undeclared dividends 2,419 Balance March 31, 2019 $ 79,522 Earnings per share Basic earnings per share for the Company’s common shareholders is calculated by dividing income (loss) from continuing operations, excluding amounts attributable to preferred stockholders and the net income (loss) attributable to noncontrolling interests, by the Company’s weighted-average shares of Common Stock outstanding during the period. Diluted earnings per share is computed by dividing the net income (loss) attributable to common shareholders, excluding amounts attributable to preferred shareholders and the net income (loss) attributable to noncontrolling interests, by the weighted-average number of common shares including any dilutive shares. As of March 31, 2020 , the below shares are able to be converted to Common Stock. The common units, convertible preferred stock and cumulative convertible preferred stock have been excluded from the Company’s diluted earnings per share calculation because their inclusion would be antidilutive. March 31, 2020 Outstanding shares Potential Dilutive Shares (unaudited) Common units 234,019 234,019 Series B Preferred Stock 1,875,748 1,172,343 Series D Preferred Stock 3,600,636 5,307,541 Dividends The following table summarizes the preferred stock dividends (unaudited, in thousands except for per share amounts): Series A Preferred Series B Preferred Series D Preferred Record Date/Arrears Date Arrears Per Share Arrears Per Share Arrears Per Share For the three months ended March 31, 2020 $ 13 22.50 $ 1,055 0.56 $ 2,419 0.67 For the three months ended March 31, 2019 $ 13 22.50 $ 1,055 0.56 $ 2,419 0.67 The total cumulative dividends in arrears for Series A Preferred (per share $135.00 ), Series B Preferred (per share $3.36 ) and Series D Preferred (per share $3.91 ) as of March 31, 2020 is $20.47 million . 2015 Long-Term Incentive Plan On June 4, 2015, the Company's shareholders approved the 2015 Long-Term Incentive Plan (the "2015 Incentive Plan"). The 2015 Incentive Plan allows for issuance of up to 125,000 shares of the Company's Common Stock to employees, directors, officers and consultants for services rendered to the Company. The 2015 Incentive Plan replaced the 2012 Stock Incentive Plan. As of March 31, 2020, there are 41,104 shares available for issuance under the Company’s 2015 Incentive Plan. There were no shares issued during the three months ended March 31, 2020 and 2019. 2016 Long-Term Incentive Plan On June 15, 2016, the Company's shareholders approved the 2016 Long-Term Incentive Plan (the "2016 Incentive Plan"). The 2016 Incentive Plan allows for issuance of up to 625,000 shares of the Company's Common Stock to employees, directors, officers and consultants for services rendered to the Company. For the Three Months Ended March 31, Shares Issued Market Value (in thousands except for share amounts, unaudited) 2019 181,807 166 As of March 31, 2020, there are 132,707 shares available for issuance under the Company’s 2016 Incentive Plan. There were no shares issued during the three months ended March 31, 2020. |
Lease Commitments Lease Commitm
Lease Commitments Lease Commitments | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Lease Commitments | Leases Commitments The Company has ground leases that are accounted for as operating leases. The Charleston, SC lease ended August 31, 2019 and was accounted for as an operating lease. Most leases include one or more options to renew, with renewal terms that can extend the lease term from 5 to 50 years. As of March 31, 2020 and 2019, the weighted average remaining lease term of our leases is 35 and 36 years, respectively. The following properties are subject to leases which require the Company to make fixed annual rental payments and variable lease payments, which are immaterial and include escalation clauses and renewal options as follows (unaudited, in thousands): Three Months Ended March 31, 2020 2019 Expiration Year Amscot $ 6 $ 6 2045 Beaver Ruin Village 14 14 2054 Beaver Ruin Village II 6 6 2056 Leased office space Charleston, SC — 25 2019 Moncks Corner 30 30 2040 Devine Street (1) 99 99 2051 JANAF (2) 71 67 2069 Total ground leases $ 226 $ 247 (1) Lease options are exercised through 2035 with options which are reasonably certain to be exercised through 2051. (2) Includes $34 thousand and $30 thousand in variable percentage rent, during the three months ended March 31, 2020 and 2019, respectively. Supplemental information related to leases is as follows (in thousands, unaudited): Three Months Ended March 31, 2020 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 146 $ 170 Leased assets obtained in exchange for new operating lease liabilities $ — $ 11,904 Undiscounted cash flows of our scheduled obligations for future minimum lease payments due under the operating leases, including applicable automatic extension options and options reasonably certain of being exercised, as of March 31, 2020 and a reconciliation of those cash flows to the operating lease liabilities at March 31, 2020 are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 437 December 31, 2021 637 December 31, 2022 640 December 31, 2023 642 December 31, 2024 644 December 31, 2025 648 Thereafter 22,460 Total minimum lease payments (1) 26,108 Discount (14,188 ) Operating lease liabilities $ 11,920 (1) Operating lease payments include $7.54 million related to options to extend lease terms that are reasonably certain of being exercised. |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Insurance The Company carries comprehensive liability, fire, extended coverage, business interruption and rental loss insurance covering all of the properties in its portfolio under a blanket insurance policy, in addition to other coverages, such as trademark and pollution coverage that may be appropriate for certain of its properties. Additionally, the Company carries a directors’, officers’, entity and employment practices liability insurance policy that covers such claims made against the Company and its directors and officers. The Company believes the policy specifications and insured limits are appropriate and adequate for its properties given the relative risk of loss, the cost of the coverage and industry practice; however, its insurance coverage may not be sufficient to fully cover its losses. Concentration of Credit Risk The Company is subject to risks incidental to the ownership and operation of commercial real estate. These risks include, among others, the risks normally associated with changes in the general economic climate, trends in the retail industry, creditworthiness of tenants, competition for tenants and customers, changes in tax laws, interest rates, the availability of financing and potential liability under environmental and other laws. The Company’s portfolio of properties is dependent upon regional and local economic conditions and is geographically concentrated in the Northeast, Mid-Atlantic and Southeast, which markets represented approximately 4% , 35% and 61% respectively, of the total annualized base rent of the properties in its portfolio as of March 31, 2020 . The Company’s geographic concentration may cause it to be more susceptible to adverse developments in those markets than if it owned a more geographically diverse portfolio. Additionally, the Company’s retail shopping center properties depend on anchor stores or major tenants to attract shoppers and could be adversely affected by the loss of, or a store closure by, one or more of these tenants. Regulatory and Environmental As the owner of the buildings on our properties, the Company could face liability for the presence of hazardous materials (e.g., asbestos or lead) or other adverse conditions (e.g., poor indoor air quality) in its buildings. Environmental laws govern the presence, maintenance, and removal of hazardous materials in buildings, and if the Company does not comply with such laws, it could face fines for such noncompliance. Also, the Company could be liable to third parties (e.g., occupants of the buildings) for damages related to exposure to hazardous materials or adverse conditions in its buildings, and the Company could incur material expenses with respect to abatement or remediation of hazardous materials or other adverse conditions in its buildings. In addition, some of the Company’s tenants routinely handle and use hazardous or regulated substances and wastes as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject the Company or its tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to the Company, and changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially and adversely affect the Company’s operations. The Company is not aware of any material contingent liabilities, regulatory matters or environmental matters that may exist. Litigation The Company is involved in various legal proceedings arising in the ordinary course of its business, including, but not limited to commercial disputes. The Company believes that such litigation, claims and administrative proceedings will not have a material adverse impact on its financial position or its results of operations. The Company records a liability when it considers the loss probable and the amount can be reasonably estimated. In addition, the below are in process. JCP Investment Partnership LP, et al v. Wheeler Real Estate Investment Trust, Inc., Circuit Court for Baltimore County, Maryland. This was an action brought by a large minority shareholder of the Company alleging that in 2018, the Company breached an asset coverage ratio covenant, so as to require the Company to buy back a portion of its Series D Preferred. The Company defended this suit on the grounds it validly amended the Articles Supplementary through the Certificate of Correction filed with the Maryland Department of Taxation on or about May 3, 2018, curing any alleged breach of the covenant. After discovery was completed, JCP filed a motion for summary judgment, which the Court denied on January 29, 2020. In February 2020, the parties reached a settlement and JCP dismissed the lawsuit without prejudice. Jon Wheeler v. Wheeler Real Estate Investment Trust, Inc., Circuit Court for the City of Virginia Beach, Virginia. Jon Wheeler v. Wheeler Real Estate Investment Trust, Inc., Circuit Court for the City of Virginia Beach, Virginia. Former CEO, Jon Wheeler, alleges that his employment was improperly terminated and that he is owed severance and bonus payments pursuant to his Employment Agreement. Altogether, his alleged damages total approximately $1.00 million . The Company is defending the action on the grounds that Mr. Wheeler’s employment was properly terminated for cause, including for his failure to properly apprise the Board of Directors of critical information, and placing his own personal interests above the Company's, including contacting counsel about filing suit on his behalf against the Company and the Board of Directors while he was still CEO and Chairman of the Board. The Company filed a Counterclaim against Mr. Wheeler for approximately $150 thousand for reimbursement of personal expenses the Company paid, but that Mr. Wheeler should have borne. Trial of this action was held on December 17-20, 2019. Post-trial briefs were submitted on January 31, 2020. On March 10, 2020, the Court held a hearing to announce its rulings. The Court found in favor of Jon Wheeler on his claim that his employment was terminated without cause and awarded him $475 thousand for a severance payment and the cash value of applicable benefits. The Court denied Mr. Wheeler’s claims for a bonus and that his termination of employment was wrongful as a violation public policy. A hearing will be conducted to determine the award of attorneys’ fees and costs to Jon Wheeler and to the Company as prevailing parties on their claims, as well as whether pre-judgment interest should be included on the damage awards. A hearing date has not been set. Accordingly, in March 2020, the Company recorded $485 thousand on the Company's condensed consolidated statements of operations under the line "other expenses" and is accrued and unpaid as of March 31, 2020. BOKF, NA v. WD-I Associates, LLC, Wheeler Real Estate, LLC and Jon S. Wheeler , Court of Common Pleas, Beaufort County, South Carolina. BOKF (“Bank of Arkansas”), filed an action on April 9, 2019 in Beaufort County, South Carolina, for foreclosure of the mortgage it held on the real property and improvements comprising Sea Turtle Marketplace Shopping Center (“Sea Turtle”) which was owned by WD-I Associates, LLC (“WD-I”), and Jon S. Wheeler had guaranteed the debt. Bank of Arkansas sought the appointment of a receiver to take possession and control of Sea Turtle pending the completion of the foreclosure action. In response, WD-I filed for relief under Chapter 11 of the United States Bankruptcy Code on May 7, 2019. The bankruptcy filing stayed the foreclosure action in State Court. Bank of Arkansas asserted a claim in the bankruptcy as the first mortgage on Sea Turtle. The Company’s subsidiaries held a second mortgage on Sea Turtle and in addition were creditors of WD-I . On January 30, 2020, the Bankruptcy Court approved a sale price of $18.75 million . The Company will share in the $200 thousand set aside for unsecured creditors, pro rata with other unsecured creditors. Given the amount of the indebtedness owed to the Company, we will receive the largest portion of the funds. On May 1, 2020, the Bankruptcy Court granted the dismissal of the WD-I bankruptcy case upon the provisions for payment of the $200 thousand to creditors. The Company is to receive an aggregate payment of approximately $196 thousand , which the Company has not recorded as of March 31, 2020. Jon Wheeler v. Wheeler Real Estate Investment Trust, Inc. and David Kelly, Individually, Circuit Court for the City of Virginia Beach, Virginia. In September, 2018, former Chief Executive Officer and President Jon S. Wheeler filed claims for defamation and tortious interference with contract expectancy, prospective business relationships and economic advantage in the Circuit Court for the City of Virginia Beach, Virginia, asserting his successor, immediate past Chief Executive Officer and President David Kelly, defamed him in communications with an industry association. In February, 2019, Jon Wheeler’s counsel amended the suit to add the Company as a Defendant, but dropped all but the defamation claims. Mr. Kelly and the Company are defending the lawsuit. Trial is set for June 10, 2020. At this juncture, the outcome of the matter cannot be predicted. In addition, on April 13, 2020, the Company terminated the employment of the Company’s then chief executive officer and president, David Kelly, with immediate effect. On April 15, 2020, the Company received a letter from Mr. Kelly’s counsel requesting additional information relating to the termination of Mr. Kelly’s employment. This matter is in its early stages. While no legal proceeding is in process at this time, there can be no assurance that this matter will not develop into a potential legal proceeding or be resolved in such a manner as to avoid litigation. Harbor Pointe Tax Increment Financing On September 1, 2011, the Grove Economic Development Authority issued the Grove Economic Development Authority Tax Increment Revenue Note, Taxable Series 2011 in the amount of $2.42 million , bearing a variable interest rate of 2.29% , not to exceed 14% and payable in 50 semi-annual installments. The proceeds of the bonds were to provide funding for the construction of public infrastructure and other site improvements and to be repaid by incremental additional property taxes generated by development. Harbor Pointe Associates, LLC, then owned by an affiliate of Jon Wheeler, entered into an Economic Development Agreement with the Grove Economic Development Authority for this infrastructure development and in the event the ad valorem taxes were insufficient to cover annual debt service, Harbor Pointe Associates, LLC would reimburse the Grove Economic Development Authority (the “Harbor Pointe Agreement”). In 2014, Harbor Pointe Associates, LLC was acquired by the Company. The total debt service shortfall over the life of the bond is uncertain as it is based on ad valorem taxes, assessed property values, property tax rates, LIBOR and future potential development ranging until 2036. The Company’s future total principal obligation under the Harbor Pointe Agreement will be no more than $2.23 million , the principal amount of the bonds, as of March 31, 2020. In addition, the Company may have an interest obligation on the note based on the principal balance and LIBOR rates in effect at future payment dates. During the three months ended March 31, 2020 and 2019, the Company did not fund any debt service shortfalls. No amounts have been accrued for this as of March 31, 2020 as a reasonable estimate of future debt service shortfalls cannot be determined based on variables noted above. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The following summarizes related party activity for the three months ended March 31, 2020 and 2019. The amounts disclosed below reflect the activity between the Company and its affiliates (in thousands). Three Months Ended March 31, 2020 2019 (unaudited) Amounts paid to affiliates $ 9 $ — Amounts received from affiliates $ — $ 6 Reimbursement of Proxy Solicitation Expenses On October 29, 2019, Stilwell Value Partners VII, L.P., Stilwell Activist Fund, L.P., Stilwell Activist Investments, L.P., Stilwell Value LLC, and Joseph Stilwell (collectively, the “Stilwell Group”), the beneficial owner of 9.8% of our common stock, filed a proxy statement with the SEC in connection with the Company’s 2019 annual meeting (the “Stilwell Solicitation”). Current director Joseph Stilwell is the owner and managing member of Stilwell Value LLC, which is the general partner of Stilwell Activist Investments, L.P. At the 2019 annual meeting, our stockholders elected three nominees designated by the Stilwell Group to the Board of Directors. The Stilwell Group disclosed in the Stilwell Solicitation that it intended to seek reimbursement of the expenses it incurred in connection with such solicitation. The Company has agreed to reimburse the Stilwell Group for the approximate $439 thousand of expenses it incurred in connection with the Stilwell Solicitation. This reimbursement was accrued at March 31, 2020 and recorded on the condensed consolidated statements of operations as “other expenses.” |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Columbia Fire Station Extension On May 4, 2020, the Company extended the $4.02 million Columbia Fire Station promissory note ("Columbia Fire Station Loan") to September 3, 2020, with principal and interest payments due monthly starting on July 3, 2020 in the amount of $26 thousand . The loan continues to bear interest at 4.00% . Tuckernuck Extension The Company entered into a non-binding term sheet (the "Term Sheet") to extend the $5.29 million Tuckernuck promissory note ("Tuckernuck Loan") to August 1, 2020. The Term Sheet is not a binding commitment and will be superseded by a formal contract amendment, subject to customary closing conditions. Paycheck Protection Program Loan On April 27, 2020, the Company received loan proceeds of $552 thousand (the “Loan”) pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act. The Loan, which was in the form of a promissory note, dated April 24, 2020 (the “Promissory Note”), between the Company and KeyBank as the lender, matures on April 24, 2022 and bears interest at a fixed rate of 1% per annum, payable monthly commencing seven months from the note date. Under the terms of the PPP, the principal may be forgiven if the Loan proceeds are used for qualifying expenses as described in the CARES Act, such as payroll costs, mortgage interest, rent, and utilities. No assurance can be provided that the Company will obtain forgiveness of the Loan in whole or in part. COVID-19 The Company is closely monitoring the impact of COVID-19 on all aspects of its business and geographies, including how it will impact its tenants and business partners. While the Company did not incur significant disruptions during the three months ended March 31, 2020 from COVID-19, it is unable to predict the impact that COVID-19 will have on its financial condition, results of operations and cash flows due to numerous uncertainties . In April, the Company received certain rent relief requests, most often in the form of rent deferral requests, as a result of COVID-19. The Company is evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modification agreements, nor is the Company forgoing its contractual rights under its lease agreements. Additionally, as a result of COVID-19 the Company has been granted forbearance on 8 loans resulting in deferral of approximately $928 thousand in principal and interest payments. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Investment Properties | Investment Properties The Company records investment properties and related intangibles at fair value upon acquisition. Investment properties include both acquired and constructed assets. Improvements and major repairs and maintenance are capitalized when the repair and maintenance substantially extends the useful life, increases capacity or improves the efficiency of the asset. All other repair and maintenance costs are expensed as incurred. The Company capitalizes interest on projects during periods of construction until the projects reach the completion point that corresponds with their intended purpose. The Company allocates the purchase price of acquisitions to the various components of the asset based upon the fair value of each component which may be derived from various observable or unobservable inputs and assumptions. Also, the Company may utilize third party valuation specialists. These components typically include buildings, land and any intangible assets related to out-of-market leases, tenant relationships and in-place leases the Company determines to exist. The Company determines fair value based on estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends and specific market and economic conditions that may affect the property. Factors considered by management in the analysis of determining the as-if-vacant property value include an estimate of carrying costs during the expected lease-up periods considering market conditions, and costs to execute similar leases. In estimating carrying costs, management includes real estate taxes, insurance and estimates of lost rentals at market rates during the expected lease-up periods, tenant demand and other economic conditions. Management also estimates costs to execute similar leases including leasing commissions, tenant improvements, legal and other related expenses. Intangibles related to out-of-market leases, tenant relationships and in-place lease value are recorded at fair value as acquired lease intangibles and are amortized as an adjustment to rental revenue or amortization expense, as appropriate, over the remaining terms of the underlying leases. Premiums or discounts on acquired out-of-market debt are amortized to interest expense over the remaining term of such debt. The Company records depreciation on buildings and improvements utilizing the straight-line method over the estimated useful life of the asset, generally 5 to 40 years. The Company reviews depreciable lives of investment properties periodically and makes adjustments to reflect a shorter economic life, when necessary. Tenant allowances, tenant inducements and tenant improvements are amortized utilizing the straight-line method over the term of the related lease or occupancy term of the tenant, if shorter. Amounts allocated to buildings are depreciated over the estimated remaining life of the acquired building or related improvements. The Company amortizes amounts allocated to tenant improvements, in-place lease assets and other lease-related intangibles over the remaining life of the underlying leases. The Company also estimates the value of other acquired intangible assets, if any, and amortizes them over the remaining life of the underlying related intangibles. The Company reviews investment properties for impairment on a property-by-property basis whenever events or changes in circumstances indicate that the carrying value of investment properties may not be recoverable, but at least annually. These circumstances include, but are not limited to, declines in the property’s cash flows, occupancy and fair market value. The Company measures any impairment of investment property when the estimated undiscounted future operating income before depreciation and amortization, plus its residual value, is less than the carrying value of the property. Estimated undiscounted operating income before depreciation and amortization includes various Level 3 fair value assumptions including renewal and renegotiations of current leases, estimates of new leases on vacant spaces, estimates of operating costs and fluctuating market conditions. The renewal and renegotiations of leases in some cases must be approved by additional third parties outside the control of the Company and the tenant. If such renewed or renegotiated leases are approved at amounts below correct estimates, then impairment adjustments may be necessary in the future. To the extent impairment has occurred, the Company charges to income the excess of the carrying value of the property over its estimated fair value. The Company estimates fair value using unobservable data such as operating income, estimated capitalization rates, or multiples, leasing prospects for vacant spaces and local market information. These valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 3 inputs. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Assets Held for Sale and Discontinued Operations | Assets Held For Sale and Discontinued Operations The Company may decide to sell properties that are held for use. The Company records these properties as held for sale when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. Properties classified as held for sale are reported at the lower of their carrying value or their fair value, less estimated costs to sell. When the carrying value exceeds the fair value, less estimated costs to sell an impairment charge is recognized. The Company estimates fair value, less estimated closing costs based on similar real estate sales transactions. These valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 2 and 3 inputs. Level 2 inputs are quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets in markets that are not active; and inputs other than quoted prices. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. See Note 3 for additional details on impairment of assets held for sale for the three months ended March 31, 2020 and 2019. Assets held for sale are presented as discontinued operations in all periods presented if the disposition represents a strategic shift that has, or will have, a major effect on the Company's financial position or results of operations. This includes the net gain (or loss) upon disposal of property held for sale, the property's operating results, depreciation and interest expense. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Cash equivalents consist primarily of bank operating accounts and money markets. Financial instruments that potentially subject the Company to concentrations of credit risk include its cash and cash equivalents and its trade accounts receivable. The Company places its cash and cash equivalents with institutions of high credit quality. Restricted cash represents amounts held by lenders for real estate taxes, insurance, reserves for capital improvements, leasing costs and tenant security deposits. The Company places its cash and cash equivalents and restricted cash on deposit with financial institutions in the United States, which are insured by the Federal Deposit Insurance Company (“FDIC”) up to $250 thousand . The Company's loss in the event of failure of these financial institutions is represented by the difference between the FDIC limit and the total amounts on deposit. Management monitors the financial institutions credit worthiness in conjunction with balances on deposit to minimize risk. |
Tenant Receivables and Unbilled Rent | Tenant Receivables and Unbilled Rent Tenant receivables include base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. The Company determines an allowance for the uncollectible portion of accrued rents and accounts receivable based upon customer credit-worthiness (including expected recovery of a claim with respect to any tenants in bankruptcy), historical bad debt levels, and current economic trends. The Company considers a receivable past due once it becomes delinquent per the terms of the lease. The Company’s standard lease form considers a rent charge past due after five days. A past due receivable triggers certain events such as notices, fees and other allowable and required actions per the lease. |
Above and Below Market Lease Intangibles, net | Above and Below Market Lease Intangibles, net The Company determines the above and below market lease intangibles upon acquiring a property. Above and below market lease intangibles are amortized over the life of the respective leases. Amortization of above and below market lease intangibles is recorded as a component of rental revenues. |
Deferred Costs and Other Assets, net | Deferred Costs and Other Assets, net The Company’s deferred costs and other assets consist primarily of leasing commissions, leases in place, capitalized legal and marketing costs, tenant relationships and ground lease sandwich interest intangibles associated with acquisitions. The Company’s lease origination costs consist primarily of the portion of property acquisitions allocated to lease originations and commissions paid to third parties in connection with lease originations. The Company generally records amortization of lease origination costs on a straight-line basis over the terms of the related leases. Amortization of lease origination costs, leases in place, legal and marketing costs, tenant relationships and ground lease sandwich interest represents a component of depreciation and amortization expense. |
Lease Contract Revenue | Lease Contract Revenue The Company has two classes of underlying assets relating to rental revenue activity, retail and office space. The Company retains substantially all of the risks and benefits of ownership of these underlying assets and accounts for these leases as operating leases. The Company combines lease and nonlease components in lease contracts, which includes combining base rent and tenant reimbursement revenue. The Company accrues minimum rents on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset or deferred rent liability being recorded on the balance sheet. At March 31, 2020 and December 31, 2019, there were $3.47 million and $3.41 million , respectively, in unbilled rent which is included in "rents and other tenant receivables, net." Additionally, certain of the lease agreements contain provisions that grant additional rents based on tenants’ sales volumes (contingent or percentage rent). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements as variable lease income. The Company’s leases generally require the tenant to reimburse the Company for a substantial portion of its expenses incurred in operating, maintaining, repairing, insuring and managing the shopping center and common areas (collectively defined as Common Area Maintenance or “CAM” expenses). This significantly reduces the Company’s exposure to increases in costs and operating expenses resulting from inflation or other outside factors. These reimbursements are considered nonlease components which the Company combines with the lease component. The Company calculates the tenant’s share of operating costs by multiplying the total amount of the operating costs by a fraction, the numerator of which is the total number of square feet being leased by the tenant, and the denominator of which is the average total square footage of all leasable buildings at the property. The Company also receives monthly payments for these reimbursements from substantially all its tenants throughout the year. The Company recognizes tenant reimbursements as variable lease income. The Company recognizes differences between estimated recoveries and the final billed amounts in the subsequent year. These differences were not material for the three months ended March 31, 2020 and 2019. Additionally, the Company has tenants who pay real estate taxes directly to the taxing authority. The Company excludes these Company costs paid directly by the tenant to third parties on the Company’s behalf from both variable revenue payments recognized and the associated property operating expenses. The Company does not evaluate whether certain sales taxes and other similar taxes are the Company’s costs or tenants costs. Instead, the Company accounts for these costs as tenant costs. The Company recognizes lease termination fees, which is included in "other revenues" on the condensed consolidated statements of operations, in the year that the lease is terminated and collection of the fee is reasonably assured. Upon early lease termination, the Company provides for losses related to unrecovered intangibles and other assets. |
Income Taxes | Income Taxes The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code and applicable Treasury regulations relating to REIT qualification. In order to maintain this REIT status, the regulations require the Company to distribute at least 90% of its taxable income to shareholders and meet certain other asset and income tests, as well as other requirements. The TRS' have accrued $30 thousand and $22 thousand , respectively, for federal and state income taxes as of March 31, 2020 and December 31, 2019. If the Company fails to qualify as a REIT, it will be subject to tax at regular corporate rates for the years in which it fails to qualify. If the Company loses its REIT status, it could not elect to be taxed as a REIT for five years unless the Company’s failure to qualify was due to reasonable cause and certain other conditions were satisfied. |
Taxable REIT Subsidiary Cost Allocation | Taxable REIT Subsidiary Cost Allocation The Company’s overall philosophy regarding cost allocation centers around the premise that the Trust exists to acquire, lease and manage properties for the benefit of its investors. Accordingly, a majority of the Company’s operations occur at the property level. Each property must carry its own weight by absorbing the costs associated with generating its revenues. Additionally, leases generally allow the Company to pass through to the tenant most of the costs involved in operating the property, including, but not limited to, the direct costs associated with owning and maintaining the property (landscaping, repairs and maintenance, taxes, insurance, etc.), property management and certain administrative costs. Service vendors bill the majority of the direct costs of operating the properties directly to the particular property and each property pays them accordingly. The Non-REIT Properties pay WRE property management and/or asset management fees of 3% and 2% of collected revenues, respectively. The Non-REIT Properties also pay WRE leasing commissions based on the total contractual revenues to be generated under the new/renewed lease agreement ( 6% for new leases and 3% for renewals). Costs incurred to manage, lease and administer the Non-REIT Properties are allocated to the TRS. These costs include compensation and benefits, property management, leasing and other corporate, general and administrative expenses associated with generating the TRS' revenues. |
Financial Instruments | Financial Instruments The carrying amount of financial instruments included in assets and liabilities approximates fair market value due to their immediate or short-term maturity. |
Use of Estimates | Use of Estimates The Company has made estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the reported periods. The Company’s actual results could differ from these estimates. |
Lease Commitments | Leases Commitments The Company determines if an arrangement is a lease at inception. Operating leases, in which the Company is the lessee, are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities on our condensed consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and the lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU assets include any lease payments made and excludes lease incentives. The Company's lease terms may include options to extend the lease when it is reasonably certain that the company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company elected the practical expedient to combine lease and associated nonlease components. The lease components are the majority of its leasing arrangements and the Company accounts for the combined component as an operating lease. In the event the Company modifies existing ground leases or enters into new ground leases, such leases may be classified as finance leases. |
Noncontrolling interests | Noncontrolling Interests Noncontrolling interests is the portion of equity in the Operating Partnership not attributable to the Trust. The ownership interests not held by the parent are considered noncontrolling interests. Accordingly, noncontrolling interests have been reported in equity on the condensed consolidated balance sheets but separate from the Company’s equity. On the condensed consolidated statements of operations, the subsidiaries are reported at the consolidated amount, including both the amount attributable to the Company and noncontrolling interests. Condensed consolidated statements of equity includes beginning balances, activity for the period and ending balances for shareholders’ equity, noncontrolling interests and total equity. The noncontrolling interest of the Operating Partnership common unit holders is calculated by multiplying the noncontrolling interest ownership percentage at the balance sheet date by the Operating Partnership’s net assets (total assets less total liabilities). The noncontrolling interest percentage is calculated at any point in time by dividing the number of units not owned by the Company by the total number of units outstanding. The noncontrolling interest ownership percentage will change as additional units are issued or as units are exchanged for the Company’s common stock $0.01 par value per share (“Common Stock”). In accordance with GAAP, any changes in the value from period to period are charged to additional paid-in capital. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." This update enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, such as accounts receivable and loans. The guidance will require that the Company estimate the lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. The Company will also be required to disclose information about how it developed the allowances, including changes in the factors that influenced the Company’s estimate of expected credit losses and the reasons for those changes. The guidance would be effective for interim and annual reporting periods beginning after December 15, 2022, per FASB's issuance of ASU 2019-10, "Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates". The Company is currently in the process of evaluating the impact the adoption of the guidance will have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820)". This update modifies the disclosure requirements on fair value measurements in Topic 820 with several removals, modifications and additions for disclosures, which includes both prospective and retrospective disclosures. The guidance adds prospective disclosures related to the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements including measurement uncertainty disclosures to communicate the uncertainty in the measurement as of the reporting date. The Company adopted this ASU as of January 1, 2020. The adoption did not have material impact on its consolidated financial statements upon adoption of the guidance and there were no retrospective disclosures necessary. In April 2020, the FASB 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 COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated with the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies are not currently applicable to the Company or are not expected to have a significant impact on the Company’s financial position, results of operations and cash flows. |
Reclassifications | Reclassifications The Company has reclassified certain prior period amounts in the accompanying condensed consolidated financial statements in order to be consistent with the current period presentation. These reclassifications had no effect on net income, total assets, total liabilities or equity. The revenue from asset management fees and commissions were reclassified to other revenues on the condensed consolidated statements of operations for consistency with current period presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of disaggregation of Company's revenue | The below table disaggregates the Company’s revenue by type of service for the three months ended March 31, 2020 and 2019 (in thousands, unaudited): Three Months Ended 2020 2019 Minimum rent $ 12,113 $ 12,461 Tenant reimbursements - variable lease revenue 3,288 3,287 Percentage rent - variable lease revenue 108 112 Lease termination fees 62 49 Other 157 176 Total 15,728 16,085 Credit losses on operating lease receivables (154 ) (90 ) Total $ 15,574 $ 15,995 |
Schedule of corporate general and administrative expenses | A detail for the "corporate general & administrative" ("CG&A") line item from the condensed consolidated statements of operations is presented below (in thousands, unaudited): Three Months Ended 2020 2019 Professional fees $ 1,026 $ 599 Compensation and benefits 407 676 Corporate administration 331 305 Advertising costs for leasing activities 31 49 Taxes and licenses 18 62 Other 59 123 Total $ 1,872 $ 1,814 |
Real Estate (Tables)
Real Estate (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Schedule of investment properties | Investment properties consist of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Land and land improvements $ 98,957 $ 100,599 Buildings and improvements 360,620 366,082 Investment properties at cost 459,577 466,681 Less accumulated depreciation (52,762 ) (50,466 ) Investment properties, net $ 406,815 $ 416,215 |
Schedule of dispositions | The following properties were sold during the three months ended March 31, 2020 and 2019: Disposal Date Property Contract Price Gain (loss) Net Proceeds (in thousands, unaudited) January 21, 2020 St. Matthews $ 1,775 $ (26 ) $ 1,665 March 18, 2019 Graystone Crossing 6,000 1,452 1,744 February 7, 2019 Harbor Pointe Land Parcel (1.28 acres) 550 — 19 January 11, 2019 Jenks Plaza 2,200 387 1,840 As of March 31, 2020 and December 31, 2019, assets held for sale and associated liabilities consisted of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Investment properties, net $ 6,189 $ 1,651 Rents and other tenant receivables, net 9 77 Deferred costs and other assets, net 60 9 Total assets held for sale $ 6,258 $ 1,737 March 31, 2020 December 31, 2019 (unaudited) Loans payable $ 4,004 $ 1,974 Accounts payable, accrued expenses and other liabilities 45 52 Total liabilities associated with assets held for sale $ 4,049 $ 2,026 |
Deferred Costs (Tables)
Deferred Costs (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of details of deferred costs, net of amortization and other assets | Deferred costs and other assets, net of amortization are as follows (in thousands): March 31, 2020 December 31, 2019 (unaudited) Leases in place, net $ 13,571 $ 14,968 Ground lease sandwich interest, net 2,146 2,215 Tenant relationships, net 1,891 2,173 Lease origination costs, net 971 1,038 Legal and marketing costs, net 31 43 Other 1,667 588 Total deferred costs and other assets, net $ 20,277 $ 21,025 |
Schedule of future amortization of lease origination costs, financing costs and in place leases | Future amortization of lease origination costs, leases in place, legal and marketing costs, tenant relationships and ground lease sandwich interests is as follows (in thousands, unaudited): Leases In Place, net Ground Lease Sandwich Interest, net Tenant Relationships, net Lease Origination Costs, net Legal & Marketing Costs, net Total For the remaining nine months ending December 31, 2020 $ 3,182 $ 205 $ 580 $ 126 $ 8 $ 4,101 December 31, 2021 2,766 274 448 158 8 3,654 December 31, 2022 2,119 274 354 116 6 2,869 December 31, 2023 1,638 274 227 98 5 2,242 December 31, 2024 1,124 274 128 83 3 1,612 December 31, 2025 799 274 62 63 — 1,198 Thereafter 1,943 571 92 327 1 2,934 $ 13,571 $ 2,146 $ 1,891 $ 971 $ 31 $ 18,610 |
Loans Payable (Tables)
Loans Payable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of loans payable | The Company’s loans payable consist of the following (in thousands, except monthly payment): Property/Description Monthly Payment Interest Rate Maturity March 31, 2020 December 31, 2019 KeyBank Credit Agreement (6) $ 350,000 LIBOR + 350 basis points Various (6) $ 9,300 $ 17,879 Rivergate $ 127,267 LIBOR + 295 basis points March 2020 21,402 21,545 Columbia Fire Station (1) $ 25,452 4.00 % May 2020 4,015 4,051 Tuckernuck $ 33,880 3.88 % May 2020 5,294 5,344 First National Bank Line of Credit (7) $ 24,656 LIBOR + 300 basis points September 2020 1,156 1,214 Lumber River $ 10,723 LIBOR + 350 basis points October 2020 1,390 1,404 JANAF Bravo $ 36,935 4.65 % January 2021 6,336 6,372 Walnut Hill Plaza $ 26,850 5.50 % September 2022 3,730 3,759 Litchfield Market Village $ 46,057 5.50 % November 2022 7,418 7,452 Twin City Commons $ 17,827 4.86 % January 2023 2,966 2,983 New Market $ 48,747 5.65 % June 2023 6,663 6,713 Benefit Street Note (3) $ 53,185 5.71 % June 2023 7,308 7,361 Deutsche Bank Note (2) $ 33,340 5.71 % July 2023 5,624 5,642 JANAF $ 333,159 4.49 % July 2023 50,173 50,599 Tampa Festival $ 50,797 5.56 % September 2023 8,038 8,077 Forrest Gallery $ 50,973 5.40 % September 2023 8,342 8,381 Riversedge North $ 11,436 5.77 % December 2023 1,758 1,767 South Carolina Food Lions Note (5) $ 68,320 5.25 % January 2024 11,624 11,675 Cypress Shopping Center $ 34,360 4.70 % July 2024 6,239 6,268 Port Crossing $ 34,788 4.84 % August 2024 6,002 6,032 Freeway Junction $ 41,798 4.60 % September 2024 7,690 7,725 Harrodsburg Marketplace $ 19,112 4.55 % September 2024 3,398 3,416 Bryan Station $ 23,489 4.52 % November 2024 4,373 4,394 Crockett Square Interest only 4.47 % December 2024 6,338 6,338 Pierpont Centre $ 39,435 4.15 % February 2025 8,100 8,113 Shoppes at Myrtle Park $ 33,180 4.45 % February 2025 5,988 — Folly Road $ 41,482 4.65 % March 2025 7,350 5,922 Alex City Marketplace Interest only 3.95 % April 2025 5,750 5,750 Butler Square Interest only 3.90 % May 2025 5,640 5,640 Brook Run Shopping Center Interest only 4.08 % June 2025 10,950 10,950 Beaver Ruin Village I and II Interest only 4.73 % July 2025 9,400 9,400 Sunshine Shopping Plaza Interest only 4.57 % August 2025 5,900 5,900 Barnett Portfolio (4) Interest only 4.30 % September 2025 8,770 8,770 Fort Howard Shopping Center Interest only 4.57 % October 2025 7,100 7,100 Conyers Crossing Interest only 4.67 % October 2025 5,960 5,960 Grove Park Shopping Center Interest only 4.52 % October 2025 3,800 3,800 Parkway Plaza Interest only 4.57 % October 2025 3,500 3,500 Winslow Plaza $ 41,482 4.82 % December 2025 4,603 4,620 JANAF BJ's $ 29,964 4.95 % January 2026 4,929 4,957 Chesapeake Square $ 23,857 4.70 % August 2026 4,336 4,354 Berkley/Sangaree/Tri-County Interest only 4.78 % December 2026 9,400 9,400 Riverbridge Interest only 4.48 % December 2026 4,000 4,000 Franklin Village $ 45,336 4.93 % January 2027 8,494 8,516 Village of Martinsville $ 89,664 4.28 % July 2029 16,258 16,351 Laburnum Square Interest only 4.28 % September 2029 7,665 7,665 Total Principal Balance (1) 344,470 347,059 Unamortized debt issuance cost (1) (4,189 ) (4,172 ) Total Loans Payable, including assets held for sale 340,281 342,887 Less loans payable on assets held for sale, net loan amortization costs 4,004 1,974 Total Loans Payable, net $ 336,277 $ 340,913 (1) Includes loans payable on assets held for sale, see Note 3. (2) Collateralized by LaGrange Marketplace, Ridgeland and Georgetown. (3) Collateralized by Ladson Crossing, Lake Greenwood Crossing and South Park. (4) Collateralized by Cardinal Plaza, Franklinton Square, and Nashville Commons. (5) Collateralized by Clover Plaza, South Square, St. George, Waterway Plaza and Westland Square. (6) Collateralized by Darien Shopping Center, Devine Street, Lake Murray, Moncks Corner and South Lake. The various maturity dates are disclosed below within Note 5 under the KeyBank Credit Agreement. (7) Collateralized by Surrey Plaza and Amscot Building. |
Schedule of Company's scheduled principal repayments on indebtedness | The Company’s scheduled principal repayments on indebtedness as of March 31, 2020 , including assets held for sale, are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 46,171 December 31, 2021 11,394 December 31, 2022 15,848 December 31, 2023 85,537 December 31, 2024 44,240 December 31, 2025 91,426 Thereafter 49,854 Total principal repayments and debt maturities $ 344,470 |
Rentals under Operating Leases
Rentals under Operating Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of future minimum rentals to be received under noncancelable tenant operating leases | Future minimum rents to be received under noncancelable tenant operating leases, excluding rents on assets held for sale properties, for each of the next five years and thereafter, excluding CAM and percentage rent based on tenant sales volume, as of March 31, 2020 are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 34,113 December 31, 2021 40,412 December 31, 2022 33,910 December 31, 2023 27,437 December 31, 2024 20,676 December 31, 2025 14,842 Thereafter 36,634 Total minimum rents $ 208,024 |
Equity and Mezzanine Equity (Ta
Equity and Mezzanine Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of changes in carrying value of Series D Preferred | The changes in the carrying value of the Series D Preferred for the three months ended March 31, 2020 and 2019 is as follows (in thousands, unaudited): Series D Preferred (unaudited) Balance December 31, 2019 $ 87,225 Accretion of Preferred Stock discount 148 Undeclared dividends 2,419 Balance March 31, 2020 $ 89,792 Series D Preferred (unaudited) Balance December 31, 2018 $ 76,955 Accretion of Preferred Stock discount 148 Undeclared dividends 2,419 Balance March 31, 2019 $ 79,522 |
Schedule of potentially dilutive shares | As of March 31, 2020 , the below shares are able to be converted to Common Stock. The common units, convertible preferred stock and cumulative convertible preferred stock have been excluded from the Company’s diluted earnings per share calculation because their inclusion would be antidilutive. March 31, 2020 Outstanding shares Potential Dilutive Shares (unaudited) Common units 234,019 234,019 Series B Preferred Stock 1,875,748 1,172,343 Series D Preferred Stock 3,600,636 5,307,541 |
Schedule of summary of preferred stock dividends | The following table summarizes the preferred stock dividends (unaudited, in thousands except for per share amounts): Series A Preferred Series B Preferred Series D Preferred Record Date/Arrears Date Arrears Per Share Arrears Per Share Arrears Per Share For the three months ended March 31, 2020 $ 13 22.50 $ 1,055 0.56 $ 2,419 0.67 For the three months ended March 31, 2019 $ 13 22.50 $ 1,055 0.56 $ 2,419 0.67 |
Schedule of shares issued under 2016 Long-Term Incentive Plan | 2016 Long-Term Incentive Plan On June 15, 2016, the Company's shareholders approved the 2016 Long-Term Incentive Plan (the "2016 Incentive Plan"). The 2016 Incentive Plan allows for issuance of up to 625,000 shares of the Company's Common Stock to employees, directors, officers and consultants for services rendered to the Company. For the Three Months Ended March 31, Shares Issued Market Value (in thousands except for share amounts, unaudited) 2019 181,807 166 As of March 31, 2020, there are 132,707 shares available for issuance under the Company’s 2016 Incentive Plan. There were no shares issued during the three months ended March 31, 2020. |
Lease Commitments (Tables)
Lease Commitments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Ground Lease Payments and Supplemental Information Related to Leases | The following properties are subject to leases which require the Company to make fixed annual rental payments and variable lease payments, which are immaterial and include escalation clauses and renewal options as follows (unaudited, in thousands): Three Months Ended March 31, 2020 2019 Expiration Year Amscot $ 6 $ 6 2045 Beaver Ruin Village 14 14 2054 Beaver Ruin Village II 6 6 2056 Leased office space Charleston, SC — 25 2019 Moncks Corner 30 30 2040 Devine Street (1) 99 99 2051 JANAF (2) 71 67 2069 Total ground leases $ 226 $ 247 (1) Lease options are exercised through 2035 with options which are reasonably certain to be exercised through 2051. (2) Includes $34 thousand and $30 thousand in variable percentage rent, during the three months ended March 31, 2020 and 2019, respectively. Supplemental information related to leases is as follows (in thousands, unaudited): Three Months Ended March 31, 2020 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 146 $ 170 Leased assets obtained in exchange for new operating lease liabilities $ — $ 11,904 |
Schedule of Undiscounted Cash Flows of Scheduled Obligations for Under Operating Leases | Undiscounted cash flows of our scheduled obligations for future minimum lease payments due under the operating leases, including applicable automatic extension options and options reasonably certain of being exercised, as of March 31, 2020 and a reconciliation of those cash flows to the operating lease liabilities at March 31, 2020 are as follows (in thousands, unaudited): For the remaining nine months ended December 31, 2020 $ 437 December 31, 2021 637 December 31, 2022 640 December 31, 2023 642 December 31, 2024 644 December 31, 2025 648 Thereafter 22,460 Total minimum lease payments (1) 26,108 Discount (14,188 ) Operating lease liabilities $ 11,920 (1) Operating lease payments include $7.54 million related to options to extend lease terms that are reasonably certain of being exercised |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of related party activity | The following summarizes related party activity for the three months ended March 31, 2020 and 2019. The amounts disclosed below reflect the activity between the Company and its affiliates (in thousands). Three Months Ended March 31, 2020 2019 (unaudited) Amounts paid to affiliates $ 9 $ — Amounts received from affiliates $ — $ 6 |
Organization and Basis of Pre_2
Organization and Basis of Presentation and Consolidation (Details) | Mar. 31, 2020PropertypropertyBuilding |
Accounting Policies [Abstract] | |
Number of real estate properties | property | 60 |
Number of office buildings | Building | 1 |
Number of undeveloped land parcels | Property | 6 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020USD ($)Property$ / shares | Mar. 31, 2020USD ($)Propertyasset_class$ / shares | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($)$ / shares | |
Property, Plant and Equipment [Line Items] | ||||
Maturity of highly liquid investments | 90 days | |||
Insurance coverage amount | $ 250,000 | |||
Past due rent charge term | 5 days | |||
Allowance for uncollectible accounts | $ 1,140,000 | $ 1,140,000 | $ 1,140,000 | |
Credit losses on operating lease receivables | 154,000 | $ 90,000 | ||
Tenant recoveries realized from previous charge-offs | $ 0 | $ 0 | ||
Number of underlying asset classes | asset_class | 2 | |||
Property management fee, percent fee | 3.00% | |||
Minimum percentage of taxable income to be distributed to stockholders (as percent) | 90.00% | |||
Provision for federal income taxes | $ 30,000 | $ 22,000 | ||
Term of disqualification to be taxed as a REIT due to loss of REIT status | 5 years | |||
Asset management fee, percent fee | 2.00% | |||
Legal settlement costs | 439,000 | $ 585,000 | ||
Other expenses accrued and unpaid | $ 924,000 | $ 924,000 | ||
Common stock, par value per share (in usd per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |
ROU assets | $ 11,603,000 | $ 11,603,000 | $ 11,651,000 | |
Number of undeveloped land parcels | Property | 6 | 6 | ||
Real Estate | Real Estate Investment properties consist of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Land and land improvements $ 98,957 $ 100,599 Buildings and improvements 360,620 366,082 Investment properties at cost 459,577 466,681 Less accumulated depreciation (52,762 ) (50,466 ) Investment properties, net $ 406,815 $ 416,215 The Company’s depreciation expense on investment properties was $2.94 million and $3.19 million for the three months ended March 31, 2020 and 2019, respectively. A significant portion of the Company’s land, buildings and improvements serve as collateral for its mortgage loans. Accordingly, restrictions exist as to the encumbered property’s transferability, use and other common rights typically associated with property ownership. Assets Held for Sale At March 31, 2020 and December 2019 assets held for sale included Columbia Fire Station and St. Matthews, respectively as the Board committed to a plan to sell each property. The Company recorded an impairment charge on assets held for sale of $600 thousand for the three months ended March 31, 2020 resulting from reducing the carrying value of Columbia Fire Station for the amount that exceeded the property's fair value less estimated selling costs. The valuation assumptions are based on the three-level valuation hierarchy for fair value measurement and represent Level 2 inputs. No impairment charges were recorded for the three months ended March, 31, 2019. As of March 31, 2020 and December 31, 2019, assets held for sale and associated liabilities consisted of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Investment properties, net $ 6,189 $ 1,651 Rents and other tenant receivables, net 9 77 Deferred costs and other assets, net 60 9 Total assets held for sale $ 6,258 $ 1,737 March 31, 2020 December 31, 2019 (unaudited) Loans payable $ 4,004 $ 1,974 Accounts payable, accrued expenses and other liabilities 45 52 Total liabilities associated with assets held for sale $ 4,049 $ 2,026 The following properties were sold during the three months ended March 31, 2020 and 2019: Disposal Date Property Contract Price Gain (loss) Net Proceeds (in thousands, unaudited) January 21, 2020 St. Matthews $ 1,775 $ (26 ) $ 1,665 March 18, 2019 Graystone Crossing 6,000 1,452 1,744 February 7, 2019 Harbor Pointe Land Parcel (1.28 acres) 550 — 19 January 11, 2019 Jenks Plaza 2,200 387 1,840 The Harbor Pointe land parcel sale represents discontinued operations as it was a strategic shift that had a major effect on the Company's financial position or results of operations. The sale of Jenks Plaza, Graystone Crossing and St. Matthews did not represent a strategic shift that has a major effect on the Company's financial position or results of operations. Accordingly, the operating results of these properties remains classified within continuing operations for all periods presented. | |||
Buildings and improvements | Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | |||
Buildings and improvements | Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, useful life | 40 years | |||
Rent and other tenant receivables | ||||
Property, Plant and Equipment [Line Items] | ||||
Recoveries related to tenant receivables | $ 3,470,000 | $ 3,470,000 | $ 3,410,000 | |
New Lease | ||||
Property, Plant and Equipment [Line Items] | ||||
Commission fee, percent fee | 6.00% | |||
Renewed Lease | ||||
Property, Plant and Equipment [Line Items] | ||||
Commission fee, percent fee | 3.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Operating Lease, Lease Income, Lease Payments | $ 12,113 | $ 12,461 |
Non-lease revenues | 219 | 225 |
Total | 15,728 | 16,085 |
Credit losses on operating lease receivables | (154) | (90) |
Total Revenue | 15,574 | 15,995 |
Tenant reimbursements - variable lease revenue | ||
Disaggregation of Revenue [Line Items] | ||
Variable lease revenue | 3,288 | 3,287 |
Percentage rent - variable lease revenue | ||
Disaggregation of Revenue [Line Items] | ||
Variable lease revenue | 108 | 112 |
Lease termination fees | ||
Disaggregation of Revenue [Line Items] | ||
Non-lease revenues | 62 | 49 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Non-lease revenues | $ 157 | $ 176 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Corporate General and Administrative Expenses ("CG&A") (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CG&A Schedule [Abstract] | ||
Professional fees | $ 1,026 | $ 599 |
Compensation and benefits | 407 | 676 |
Corporate administration | 331 | 305 |
Marketing and Advertising Expense | 31 | 49 |
Taxes and licenses | 18 | 62 |
Other | 59 | 123 |
Total | $ 1,872 | $ 1,814 |
Real Estate - Investment Proper
Real Estate - Investment Properties (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Real Estate [Line Items] | ||
Investment properties at cost | $ 459,577 | $ 466,681 |
Less accumulated depreciation | (52,762) | (50,466) |
Investment properties, net | 406,815 | 416,215 |
Land and land improvements | ||
Real Estate [Line Items] | ||
Investment properties at cost | 98,957 | 100,599 |
Buildings and improvements | ||
Real Estate [Line Items] | ||
Investment properties at cost | $ 360,620 | $ 366,082 |
Real Estate - Additional Inform
Real Estate - Additional Information (Details) $ in Thousands | Feb. 07, 2019USD ($)a | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Business Acquisition [Line Items] | |||
Depreciation expense | $ 2,938 | $ 3,187 | |
Impairment of assets held for sale | $ 600 | $ 0 | |
Harbor Point Land Parcel | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Business Acquisition [Line Items] | |||
Area of land | a | 1.28 | ||
Write-off of demolished property | $ 0 |
Real Estate - Dispositions (Det
Real Estate - Dispositions (Details) - Disposal Group, Disposed of by Sale, Not Discontinued Operations $ in Thousands | Jan. 21, 2020USD ($) | Mar. 15, 2019USD ($) | Feb. 07, 2019USD ($)a | Jan. 11, 2019USD ($) |
St. Matthews | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Contract Price | $ 1,775 | |||
Gain | (26) | |||
Net Proceeds | $ 1,665 | |||
Graystone Crossing | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Contract Price | $ 6,000 | |||
Gain | 1,452 | |||
Net Proceeds | $ 1,744 | |||
Harbor Point Land Parcel | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Area of land | a | 1.28 | |||
Contract Price | $ 550 | |||
Gain | 0 | |||
Net Proceeds | $ 19 | |||
Jenks Plaza | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Contract Price | $ 2,200 | |||
Gain | 387 | |||
Net Proceeds | $ 1,840 |
Real Estate - Assets Held for S
Real Estate - Assets Held for Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Assets | ||
Assets held for sale | $ 6,258 | $ 1,737 |
Liabilities | ||
Loans payable | 4,049 | 2,026 |
Held-for-sale, Not Discontinued Operations | ||
Assets | ||
Investment properties, net | 6,189 | 1,651 |
Rents and other tenant receivables, net | 9 | 77 |
Deferred costs and other assets, net | 60 | 9 |
Assets held for sale | 6,258 | 1,737 |
Liabilities | ||
Loans payable | 4,004 | 1,974 |
Accounts payable | 45 | 52 |
Total liabilities associated with assets held for sale | $ 4,049 | $ 2,026 |
Deferred Costs - Deferred Costs
Deferred Costs - Deferred Costs and Other Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Deferred costs and other assets, net | $ 20,277 | $ 21,025 |
Tenant relationships, net | 1,891 | 2,173 |
Lease origination costs, net | 971 | 1,038 |
Other | 1,667 | 588 |
Leases in place, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Deferred costs and other assets, net | 13,571 | 14,968 |
Ground lease sandwich interest, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Deferred costs and other assets, net | 2,146 | 2,215 |
Legal and marketing costs, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Deferred costs and other assets, net | $ 31 | $ 43 |
Deferred Costs - Additional Inf
Deferred Costs - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 1,860 | $ 2,630 |
Finite-lived intangible assets, accumulated amortization | $ 57,550 | $ 57,150 |
Deferred Costs - Future Amortiz
Deferred Costs - Future Amortization Expense (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | $ 4,101 |
December 31, 2021 | 3,654 |
December 31, 2022 | 2,869 |
December 31, 2023 | 2,242 |
December 31, 2024 | 1,612 |
December 31, 2025 | 1,198 |
Thereafter | 2,934 |
Total | 18,610 |
Leases in place, net | |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | 3,182 |
December 31, 2021 | 2,766 |
December 31, 2022 | 2,119 |
December 31, 2023 | 1,638 |
December 31, 2024 | 1,124 |
December 31, 2025 | 799 |
Thereafter | 1,943 |
Total | 13,571 |
Tenant Relationships, net | |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | 205 |
December 31, 2021 | 274 |
December 31, 2022 | 274 |
December 31, 2023 | 274 |
December 31, 2024 | 274 |
December 31, 2025 | 274 |
Thereafter | 571 |
Total | 2,146 |
Ground lease sandwich interest, net | |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | 580 |
December 31, 2021 | 448 |
December 31, 2022 | 354 |
December 31, 2023 | 227 |
December 31, 2024 | 128 |
December 31, 2025 | 62 |
Thereafter | 92 |
Total | 1,891 |
Lease Origination Costs, net | |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | 126 |
December 31, 2021 | 158 |
December 31, 2022 | 116 |
December 31, 2023 | 98 |
December 31, 2024 | 83 |
December 31, 2025 | 63 |
Thereafter | 327 |
Total | 971 |
Legal & Marketing Costs, net | |
Finite-Lived Intangible Assets [Line Items] | |
For the remaining nine months ending December 31, 2020 | 8 |
December 31, 2021 | 8 |
December 31, 2022 | 6 |
December 31, 2023 | 5 |
December 31, 2024 | 3 |
December 31, 2025 | 0 |
Thereafter | 1 |
Total | $ 31 |
Loans Payable - Summary of Loan
Loans Payable - Summary of Loans Payable (Details) - USD ($) | Mar. 23, 2020 | Jan. 23, 2020 | Jan. 21, 2020 | Dec. 21, 2019 | Aug. 31, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||||
Loans payable, net | $ 336,277,000 | $ 340,913,000 | |||||
Total Principal Balance | 344,470,000 | 347,059,000 | |||||
Unamortized debt issuance cost | (4,189,000) | (4,172,000) | |||||
Total Loans Payable, including Assets Held for Sale | 340,281,000 | 342,887,000 | |||||
Less loans payable on assets held for sale, net loan amortization costs | 4,004,000 | 1,974,000 | |||||
Rivergate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | 127,267 | ||||||
Loans payable, net | $ 21,402,000 | 21,545,000 | |||||
Rivergate | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 2.95% | ||||||
Folly Road | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 41,000 | ||||||
Debt instrument, payment terms | 41482 | ||||||
Debt instrument, interest rate. stated percentage | 4.65% | 4.65% | |||||
Loans payable, net | $ 7,350,000 | $ 7,350,000 | 5,922,000 | ||||
Columbia Fire Station | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 25,452 | ||||||
Debt instrument, interest rate. stated percentage | 4.00% | ||||||
Loans payable, net | $ 4,015,000 | 4,051,000 | |||||
Shoppes at TJ Maxx | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 33,880 | ||||||
Debt instrument, interest rate. stated percentage | 3.88% | ||||||
Loans payable, net | $ 5,294,000 | 5,344,000 | |||||
Lumber River | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | 10,723 | ||||||
Loans payable, net | $ 1,390,000 | 1,404,000 | |||||
Lumber River | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 3.50% | ||||||
JANAF Bravo | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 36,935 | ||||||
Debt instrument, interest rate. stated percentage | 4.65% | ||||||
Loans payable, net | $ 6,336,000 | 6,372,000 | |||||
Walnut Hill Plaza | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 26,850 | ||||||
Debt instrument, interest rate. stated percentage | 5.50% | ||||||
Loans payable, net | $ 3,730,000 | 3,759,000 | |||||
Twin City Commons | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 17,827 | ||||||
Debt instrument, interest rate. stated percentage | 4.86% | ||||||
Loans payable, net | $ 2,966,000 | 2,983,000 | |||||
New Market | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 48,747 | ||||||
Debt instrument, interest rate. stated percentage | 5.65% | ||||||
Loans payable, net | $ 6,663,000 | 6,713,000 | |||||
Shoppes at Eagle Harbor | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 53,185 | ||||||
Debt instrument, interest rate. stated percentage | 5.71% | ||||||
Loans payable, net | $ 7,308,000 | 7,361,000 | |||||
New Market | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 33,340 | ||||||
Debt instrument, interest rate. stated percentage | 5.71% | ||||||
Loans payable, net | $ 5,624,000 | 5,642,000 | |||||
JANAF | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 333,159 | ||||||
Debt instrument, interest rate. stated percentage | 4.49% | ||||||
Loans payable, net | $ 50,173,000 | 50,599,000 | |||||
Tampa Festival | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 50,797 | ||||||
Debt instrument, interest rate. stated percentage | 5.56% | ||||||
Loans payable, net | $ 8,038,000 | 8,077,000 | |||||
JANAF | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 50,973 | ||||||
Debt instrument, interest rate. stated percentage | 5.40% | ||||||
Loans payable, net | $ 8,342,000 | 8,381,000 | |||||
Riversedge North | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 11,436 | ||||||
Debt instrument, interest rate. stated percentage | 5.77% | ||||||
Loans payable, net | $ 1,758,000 | 1,767,000 | |||||
Forrest Gallery | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 68,320 | ||||||
Debt instrument, interest rate. stated percentage | 5.25% | ||||||
Loans payable, net | $ 11,624,000 | 11,675,000 | |||||
Cypress Shopping Center | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 34,360 | ||||||
Debt instrument, interest rate. stated percentage | 4.70% | ||||||
Loans payable, net | $ 6,239,000 | 6,268,000 | |||||
Port Crossing | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 34,788 | ||||||
Debt instrument, interest rate. stated percentage | 4.84% | ||||||
Loans payable, net | $ 6,002,000 | 6,032,000 | |||||
Freeway Junction | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 41,798 | ||||||
Debt instrument, interest rate. stated percentage | 4.60% | ||||||
Loans payable, net | $ 7,690,000 | 7,725,000 | |||||
Harrodsburg Marketplace | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 19,112 | ||||||
Debt instrument, interest rate. stated percentage | 4.55% | ||||||
Loans payable, net | $ 3,398,000 | 3,416,000 | |||||
Bryan Station | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 23,489 | ||||||
Debt instrument, interest rate. stated percentage | 4.52% | ||||||
Loans payable, net | $ 4,373,000 | 4,394,000 | |||||
Crockett Square | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.47% | ||||||
Loans payable, net | $ 6,338,000 | 6,338,000 | |||||
Pierpont Centre | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | 39435 | ||||||
Debt instrument, interest rate. stated percentage | 4.15% | ||||||
Loans payable, net | $ 8,100,000 | 8,113,000 | |||||
Shoppes at Myrtle Park | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 33,000 | ||||||
Debt instrument, payment terms | 33180 | ||||||
Debt instrument, interest rate. stated percentage | 4.45% | 4.45% | |||||
Loans payable, net | $ 6,000,000 | $ 5,988,000 | 0 | ||||
Alex City Marketplace | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 3.95% | ||||||
Loans payable, net | $ 5,750,000 | 5,750,000 | |||||
Butler Square | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 3.90% | ||||||
Loans payable, net | $ 5,640,000 | 5,640,000 | |||||
Brook Run Shopping Center | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.08% | ||||||
Loans payable, net | $ 10,950,000 | 10,950,000 | |||||
Beaver Ruin Village I and II | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.73% | ||||||
Loans payable, net | $ 9,400,000 | 9,400,000 | |||||
Sunshine Shopping Plaza | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.57% | ||||||
Loans payable, net | $ 5,900,000 | 5,900,000 | |||||
Barnett Portfolio | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.30% | ||||||
Loans payable, net | $ 8,770,000 | 8,770,000 | |||||
Fort Howard Shopping Center | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.57% | ||||||
Loans payable, net | $ 7,100,000 | 7,100,000 | |||||
Conyers Crossing | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.67% | ||||||
Loans payable, net | $ 5,960,000 | 5,960,000 | |||||
Grove Park Shopping Center | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.52% | ||||||
Loans payable, net | $ 3,800,000 | 3,800,000 | |||||
Parkway Plaza | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.57% | ||||||
Loans payable, net | $ 3,500,000 | 3,500,000 | |||||
Winslow Plaza | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | 41482 | ||||||
Debt instrument, interest rate. stated percentage | 4.82% | ||||||
Loans payable, net | $ 4,603,000 | 4,620,000 | |||||
JANAF BJ's | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 29,964 | ||||||
Debt instrument, interest rate. stated percentage | 4.95% | ||||||
Loans payable, net | $ 4,929,000 | 4,957,000 | |||||
Chesapeake Square | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 23,857 | ||||||
Debt instrument, interest rate. stated percentage | 4.70% | ||||||
Loans payable, net | $ 4,336,000 | 4,354,000 | |||||
Berkley/Sangaree/Tri-County | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.78% | ||||||
Loans payable, net | $ 9,400,000 | 9,400,000 | |||||
Riverbridge | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.48% | ||||||
Loans payable, net | $ 4,000,000 | 4,000,000 | |||||
Franklin | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | 45336 | ||||||
Debt instrument, interest rate. stated percentage | 4.93% | ||||||
Loans payable, net | $ 8,494,000 | 8,516,000 | |||||
Village of Martinsville | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 89,664 | ||||||
Debt instrument, interest rate. stated percentage | 4.28% | ||||||
Loans payable, net | $ 16,258,000 | 16,351,000 | |||||
Laburnum Square | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, payment terms | Interest only | ||||||
Debt instrument, interest rate. stated percentage | 4.28% | ||||||
Loans payable, net | $ 7,665,000 | 7,665,000 | |||||
Litchfield Market Village | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 46,057 | ||||||
Debt instrument, interest rate. stated percentage | 5.50% | ||||||
Loans payable, net | $ 7,418,000 | 7,452,000 | |||||
Line of Credit | First National Bank Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | 24,656 | ||||||
Loans payable, net | $ 1,156,000 | 1,214,000 | |||||
Line of Credit | First National Bank Line of Credit | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 3.00% | ||||||
Line of Credit | KeyBank | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, periodic payment | $ 5,750,000 | $ 1,780,000 | $ 350,000 | $ 350,000 | |||
Loans payable, net | $ 9,300,000 | $ 17,879,000 | |||||
Line of Credit | KeyBank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 3.50% | ||||||
Line of Credit | KeyBank Line of Credit | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 3.50% |
Loans Payable - Additional Info
Loans Payable - Additional Information (Details) | May 12, 2020USD ($) | Mar. 23, 2020USD ($) | Jan. 23, 2020USD ($) | Jan. 21, 2020USD ($) | Dec. 21, 2019USD ($) | Aug. 31, 2019 | Mar. 31, 2020USD ($)parcelproperty | Apr. 30, 2020USD ($) | Jan. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Nov. 05, 2019USD ($) |
Debt Instrument [Line Items] | |||||||||||
Loans payable, net | $ 336,277,000 | $ 340,913,000 | |||||||||
Scheduled maturities of long-term debt | $ 53,780,000 | ||||||||||
Number of undeveloped parcels | parcel | 6 | ||||||||||
Shoppes at Myrtle Park | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, periodic payment | $ 33,000 | ||||||||||
Loans payable, net | $ 6,000,000 | $ 5,988,000 | 0 | ||||||||
Debt instrument, interest rate. stated percentage | 4.45% | 4.45% | |||||||||
Village of Martinsville | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, periodic payment | $ 89,664 | ||||||||||
Loans payable, net | $ 16,258,000 | 16,351,000 | |||||||||
Debt instrument, interest rate. stated percentage | 4.28% | ||||||||||
Laburnum Square | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loans payable, net | $ 7,665,000 | 7,665,000 | |||||||||
Debt instrument, interest rate. stated percentage | 4.28% | ||||||||||
Folly Road | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, periodic payment | $ 41,000 | ||||||||||
Loans payable, net | $ 7,350,000 | $ 7,350,000 | 5,922,000 | ||||||||
Debt instrument, interest rate. stated percentage | 4.65% | 4.65% | |||||||||
KeyBank | Subsequent Event | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate. stated percentage | 1.00% | ||||||||||
KeyBank | Folly Road | Subsequent Event | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from Issuance of Debt | $ 1,260,000 | ||||||||||
Line of Credit | First National Bank Line of Credit | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, periodic payment | $ 24,656 | ||||||||||
Loans payable, net | $ 1,156,000 | 1,214,000 | |||||||||
Line of Credit | First National Bank Line of Credit | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 3.00% | ||||||||||
Line of Credit | KeyBank | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of collateral properties | property | 5 | ||||||||||
Debt instrument, periodic payment | $ 5,750,000 | $ 1,780,000 | $ 350,000 | $ 350,000 | |||||||
Borrowings outstanding under line of credit | $ 9,300,000 | $ 10,000,000 | |||||||||
Interest rate on line of credit facility at the end of period | 4.46% | ||||||||||
Loans payable, net | $ 9,300,000 | $ 17,879,000 | |||||||||
Line of Credit | KeyBank | Subsequent Event | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Borrowings outstanding under line of credit | $ 8,600,000 | $ 2,000,000 | |||||||||
Line of Credit | KeyBank | Amended and Restated Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, extension period | 1 year | ||||||||||
Line of Credit | KeyBank | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 3.50% | ||||||||||
Line of Credit | KeyBank | LIBOR | Amended and Restated Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 2.50% | ||||||||||
Commercial Real Estate | Line of Credit | KeyBank | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Borrowings outstanding under line of credit | $ 15,000,000 |
Loans Payable - Summary of Comp
Loans Payable - Summary of Company's Scheduled Principal Repayments on Indebtedness (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
For the remaining nine months ended December 31, 2020 | $ 46,171 |
December 31, 2021 | 11,394 |
December 31, 2022 | 15,848 |
December 31, 2023 | 85,537 |
December 31, 2024 | 44,240 |
December 31, 2025 | 91,426 |
Thereafter | 49,854 |
Total principal repayments and debt maturities | $ 344,470 |
Rentals under Operating Lease_2
Rentals under Operating Leases (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
For the remaining nine months ended December 31, 2020 | $ 34,113 |
December 31, 2021 | 40,412 |
December 31, 2022 | 33,910 |
December 31, 2023 | 27,437 |
December 31, 2024 | 20,676 |
December 31, 2025 | 14,842 |
Thereafter | 36,634 |
Total minimum rents | $ 208,024 |
Equity and Mezzanine Equity - A
Equity and Mezzanine Equity - Additional Information (Details) | Jan. 01, 2019 | Mar. 31, 2020USD ($)quarterholder$ / sharesshares | Mar. 31, 2019USD ($)shares | Dec. 31, 2019USD ($)$ / sharesshares | Jun. 15, 2016shares | Jun. 04, 2015shares |
Equity [Line Items] | ||||||
Convertible preferred stock, terms of conversion | P20D | |||||
Preferred stock, redemption price (in usd per share) | $ / shares | $ 25 | |||||
Arrears | $ | $ 20,470,000 | |||||
Series A Preferred | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares outstanding (in shares) | 562 | 562 | ||||
Preferred stock, shares authorized (in shares) | 4,500 | 4,500 | ||||
Preferred stock, liquidation price per share (in dollars per share) | $ / shares | $ 1,000 | $ 1,000 | ||||
Preferred stock, aggregate liquidation preference | $ | $ 562,000 | $ 562,000 | ||||
Preferred stock shares issued (in shares) | 562 | 562 | ||||
Preferred stock, per share amounts of preferred dividends in arrears (in usd per share) | $ / shares | $ 135 | |||||
Arrears | $ | $ 13,000 | $ 13,000 | ||||
Series B Convertible Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | ||||
Preferred stock, liquidation price per share (in dollars per share) | $ / shares | $ 25 | $ 25 | ||||
Preferred stock, aggregate liquidation preference | $ | $ 46,900,000 | $ 46,900,000 | ||||
Preferred stock, dividend rate (as a percent) | 9.00% | |||||
Preferred stock shares issued (in shares) | 1,875,748 | 1,875,748 | ||||
Preferred stock adjusted conversion (in usd per share) | $ / shares | $ 58 | |||||
Preferred stock, redemption price (in usd per share) | $ / shares | $ 40 | |||||
Redeemable Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares outstanding (in shares) | 562 | |||||
Series D Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares outstanding (in shares) | 3,600,636 | |||||
Preferred stock, shares authorized (in shares) | 4,000,000 | |||||
Preferred stock, liquidation price per share (in dollars per share) | $ / shares | $ 25 | |||||
Preferred stock, aggregate liquidation preference | $ | $ 104,080,000 | $ 101,660,000 | ||||
Preferred stock, dividend rate (as a percent) | 10.75% | 8.75% | ||||
Preferred stock shares issued (in shares) | 3,600,636 | |||||
Preferred stock, initial liquidation preference (in usd per share) | $ / shares | $ 2.1875 | |||||
Preferred stock, dividend over initial rate (as a percent) | 2.00% | |||||
Convertible preferred stock conversion price (in usd per share) | $ / shares | $ 16.96 | |||||
Number of business days to increase dividend rate after failure to pay any dividend | 3 | |||||
Preferred stock, liquidation preference per share per annum (in usd per share) | $ / shares | $ 0.50 | |||||
Number of quarters Series D Preferred in arrears before Board of Directors increase | quarter | 6 | |||||
Increase in number of directors after triggering event | holder | 2 | |||||
Percentage of Series D Preferred required to request election of new directors | 20.00% | |||||
Common Stock | 2015 Long-Term Incentive Plan | ||||||
Equity [Line Items] | ||||||
Maximum number of shares authorized under Share Incentive Plan (in shares) | 125,000 | |||||
Shares available for issuance under Share Incentive Plan (in shares) | 41,104 | |||||
Shares issued in period (in shares) | 0 | 0 | ||||
Common Stock | 2016 Long-Term Incentive Plan | ||||||
Equity [Line Items] | ||||||
Maximum number of shares authorized under Share Incentive Plan (in shares) | 625,000 | |||||
Shares available for issuance under Share Incentive Plan (in shares) | 132,707 | |||||
Series B Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares outstanding (in shares) | 1,875,748 | 1,875,748 | ||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | ||||
Preferred stock, aggregate liquidation preference | $ | $ 46,900,000 | $ 46,900,000 | ||||
Preferred stock shares issued (in shares) | 1,875,748 | 1,875,748 | ||||
Preferred stock, per share amounts of preferred dividends in arrears (in usd per share) | $ / shares | $ 3.36 | |||||
Arrears | $ | $ 1,055,000 | $ 1,055,000 | ||||
Series D Preferred | ||||||
Equity [Line Items] | ||||||
Preferred stock, shares outstanding (in shares) | 3,600,636 | 3,600,636 | ||||
Preferred stock, per share amounts of preferred dividends in arrears (in usd per share) | $ / shares | $ 3.91 | |||||
Arrears | $ | $ 2,419,000 | $ 2,419,000 | ||||
Equity Distribution Agreement | Series A Preferred | Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, dividend rate (as a percent) | 9.00% | |||||
Conversion price percentage | 103.00% | |||||
Maximum | Series D Preferred Stock | ||||||
Equity [Line Items] | ||||||
Preferred stock, dividend rate (as a percent) | 14.00% |
Equity and Mezzanine Equity - C
Equity and Mezzanine Equity - Changes in Carrying Value of Series D Preferred (Details) - Series D Preferred - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||
Series D Preferred, Beginning Balance | $ 87,225 | $ 76,955 |
Accretion of Preferred Stock discount | 148 | 148 |
Undeclared dividends | 2,419 | 2,419 |
Series D Preferred, Ending Balance | $ 89,792 | $ 79,522 |
Equity and Mezzanine Equity -_2
Equity and Mezzanine Equity - Antidilutive Securities Excluded From Calculation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Series B Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Preferred stock, shares outstanding (in shares) | 1,875,748 | 1,875,748 |
Potential dilutive shares (in shares) | 1,172,343 | |
Series D Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Preferred stock, shares outstanding (in shares) | 3,600,636 | |
Potential dilutive shares (in shares) | 5,307,541 | |
Common units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Outstanding units (in shares) | 234,019 | |
Potential dilutive shares (in shares) | 234,019 |
Equity and Mezzanine Equity - S
Equity and Mezzanine Equity - Summary of Preferred Stock Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Dividends Payable [Line Items] | ||
Arrears | $ 20,470 | |
Series A Preferred | ||
Dividends Payable [Line Items] | ||
Arrears | $ 13 | $ 13 |
Per Share (in usd per share) | $ 22.50 | $ 22.50 |
Series B Preferred | ||
Dividends Payable [Line Items] | ||
Arrears | $ 1,055 | $ 1,055 |
Per Share (in usd per share) | $ 0.56 | $ 0.56 |
Series D Preferred | ||
Dividends Payable [Line Items] | ||
Arrears | $ 2,419 | $ 2,419 |
Per Share (in usd per share) | $ 0.67 | $ 0.67 |
Equity and Mezzanine Equity -_3
Equity and Mezzanine Equity - Summary of Compensation Costs (Details) - 2016 Long-Term Incentive Plan - Common Stock $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($)shares | |
Class of Stock [Line Items] | |
Shares Issued (in shares) | shares | 181,807,000 |
Market Value | $ | $ 166 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Details) | Mar. 31, 2020 | Mar. 31, 2019 |
Lessee, Lease, Description [Line Items] | ||
Weighted-average remaining lease term | 35 years | 36 years |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease term | 5 years | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease term | 50 years |
Lease Commitments - Payments fo
Lease Commitments - Payments for Ground Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 226 | $ 247 |
Amscot | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 6 | 6 |
Expiration Year | 2045 | |
Beaver Ruin Village | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 14 | 14 |
Expiration Year | 2054 | |
Beaver Ruin Village II | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 6 | 6 |
Expiration Year | 2056 | |
Leased office space Charleston, SC | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 0 | 25 |
Expiration Year | 2019 | |
Moncks Corner | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 30 | 30 |
Expiration Year | 2040 | |
Devine Street (1) | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 99 | 99 |
Expiration Year | 2051 | |
JANAF | ||
Lessor, Lease, Description [Line Items] | ||
Total ground leases | $ 71 | 67 |
Expiration Year | 2069 | |
Ground leases variable percentage rent | $ 34 | $ 30 |
Lease Commitments - Supplementa
Lease Commitments - Supplemental Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 146 | $ 170 |
Leased assets obtained in exchange for new operating lease liabilities | $ 0 | $ 11,904 |
Lease Commitments - Undiscounte
Lease Commitments - Undiscounted Cash Flows of Scheduled Obligations Under Operating Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
For the remaining nine months ended December 31, 2020 | $ 437 | |
December 31, 2021 | 637 | |
December 31, 2022 | 640 | |
December 31, 2023 | 642 | |
December 31, 2024 | 644 | |
December 31, 2025 | 648 | |
Thereafter | 22,460 | |
Total minimum lease payments | 26,108 | |
Discount | (14,188) | |
Operating lease liabilities | 11,920 | $ 11,921 |
Operating lease options to extend | $ 7,540 |
Commitments and Contingencies_2
Commitments and Contingencies Commitments and Contingencies (Details) - USD ($) | Mar. 10, 2020 | Mar. 31, 2020 | Sep. 30, 2018 | Jan. 30, 2020 | Sep. 01, 2011 |
Loss Contingencies [Line Items] | |||||
Loss contingency, amount of damages sought | $ 1,000,000 | ||||
Loss contingency, amount of damages awarded | $ 475,000 | $ 485,000 | |||
Gain contingency, unrecorded amount | 196,000 | ||||
Grove Economic Development Authority Tax Increment Revenue Note | Harbor Pointe Associates, LLC | Notes Payable, Other Payables | Guarantor Subsidiaries | Grove Economic Development Authority | |||||
Loss Contingencies [Line Items] | |||||
Debt issued | $ 2,420,000 | ||||
Number of semi-annual payment installments | 50 | ||||
Guarantor obligations, maximum exposure amount | $ 2,230,000 | ||||
Amounts accrued for guarantor obligations | $ 0 | ||||
Minimum | Grove Economic Development Authority Tax Increment Revenue Note | Harbor Pointe Associates, LLC | Notes Payable, Other Payables | Guarantor Subsidiaries | Grove Economic Development Authority | |||||
Loss Contingencies [Line Items] | |||||
Debt instrument, interest rate. stated percentage | 2.29% | ||||
Maximum | Grove Economic Development Authority Tax Increment Revenue Note | Harbor Pointe Associates, LLC | Notes Payable, Other Payables | Guarantor Subsidiaries | Grove Economic Development Authority | |||||
Loss Contingencies [Line Items] | |||||
Debt instrument, interest rate. stated percentage | 14.00% | ||||
Guarantee of Indebtedness of Others | |||||
Loss Contingencies [Line Items] | |||||
Loss contingency, amount of damages sought | $ 150,000 | ||||
Northeast | |||||
Loss Contingencies [Line Items] | |||||
Percentage accounted by properties of its annualized base rent | 4.00% | ||||
Mid Atlantic | |||||
Loss Contingencies [Line Items] | |||||
Percentage accounted by properties of its annualized base rent | 35.00% | ||||
Southeast | |||||
Loss Contingencies [Line Items] | |||||
Percentage accounted by properties of its annualized base rent | 61.00% | ||||
Land and land improvements | Construction Loan | Affiliated Entity | |||||
Loss Contingencies [Line Items] | |||||
Credit bid purchase approved by the bankruptcy court | $ 200,000 | ||||
Land and land improvements | Construction Loan | Affiliated Entity | BOKF's | |||||
Loss Contingencies [Line Items] | |||||
Credit bid purchase approved by the bankruptcy court | $ 18,750,000 |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Activity (Details) - Wheeler Interests and Affiliates - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Amounts paid to affiliates | $ 9 | $ 0 |
Amounts received from affiliates | $ 0 | $ 6 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Oct. 29, 2019 | |
Related Party Transaction [Line Items] | ||
Percentage Of Ownership Interests In Operating Partnership | 9.80% | |
Related Party Transaction, Expenses from Transactions with Related Party | $ 439 |
Subsequent Events (Details)
Subsequent Events (Details) | May 04, 2020USD ($) | Jan. 23, 2020USD ($) | Jan. 21, 2020USD ($) | Dec. 21, 2019USD ($) | Apr. 30, 2020USD ($)loan | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Subsequent Event [Line Items] | |||||||
Loans payable, net | $ 336,277,000 | $ 340,913,000 | |||||
KeyBank | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Debt instrument, interest rate. stated percentage | 1.00% | ||||||
Unsecured debt | $ 552,000 | ||||||
Line of Credit | KeyBank | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | 9,300,000 | 17,879,000 | |||||
Debt instrument, periodic payment | $ 5,750,000 | $ 1,780,000 | $ 350,000 | 350,000 | |||
Columbia Fire Station | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | 4,015,000 | 4,051,000 | |||||
Debt instrument, periodic payment | $ 25,452 | ||||||
Debt instrument, interest rate. stated percentage | 4.00% | ||||||
Columbia Fire Station | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | $ 4,020,000 | ||||||
Debt instrument, periodic payment | $ 26,000 | ||||||
Debt instrument, interest rate. stated percentage | 4.00% | ||||||
Litchfield Market Village | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | $ 7,418,000 | 7,452,000 | |||||
Debt instrument, periodic payment | $ 46,057 | ||||||
Debt instrument, interest rate. stated percentage | 5.50% | ||||||
Shoppes at TJ Maxx | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | $ 5,294,000 | $ 5,344,000 | |||||
Debt instrument, periodic payment | $ 33,880 | ||||||
Debt instrument, interest rate. stated percentage | 3.88% | ||||||
Shoppes at TJ Maxx | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Loans payable, net | $ 5,290,000 | ||||||
COVID-19 | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Number of deferred loans | loan | 8 | ||||||
Forbearance of principal and interest payments, value | $ 928,000 |