DOCUMENT_AND_ENTITY_INFORMATIO
DOCUMENT AND ENTITY INFORMATION | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'Rouse Properties, Inc. | ' |
Entity Central Index Key | '0001528558 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding (shares) | ' | 57,742,605 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Investment in real estate: | ' | ' |
Land | $378,354 | $353,061 |
Buildings and equipment | 1,846,054 | 1,595,070 |
Less accumulated depreciation | -176,421 | -142,432 |
Net investment in real estate | 2,047,987 | 1,805,699 |
Cash and cash equivalents | 21,287 | 14,224 |
Restricted cash | 44,596 | 46,836 |
Accounts receivable, net | 31,217 | 30,444 |
Deferred expenses, net | 51,429 | 46,055 |
Prepaid expenses and other assets, net | 69,506 | 76,252 |
Total assets | 2,266,022 | 2,019,510 |
Liabilities: | ' | ' |
Mortgages, notes and loans payable | 1,587,572 | 1,454,546 |
Accounts payable and accrued expenses, net | 123,295 | 109,683 |
Total liabilities | 1,710,867 | 1,564,229 |
Commitments and contingencies | 0 | 0 |
Equity: | ' | ' |
Preferred stock: $0.01 par value; 50,000,000 shares authorized, 0 issued and outstanding as of September 30, 2014 and December 31, 2013 | 0 | 0 |
Common stock | 578 | 497 |
Additional paid-in capital | 688,129 | 565,798 |
Accumulated deficit | -150,290 | -111,125 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -230 | 0 |
Total stockholders' equity | 538,187 | 455,170 |
Non-controlling interest | 16,968 | 111 |
Total equity | 555,155 | 455,281 |
Total liabilities and equity | $2,266,022 | $2,019,510 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Preferred Stock [Member] | ' | ' |
Par value of shares (in dollars per share) | $0.01 | $0.01 |
Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 |
Number of preferred shares issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common Class A [Member] | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 57,746,765 | 49,652,596 |
Common stock, shares outstanding (in shares) | 57,742,605 | 49,648,436 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net Income (Loss) Attributable to Noncontrolling Interest | ($194) | $0 | ($194) | $0 |
Net Income (Loss) Attributable to Parent | -26,566 | -4,683 | -39,165 | -30,054 |
Revenues: | ' | ' | ' | ' |
Minimum rents | 51,817 | 40,733 | 144,608 | 119,296 |
Tenant recoveries | 20,518 | 17,918 | 58,430 | 50,254 |
Overage rents | 726 | 188 | 2,664 | 2,479 |
Other | 1,722 | 1,476 | 4,711 | 4,161 |
Total revenues | 74,783 | 60,315 | 210,413 | 176,190 |
Expenses: | ' | ' | ' | ' |
Property operating costs | 18,639 | 16,015 | 52,535 | 43,831 |
Real estate taxes | 7,287 | 6,517 | 19,553 | 18,300 |
Property maintenance costs | 2,394 | 2,158 | 8,170 | 8,361 |
Marketing | 572 | 720 | 1,653 | 2,032 |
Provision for (recovery of) doubtful accounts | 271 | -136 | 659 | 364 |
General and administrative | 6,132 | 5,575 | 18,613 | 15,675 |
Restructuring, Settlement and Impairment Provisions | 10,665 | 0 | 10,665 | 0 |
Depreciation and amortization | 27,130 | 15,748 | 71,593 | 47,418 |
Other | 1,371 | 585 | 2,631 | 2,052 |
Total expenses | 74,461 | 47,182 | 186,072 | 138,033 |
Operating income | 322 | 13,133 | 24,341 | 38,157 |
Interest income | 34 | 166 | 310 | 492 |
Interest expense | -26,592 | -18,002 | -63,239 | -59,305 |
Loss before income taxes and discontinued operations | -26,236 | -4,703 | -38,588 | -20,656 |
Provision for income taxes | -136 | 20 | -383 | -235 |
Loss from continuing operations | -26,372 | -4,683 | -38,971 | -20,891 |
Discontinued operations: | ' | ' | ' | ' |
Loss from discontinued operations | 0 | 0 | 0 | -23,158 |
Net loss | -26,372 | -4,683 | -38,971 | -30,054 |
Loss from continuing operations per share- Basic and Diluted (in dollars per share) | ($0.46) | ($0.09) | ($0.69) | ($0.42) |
Net loss per share - Basic and Diluted (in dollars per share) | ($0.46) | ($0.09) | ($0.69) | ($0.61) |
Dividends declared per share (in dollars per share) | $0.17 | $0.13 | $0.51 | $0.39 |
Comprehensive loss: | ' | ' | ' | ' |
Net loss | -26,372 | -4,683 | -38,971 | -30,054 |
Other comprehensive loss: | ' | ' | ' | ' |
Unrealized gain (loss) on financial instrument | 425 | 0 | -230 | 0 |
Comprehensive loss | -25,947 | -4,683 | -39,201 | -30,054 |
Discontinued Operations Gains (Losses) on Extinguishment of Debt | 0 | 0 | 0 | 13,995 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 0 | 0 | 0 | -9,163 |
Net loss | ($26,372) | ($4,683) | ($38,971) | ($30,054) |
CONSOLIDATED_STATEMENTS_OF_EQU
CONSOLIDATED STATEMENTS OF EQUITY (USD $) | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Accumulated Deficit | Accumulated Deficit | Accumulated Deficit | Accumulated Deficit | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss | Non-controlling Interest | Non-controlling Interest | Non-controlling Interest | Non-controlling Interest | Common Class B [Member] | Common Class B [Member] | Common Class B [Member] | Common Class B [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | |||
Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | |||||||||||||||||||
Noncontrolling Interest, Increase from Business Combination | $16,663 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $16,663 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Stock Options Exercised | 28 | 60 | 28 | 60 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Shareholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 359,056 | 0 | 0 | 0 | 49,648,436 | 49,235,528 | 57,742,605 | 49,641,636 |
Balance | 455,281 | 532,896 | ' | 588,668 | 688,129 | 571,465 | ' | -56,380 | -150,290 | -86,434 | 0 | -230 | 0 | 0 | 111 | 16,968 | 111 | 111 | 4 | 0 | 0 | 0 | ' | 493 | 578 | 497 |
Net income (loss) | -38,971 | -30,054 | ' | ' | ' | ' | -39,165 | -30,054 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling Interest in Net Income (Loss) Joint Venture Partners, Nonredeemable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 194 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Comprehensive loss | -230 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -230 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,050,000 | ' | ' | ' |
Stock Issued During Period, Value, New Issues | 150,697 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 81 | ' | ' | ' |
Proceeds from Issuance of Common Stock | 156,976 | 0 | 150,616 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Class B share to common shares (shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -359,056 | ' | ' | ' | ' | -359,056 | ' | ' |
Stock Issued During Period, Value, Conversion of Convertible Securities | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -4 | ' | ' | ' | ' | -4 | ' | ' |
Offering costs | -467 | 332 | -467 | 332 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends | -30,583 | -19,366 | -30,583 | -19,366 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance and amortization of stock compensation (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 42,489 | 36,573 | ' | ' |
Issuance and amortization of stock compensation | 2,737 | 2,248 | 2,737 | 2,248 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Sale of treasury stock (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,559 | ' | ' |
Stock Issued During Period, Value, Treasury Stock Reissued | ' | $187 | ' | $187 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,680 | 4,080 | ' | ' |
CONSOLIDATED_STATEMENTS_OF_EQU1
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (USD $) | 1 Months Ended | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jan. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 |
Common Stock, Dividends, Per Share, Cash Paid | ' | $0 | $0.13 |
Stock Issued During Period, Shares, New Issues | 8,050,000 | ' | ' |
Underwriting Discount | ' | $6,279 | $0 |
Common Stock [Member] | ' | ' | ' |
Underwriting Discount | ' | $6,200 | ' |
Common Stock [Member] | Common Class A [Member] | ' | ' | ' |
Common Stock, Dividends, Per Share, Cash Paid | 0.13 | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | 8,050,000 | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash Flows from Operating Activities: | ' | ' |
Net loss | ($38,971,000) | ($30,054,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Provision for doubtful accounts | 659,000 | 365,000 |
Depreciation | 65,100,000 | 44,147,000 |
Amortization | 6,493,000 | 4,784,000 |
Amortization/write-off of deferred finance costs | 3,420,000 | 6,685,000 |
Amortization/write-off of debt market rate adjustments | 8,789,000 | 6,821,000 |
Amortization of above/below market leases and tenant inducements | 9,850,000 | 12,424,000 |
Straight-line rent amortization | -1,184,000 | -2,556,000 |
Provision for impairment | 10,665,000 | 21,661,000 |
Gain on extinguishment of debt | 0 | 14,324,000 |
Stock based compensation | 2,737,000 | 2,248,000 |
Net changes: | ' | ' |
Accounts receivable | -248,000 | 2,738,000 |
Prepaid expenses and other assets | -2,795,000 | -770,000 |
Deferred expenses | -10,854,000 | -8,203,000 |
Restricted cash | 782,000 | -210,000 |
Accounts payable and accrued expenses | 8,524,000 | 849,000 |
Net cash provided by operating activities | 62,967,000 | 46,605,000 |
Cash Flows from Investing Activities: | ' | ' |
Acquisition/development of real estate and property additions/improvements | -109,330,000 | 0 |
Payments Development, Building and Tenant Improvement | 81,655,000 | 51,887,000 |
Demand deposit from affiliate | 0 | 107,500,000 |
Restricted cash | 1,458,000 | -10,042,000 |
Net cash (used in) provided by investing activities | -189,527,000 | 45,571,000 |
Cash Flows from Financing Activities: | ' | ' |
Proceeds received from rights offering | 156,976,000 | 0 |
Underwriting Discount | -6,279,000 | 0 |
Proceeds from Stock Options Exercised | 28,000 | 60,000 |
Payments for offering costs | -467,000 | -332,000 |
Proceeds from Sale of Treasury Stock | 0 | 187,000 |
Proceeds from refinance/issuance of mortgages, notes and loans payable | 137,000,000 | 256,500,000 |
Borrowing under revolving line of credit | 45,000,000 | 0 |
Principal payments on mortgages, notes and loans payable | -97,319,000 | -330,429,000 |
Repayment under revolving credit line | -73,000,000 | 0 |
Dividends paid | -27,152,000 | -16,383,000 |
Deferred financing costs | -1,164,000 | -4,030,000 |
Net cash provided by (used in) financing activities | 133,623,000 | -94,427,000 |
Net change in cash and cash equivalents | 7,063,000 | -2,251,000 |
Cash and cash equivalents at beginning of period | 14,224,000 | 8,092,000 |
Cash and cash equivalents at end of period | 21,287,000 | ' |
Supplemental Disclosure of Cash Flow Information: | ' | ' |
Interest paid, net of capitalized interest | 49,461,000 | 46,842,000 |
Capitalized interest | 1,875,000 | -786,000 |
Non-Cash Transactions: | ' | ' |
Change in accrued capital expenditures included in accounts payable and accrued expenses | -2,592,000 | 6,126,000 |
Dividends declared, not yet paid | 9,885,000 | ' |
Noncash or Part Noncash Acquisition, Debt Assumed | 112,505,000 | 41,680,000 |
Capitalized market rate adjustments and deferred financing amortization | 281,000 | 223,000 |
Noncash or Part Noncash Acquisition, Land Acquired | 8,969,000 | 9,088,000 |
Noncash or Part Noncash Acquisition, Buildings and equipment | 103,123,000 | 34,818,000 |
Noncash or Part Noncash Acquisition, Deferred Expenses, Net Acquired | 1,841,000 | 1,430,000 |
Noncash or Part Noncash Acquisition, Intangible Assets Acquired | 5,461,000 | 1,098,000 |
Noncash or Part Noncash Acquisition, Debt and Market Rate Adjustments Assumed | 112,505,000 | 41,913,000 |
Noncash or Part Noncash Acquisition, Payables Assumed | $6,889,000 | $4,521,000 |
ORGANIZATION
ORGANIZATION | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
ORGANIZATION | ' |
ORGANIZATION | |
Readers of this Quarterly Report should refer to the Company’s (as defined below) audited Consolidated and Combined Financial Statements for the year ended December 31, 2013 which are included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (the “Annual Report”), as certain footnote disclosures which would substantially duplicate those contained in the Annual Report have been omitted from this Quarterly Report. Capitalized terms used, but not defined in this Quarterly Report, have the same meanings as in the Annual Report. | |
General | |
Rouse Properties, Inc. is a Delaware corporation that was created to hold certain assets and liabilities of General Growth Properties, Inc. ("GGP"). Prior to January 12, 2012, Rouse Properties, Inc. and its subsidiaries ("Rouse" or the "Company") were a wholly-owned subsidiary of GGP Limited Partnership (“GGP LP”). GGP distributed the assets and liabilities of 30 of its wholly-owned properties (“RPI Businesses”) to Rouse on January 12, 2012 (the “Spin-Off Date”). Before the spin-off, the Company had not conducted any business as a separate company and had no material assets or liabilities. The operations, assets and liabilities of the business were transferred to the Company by GGP on the Spin-Off Date and are presented as if the transferred business was our business for all historical periods prior to the Spin-Off Date. As such, the Company's assets and liabilities on the Spin-Off Date were reflective of GGP's respective carrying values. Unless the context otherwise requires, references to “we”, “us” and “our” refer to Rouse. | |
Principles of Consolidation and Basis of Presentation | |
The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The accompanying consolidated financial statements include the accounts of Rouse, as well as all subsidiaries of Rouse and all joint ventures in which the Company has a controlling interest. For consolidated joint ventures, the noncontrolling partner’s share of the assets, liabilities and operations of the joint ventures (generally computed as the joint venture partner’s ownership percentage) is included in noncontrolling interests as permanent equity of the Company. All intercompany transactions have been eliminated in consolidation as of and for the three and nine months ended September 30, 2014 and 2013. | |
The Company operates in a single reportable segment referred to as its retail segment, which includes the operation, development and management of regional malls. Each of the Company's operating properties is considered a separate operating segment, as each property earns revenues and incurs expenses, individual operating results are reviewed and discrete financial information is available. We do not distinguish our operations based on geography, size or type and all operations are within the United States. No customer or tenant comprises more than 10% of consolidated revenues, and the properties have similar economic characteristics. As a result, the Company’s operating properties are aggregated into a single reportable segment. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||||||
Properties | |||||||||||||||||
Acquisition accounting was applied to real estate assets within the Rouse portfolio either when GGP emerged from bankruptcy in November 2010 or upon any subsequent acquisition. After acquisition accounting is applied, the real estate assets are carried at the cost basis less accumulated depreciation. Real estate taxes and interest costs incurred during development periods are capitalized. Capitalized interest costs are based on qualified expenditures and interest rates in place during the development period. Capitalized real estate taxes, interest and interest related costs are amortized over lives which are consistent with the developed assets. | |||||||||||||||||
Pre-development costs, which generally include legal and professional fees and other directly-related third party costs, are capitalized as part of the property being developed. In the event a development is no longer deemed to be probable, the costs previously capitalized are expensed. | |||||||||||||||||
Tenant improvements, either paid directly or in the form of construction allowances paid to tenants, are capitalized and depreciated over the shorter of the useful life or applicable lease term. Maintenance and repair costs are expensed when incurred. Expenditures for significant betterments and improvements are capitalized. In leasing tenant space, the Company may provide funding to the lessee through a tenant allowance. In accounting for a tenant allowance, the Company determines whether the allowance represents funding for the construction of leasehold improvements and evaluates the ownership of such improvements. If the Company is considered the owner of the leasehold improvements for accounting purposes, it capitalizes the amount of the tenant allowance and depreciates it over the shorter of the useful life of the leasehold improvements or the related lease term. If the tenant allowance represents a payment for a purpose other than funding leasehold improvements, or in the event that the Company is not considered the owner of the improvements for accounting purposes, the allowance is capitalized as a lease incentive and is recognized over the lease term as a reduction of rental revenue on a straight-line basis. | |||||||||||||||||
Depreciation or amortization expense is computed using the straight-line method based upon the following estimated useful lives: | |||||||||||||||||
Years | |||||||||||||||||
Buildings and improvements | 40 | ||||||||||||||||
Equipment and fixtures | 10-May | ||||||||||||||||
Tenant improvements | Shorter of useful life or applicable lease term | ||||||||||||||||
Impairment | |||||||||||||||||
Operating properties and intangible assets | |||||||||||||||||
Accounting for the impairment or disposal of long-lived assets requires that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of such asset to its fair value. The Company reviews all real estate assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income and occupancy percentages, high loan to value ratios, and carrying values in excess of the fair values. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and developments in progress, are assessed by project and include, but are not limited to, significant changes to the Company’s plans with respect to the project, significant changes in projected completion dates, revenues or cash flows, development costs, market factors and sustainability of development projects. | |||||||||||||||||
If an indicator of potential impairment exists, the asset is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. The cash flow estimates used both for determining recoverability and estimating fair value are inherently judgmental and reflect current and projected trends in rental, occupancy and capitalization rates, and estimated holding periods for the applicable assets. Although the estimated fair value of certain assets may exceed the carrying amount, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent an impairment provision is determined to be necessary, the excess of the carrying amount of the asset over its estimated fair value is expensed to operations. In addition, the impairment provision is allocated proportionately to adjust the carrying amount of the asset group. The adjusted carrying amount, which represents the new cost basis of the asset, is depreciated over the remaining useful life of the asset. | |||||||||||||||||
The Company determined there were events and circumstances which changed management's estimated holding period for Boulevard Mall during the nine months ended September 30, 2013. During 2013, the servicer of the loan for Boulevard Mall placed the loan into special servicing status and communicated to the Company that they would be unwilling to extend the term and discount the loan. As a result of this and the continued decline in operating results of the property, management concluded that it was in the best interest of the Company to convey the property to the lender. As the Company intended on conveying the property to the lender during 2013, the Company revised its intended hold period of this property to less than one year. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $21.7 million during the first quarter of 2013, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in "Loss from discontinued operations" on the Company's Consolidated Statements of Operations and Comprehensive Loss for the nine months ended September 30, 2013. | |||||||||||||||||
During the nine months ended September 30, 2013, the Company conveyed its interest in the property to the lender, which resulted in a gain on extinguishment of debt of $14.0 million, which is recorded in "Discontinued operations, net" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
In August 2014, upon a maturity default on the Steeplegate Mall mortgage loan, the loan servicer appointed a receiver to take over the operations of the property until the property could be conveyed to the lender or a third party purchaser. As a result, the Company revised its intended hold period of this property to less than one year. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $7.6 million during the three and nine months ended September 30, 2014, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in “Provision for impairment” on the Company’s Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
The Company determined there were events and circumstances which changed management’s estimated holding period for Collin Creek Mall during the three and nine months ended September 30, 2014. As a result of the continued decline in operating metrics and results of the property, management has shortened the estimated hold period of the property. The Company is in discussions with the lender on the property’s non-recourse mortgage debt and is identifying options regarding the property’s disposition. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $3.1 million during the three and nine months ended September 30, 2014, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in “Provision for impairment” on the Company’s Consolidated Statement of Operations and Comprehensive Loss. | |||||||||||||||||
Intangible Assets and Liabilities | |||||||||||||||||
The following table summarizes our intangible assets and liabilities as a result of the application of acquisition accounting: | |||||||||||||||||
Gross Asset | Accumulated | Net Carrying | |||||||||||||||
(Liability) | (Amortization)/ | Amount | |||||||||||||||
Accretion | |||||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 102,053 | $ | (40,246 | ) | $ | 61,807 | ||||||||||
Above-market | 114,844 | (57,105 | ) | 57,739 | |||||||||||||
Below-market | (68,621 | ) | 21,842 | (46,779 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 3,682 | (498 | ) | 3,184 | |||||||||||||
31-Dec-13 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 100,125 | $ | (37,888 | ) | $ | 62,237 | ||||||||||
Above-market | 132,986 | (64,303 | ) | 68,683 | |||||||||||||
Below-market | (59,641 | ) | 19,394 | (40,247 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 2,173 | (392 | ) | 1,781 | |||||||||||||
The gross asset balances of the in-place value of tenant leases are included in "Buildings and Equipment" on the Company's Consolidated Balance Sheets. Acquired in-place tenant leases are amortized over periods that approximate the related lease terms. The above-market tenant leases and below-market ground leases are included in "Prepaid expenses and other assets, net", and below-market tenant leases are included in "Accounts payable and accrued expenses, net" as detailed in Notes 4 and 6, respectively. | |||||||||||||||||
Amortization of in-place intangible assets and liabilities decreased the Company's income by $7.2 million and $4.0 million for the three months ended September 30, 2014 and 2013, respectively. Amortization of in-place intangible assets and liabilities decreased the Company's income by $19.1 million and $12.9 million for the nine months ended September 30, 2014 and 2013, respectively. Amortization of in-place intangibles is included in "Depreciation and amortization" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
Amortization of above-market and below-market lease intangibles decreased the Company's revenue by $2.4 million and $3.7 million for the three months ended September 30, 2014 and 2013, respectively. Amortization of above-market and below-market lease intangibles decreased the Company's revenue by $9.8 million and $12.2 million for the nine months ended September 30, 2014 and 2013, respectively. Amortization of above-market and below-market lease intangibles is included in "Minimum rents" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
Future amortization/accretion of these intangibles is estimated to decrease the Company's net income as follows: | |||||||||||||||||
Year | In-place lease intangibles | Above/(below) market leases, net | |||||||||||||||
(In thousands) | |||||||||||||||||
Remainder of 2014 | $ | 6,486 | $ | 2,974 | |||||||||||||
2015 | 16,118 | 8,144 | |||||||||||||||
2016 | 11,140 | 5,829 | |||||||||||||||
2017 | 7,083 | 3,801 | |||||||||||||||
2018 | 4,906 | 992 | |||||||||||||||
2019 | 3,836 | (297 | ) | ||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
The Company considers all demand deposits with a maturity of three months or less, at the date of purchase, to be cash equivalents. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
Restricted cash consists of security deposits and cash escrowed under loan agreements for debt service, real estate taxes, property insurance, tenant improvements, capital renovations and capital improvements. | |||||||||||||||||
Interest Rate Hedging Instruments | |||||||||||||||||
The Company recognizes its derivative financial instruments in either "Prepaid expenses and other assets, net" or "Accounts payable and accrued expenses, net", as applicable, in the Consolidated Balance Sheets and measures those instruments at fair value. The accounting for changes in fair value (i.e., gain or loss) of a derivative depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. To qualify as a hedging instrument, a derivative must pass prescribed effectiveness tests, performed quarterly using both quantitative and qualitative methods. The Company entered into a derivative agreement as of September 30, 2014 that qualifies as a hedging instrument and was designated, based upon the exposure of being hedged, as a cash flow hedge. The fair value of this cash flow hedge as of September 30, 2014 was $0.2 million and is included in "Accounts payable and accrued expenses, net" in the Company's Consolidated Balance Sheets. The fair value of the Company's interest rate hedge is classified as Level 2 in the fair value measurement table. To the extent they are effective, changes in fair value of cash flow hedges are reported in "Accumulated other comprehensive income (loss)" ("AOCI/L") and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The ineffective portion of the hedge, if any, is recognized in current earnings during the period of change in fair value. The gain or loss on the termination of an effective cash flow hedge is reported in AOCI/L and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The Company also assesses the credit risk that the counterparty will not perform according to the terms of the contract. | |||||||||||||||||
Revenue Recognition and Related Matters | |||||||||||||||||
Minimum rent revenues are recognized on a straight-line basis over the terms of the related leases. Minimum rent revenues also include amounts collected from tenants to allow the termination of their leases prior to their scheduled termination dates as well as the amortization related to above and below-market tenant leases on acquired properties and tenant inducements. Minimum rent revenues also include percentage rents in lieu of minimum rent from those leases where we receive a percentage of tenant revenues. The following is a summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent for the three and nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 97 | $ | 684 | $ | 1,184 | $ | 2,507 | |||||||||
Lease termination income | 901 | 30 | 1,356 | 283 | |||||||||||||
Net amortization of above and below-market tenant leases | (2,433 | ) | (3,740 | ) | (9,829 | ) | (12,154 | ) | |||||||||
Amortization of lease inducement | (11 | ) | (250 | ) | (21 | ) | (750 | ) | |||||||||
Percentage rents in lieu of minimum rent | 1,691 | 1,853 | 4,659 | 5,339 | |||||||||||||
Straight-line rent receivables represent the current net cumulative rents recognized prior to when billed and collectible, as provided by the terms of the leases. The following is a summary of straight-line rent receivables, which are included in "Accounts receivable, net," in the Company's Consolidated Balance Sheets and are reduced for allowances for doubtful accounts: | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 13,829 | $ | 12,645 | |||||||||||||
The Company provides an allowance for doubtful accounts against the portion of accounts receivable, including straight-line rents, which is estimated to be uncollectible. Such allowances are reviewed periodically based upon our recovery experience. The Company also evaluates the probability of collecting future rent which is recognized currently under a straight-line methodology. This analysis considers the long term nature of the Company's leases, as a certain portion of the straight-line rent currently recognizable will not be billed to the tenant until future periods. The Company's experience relative to unbilled straight-line rent receivable is that a certain portion of the amounts recorded as straight-line rental revenue are never collected from (or billed to) tenants due to early lease terminations. For that portion of the recognized deferred rent that is not deemed to be probable of collection, an allowance for doubtful accounts has been provided. Accounts receivable are shown net of an allowance for doubtful accounts of $2.8 million as of September 30, 2014 and December 31, 2013. | |||||||||||||||||
Tenant recoveries are recoveries from tenants that are established in the leases or computed based upon a formula related to real estate taxes, insurance and other property operating expenses and are generally recognized as revenues in the period in which the related costs are incurred. The Company makes certain assumptions and judgments in estimating the reimbursements at the end of each reporting period. The Company does not expect the actual results to materially differ from the estimated reimbursement. | |||||||||||||||||
Overage rent is paid by a tenant when its sales exceed an agreed-upon minimum amount. Overage rent is calculated by multiplying the sales in excess of the minimum amount by a percentage defined in the lease. Overage rent is recognized on an accrual basis once tenant sales exceed contractual tenant lease thresholds. | |||||||||||||||||
Other revenues generally consist of amounts earned by the Company for vending, advertising, and marketing revenues earned at the Company's malls and is recognized on an accrual basis over the related service period. | |||||||||||||||||
Loss Per Share | |||||||||||||||||
Basic net loss per share is computed by dividing the net loss applicable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted net income per share is calculated similarly; however, it reflects potential dilution of securities by adding other potential shares of common stock, including stock options and non-vested restricted stock, to the weighted-average number of shares of common stock outstanding for the period. For the three and nine months ended September 30, 2014 and 2013, there were 3,313,869 and 2,585,971 stock options outstanding, respectively, that potentially could be converted into shares of common stock and 213,009 and 286,132 shares of non-vested restricted stock outstanding, respectively. These stock options and shares of restricted stock have been excluded from this computation, as their effect is anti-dilutive. The Company had the following weighted-average shares outstanding: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended | ||||||||||||||||
September 30, | |||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted average shares - basic and diluted | 57,519,412 | 49,346,798 | 57,062,578 | 49,340,373 | |||||||||||||
Fair Value | |||||||||||||||||
The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). GAAP establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value: | |||||||||||||||||
• | Level 1 — quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; | ||||||||||||||||
• | Level 2 — observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and | ||||||||||||||||
• | Level 3 — unobservable inputs that are used when little or no market data is available. | ||||||||||||||||
The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in our assessment of fair value. Considerable judgment is necessary to interpret Level 2 and 3 inputs in determining the fair value of our financial and non-financial assets and liabilities. Accordingly, the Company's fair value estimates, which are made at the end of each reporting period, may be different than the amounts that may ultimately be realized upon the sale or disposition of these assets. | |||||||||||||||||
The following table sets forth information regarding the Company's financial and non-financial instruments that are measured at fair value on a recurring and non-recurring basis by the above categories: | |||||||||||||||||
Total Fair Value Measurement | Quoted Price in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 4 | $ | — | $ | 4 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (230 | ) | $ | — | $ | (230 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 79,600 | $ | — | $ | — | $ | 79,600 | |||||||||
31-Dec-13 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 45 | $ | — | $ | 45 | $ | — | |||||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 33,475 | $ | — | $ | — | $ | 33,475 | |||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, and in-place lease value. | |||||||||||||||||
The following is a reconciliation of the carrying value of properties that were impaired during the nine months ended September 30, 2014: | |||||||||||||||||
Steeplegate Mall (1) | Collin Creek Mall (1) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 34,789 | $ | 60,120 | |||||||||||||
Capital expenditures | 252 | 1,042 | |||||||||||||||
Depreciation and amortization expense | (1,364 | ) | (2,703 | ) | |||||||||||||
Loss on impairment of real estate | (7,586 | ) | (3,079 | ) | |||||||||||||
Ending carrying value, September 30, 2014 | $ | 26,091 | $ | 55,380 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
The Company estimates fair value relating to impairment assessments utilizing a direct capitalization rate on forecasted net operating income or discounted cash flows that include all projected cash inflows and outflows over a specific holding period. Such projected cash flows are comprised of contractual rental revenues and forecasted rental revenues and expenses based upon market conditions and expectations for growth. Capitalization rates and discount rates utilized in these models are based on a reasonable range of current market rates for each property analyzed. The determination on which method to use is based on expected market conditions specific to the property being assessed. Based upon these inputs, the Company determined that its valuation of a property using a discounted cash flow model was classified within Level 3 of the fair value hierarchy. | |||||||||||||||||
The following table sets forth quantitative information about the unobservable inputs of the Company's Level 3 real estate, which are recorded at fair values as of September 30, 2014: | |||||||||||||||||
Unobservable Quantitative Inputs | |||||||||||||||||
Discount Rate | 11 | % | |||||||||||||||
Terminal Capitalization Rate | 10.0% - 10.5% | ||||||||||||||||
The Company uses interest rate swaps and caps to mitigate the effect of interest rate movements on its variable-rate debt. The Company has one interest rate swap and one interest rate cap as of September 30, 2014 and the interest rate swap qualified for hedge accounting. The interest rate swap has met the effectiveness test criteria since inception and changes in its fair value are reported in "Other comprehensive income (loss)" ("OCI/L") and are reclassified into earnings in the same period or periods during which the hedged item affects earnings. The interest rate cap did not qualify for hedge accounting and so the changes in its fair value are reported in earnings during the period incurred. The fair value of the Company's interest rate hedges, classified under Level 2, are determined based on prevailing market data for contracts with matching durations, current and anticipated LIBOR information, consideration of the Company's credit standing, credit risk of the counterparty, and reasonable estimates about relevant future market conditions. See Note 7 for additional information regarding the Company's interest rate hedging instruments. | |||||||||||||||||
The Company's financial instruments are short term in nature and as such their fair values approximate their carrying amount in our Consolidated Financial Statements except for debt. As of September 30, 2014 and December 31, 2013, management’s estimates of fair value are presented below. The Company estimated the fair value of the debt by using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. As a result of the frequency and availability of market data, the inputs used to measure the estimated fair value of debt are Level 3 inputs. The primary sensitivity in these calculations is based on the selection of appropriate discount rates. | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Estimated Fair | Carrying Amount | Estimated Fair | ||||||||||||||
Value | Value | ||||||||||||||||
(In thousands) | |||||||||||||||||
Fixed-rate debt | $ | 1,242,060 | $ | 1,188,899 | $ | 1,021,432 | $ | 1,013,726 | |||||||||
Variable-rate debt | 345,512 | 346,748 | 433,114 | 434,508 | |||||||||||||
Total mortgages, notes and loans payable, net | $ | 1,587,572 | $ | 1,535,647 | $ | 1,454,546 | $ | 1,448,234 | |||||||||
Deferred Expenses | |||||||||||||||||
Deferred expenses are comprised of deferred lease costs incurred in connection with obtaining new tenants or renewals of lease agreements with current tenants, which are amortized on a straight-line basis over the terms of the related leases. Deferred financing costs are amortized on a straight-line basis (which approximates the effective interest method) over the lives of the related mortgages, notes, and loans payable. The following table summarizes our deferred lease and financing costs: | |||||||||||||||||
Gross Asset | Accumulated | Net Carrying | |||||||||||||||
Amortization | Amount | ||||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Deferred lease costs | $ | 52,596 | $ | (13,206 | ) | $ | 39,390 | ||||||||||
Deferred financing costs | 18,674 | (6,635 | ) | 12,039 | |||||||||||||
Total | $ | 71,270 | $ | (19,841 | ) | $ | 51,429 | ||||||||||
31-Dec-13 | |||||||||||||||||
Deferred lease costs | $ | 43,570 | $ | (12,039 | ) | $ | 31,531 | ||||||||||
Deferred financing costs | 18,979 | (4,455 | ) | 14,524 | |||||||||||||
Total | $ | 62,549 | $ | (16,494 | ) | $ | 46,055 | ||||||||||
Asset Retirement Obligations | |||||||||||||||||
The Company evaluates any potential asset retirement obligations, including those related to disposal of asbestos containing materials and environmental remediation liabilities. The Company recognizes the fair value of such obligations in the period incurred if a reasonable estimate of fair value can be determined. As of September 30, 2014 and December 31, 2013, a preliminary estimate of the cost of the environmental remediation liability was approximately $4.5 million and $4.7 million, respectively, which is included in "Accounts payable and accrued expenses, net" on the Company's Consolidated Balance Sheets. The Company does not believe that actual remediation costs will be materially different than the estimates as of September 30, 2014. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. For example, estimates and assumptions have been made with respect to fair values of assets and liabilities for purposes of applying the acquisition method of accounting, the useful lives of assets, capitalization of development and leasing costs, recoverable amounts of receivables, impairment of long-lived assets, valuation of hedging instruments and fair value of debt. Actual results could differ from these and other estimates. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In April 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-08, "Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," which requires entities to disclose only disposals representing a strategic shift in operations as discontinued operations. The new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The new standard is effective in the first quarter of 2015 for public organizations with calendar year ends. Early adoption is permitted but only for disposals (or classifications as held for sale) that have not been reported in the financial statements previously issued or available for issuance. The Company early adopted this guidance and there was no impact of adoption during the nine months ended September 30, 2014. | |||||||||||||||||
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” This topic provides for five principles which should be followed to determine the appropriate amount and timing of revenue recognition for the transfer of goods and services to customers. The principles in this ASU should be applied to all contracts with customers regardless of industry. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016, with two transition methods of adoption allowed. Early adoption for reporting periods prior to December 15, 2016 is not permitted. The Company is evaluating the financial statement impact of the guidance in this ASU and determining which transition method we will utilize. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15 “Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern." This topic provides guidance on management’s responsibility to evaluate whether there is substantial doubt about a company’s ability to continue as a going concern and requires related footnote disclosures. The amendments in this ASU are effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the impact of the guidance in this ASU. |
ACQUISITIONS_Notes
ACQUISITIONS (Notes) | 9 Months Ended | |||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||||||||||||
Acquisitions | ' | |||||||||||||||||||||||||
NOTE 3 ACQUISITIONS | ||||||||||||||||||||||||||
The Company includes the results of operations of real estate assets acquired in the Company's Consolidated Statements of Operations and Comprehensive Loss from the date of the related transactions. | ||||||||||||||||||||||||||
Date Acquired | Property Name | Location | Square Footage Acquired | Purchase Price | ||||||||||||||||||||||
2014 Acquisitions | (In thousands) | |||||||||||||||||||||||||
5/22/14 | Bel Air Mall (1)(2) | Mobile, AL | 1,004,439 | $ | 131,917 | |||||||||||||||||||||
8/29/14 | The Mall at Barnes Crossing and Marketplace (3) | Tupelo, MS | 736,607 | 98,850 | ||||||||||||||||||||||
2014 Acquisitions Total | 1,741,046 | $ | 230,767 | |||||||||||||||||||||||
2013 Acquisitions | ||||||||||||||||||||||||||
7/24/13 | Greenville Mall (1) (4) | Greenville, NC | 413,759 | $ | 48,900 | |||||||||||||||||||||
12/11/13 | Chesterfield Towne Center (1) (5) | Richmond, VA | 1,016,258 | 165,500 | ||||||||||||||||||||||
12/11/13 | The Centre at Salisbury (1) (6) | Salisbury, MD | 721,396 | 127,000 | ||||||||||||||||||||||
2013 Acquisitions Total | 2,151,413 | $ | 341,400 | |||||||||||||||||||||||
Explanatory Notes: | ||||||||||||||||||||||||||
(1) Rouse acquired a 100% interest in the mall. | ||||||||||||||||||||||||||
(2) The Company assumed an existing $112.5 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.30%, matures in December 2015, and amortizes over 30 years. | ||||||||||||||||||||||||||
(3) Rouse acquired a 51% controlling interest in the mall and related properties. In conjunction with the closing of this transaction, the Company closed on a new $67.0 million non-recourse mortgage loan that bears interest at a fixed rate of 4.29%, matures in September 2024, and is interest only for the first three years. See Note 12 for further details. | ||||||||||||||||||||||||||
(4) The Company assumed an existing $41.7 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.29%, matures in December 2015, and amortizes over 30 years. A fair value adjustment of $0.2 million was recorded as a result of the mortgage assumption. | ||||||||||||||||||||||||||
(5) The Company assumed an existing $109.7 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 4.75%, matures in October 2022, and amortizes over 30 years. A fair value adjustment of $1.3 million was recorded as a result of the mortgage assumption. | ||||||||||||||||||||||||||
(6) The Company assumed an existing $115.0 million partial recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.79%, matures in May 2016, and is interest only. A fair value adjustment of $1.2 million was recorded as a result of the mortgage assumption. | ||||||||||||||||||||||||||
The following table presents certain additional information regarding the Company's acquisitions as of September 30, 2014 and December 31, 2013: | ||||||||||||||||||||||||||
Property Name | Land | Building and Improvements | Acquired Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Below Market Lease Intangibles | Other | ||||||||||||||||||||
2014 Acquisitions | (In thousands) | |||||||||||||||||||||||||
Bel Air Mall | $ | 8,969 | $ | 111,206 | $ | 11,329 | $ | 3,952 | $ | (6,889 | ) | $ | 3,350 | |||||||||||||
The Mall at Barnes Crossing and Marketplace | 17,969 | 75,949 | 6,973 | 4,700 | (8,100 | ) | 1,359 | |||||||||||||||||||
Total | $ | 26,938 | $ | 187,155 | $ | 18,302 | $ | 8,652 | $ | (14,989 | ) | $ | 4,709 | |||||||||||||
2013 Acquisitions | ||||||||||||||||||||||||||
Greenville Mall (1) | $ | 9,088 | $ | 36,961 | $ | 5,076 | $ | 1,098 | $ | (4,521 | ) | $ | 1,430 | |||||||||||||
Chesterfield Towne Center (2) | 19,387 | 135,825 | 8,755 | 4,843 | (6,741 | ) | 2,181 | |||||||||||||||||||
The Centre at Salisbury (3) | 22,580 | 96,050 | 9,326 | 4,043 | (4,729 | ) | 972 | |||||||||||||||||||
Total | $ | 51,055 | $ | 268,836 | $ | 23,157 | $ | 9,984 | $ | (15,991 | ) | $ | 4,583 | |||||||||||||
Explanatory Notes: | ||||||||||||||||||||||||||
(1) Excludes fair value adjustment on mortgage assumption of $0.2 million. | ||||||||||||||||||||||||||
(2) Excludes fair value adjustment on mortgage assumption of $1.3 million. | ||||||||||||||||||||||||||
(3) Excludes fair value adjustment on mortgage assumption of $1.2 million. | ||||||||||||||||||||||||||
The Company incurred acquisition and transaction related costs of $0.5 million and $0.3 million for the three months ended September 30, 2014 and 2013, respectively, and $0.9 million and $0.4 million for the nine months ended September 30, 2014 and 2013, respectively. Acquisition and transaction related costs consist of due diligence costs such as legal fees, environmental studies and closing costs. These costs were recorded in "Other expense" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | ||||||||||||||||||||||||||
During the three and nine months ended September 30, 2014, the Company recorded approximately $5.2 million and $7.0 million, respectively, in revenues and $0.5 million and $1.7 million, respectively, in net loss related to the acquisitions of Bel Air Mall and The Mall at Barnes Crossing and Marketplace. During the three and nine months ended September 30, 2013, the Company recorded approximately $1.3 million in revenues and $0.3 million in net loss related to the acquisition of Greenville Mall. | ||||||||||||||||||||||||||
The following condensed pro forma financial information for the nine months ended September 30, 2014 includes pro forma adjustments related to the acquisition of Bel Air Mall and The Mall at Barnes Crossing and Marketplace, which is presented assuming the acquisition had been consummated as of January 1, 2014. For the nine months ended September 30, 2013 the pro forma financial information for the nine months ended September 30, 2013 includes pro forma adjustments related to the 2014 acquisitions of Bel Air Mall and The Mall at Barnes Crossing and Marketplace, as well as the 2013 acquisition of Greenville Mall, which is presented assuming the acquisition had been consummated as of January 1, 2013. | ||||||||||||||||||||||||||
The following condensed pro forma financial information is not necessarily indicative of what the actual results of operations of the Company would have been assuming the acquisition had been consummated as of January 1, nor does it purport to represent the results of operations for future periods. Pro forma adjustments include above and below-market amortization, straight-line rent, interest expense, and depreciation and amortization. | ||||||||||||||||||||||||||
Nine months ended | ||||||||||||||||||||||||||
30-Sep-14 | ||||||||||||||||||||||||||
As Adjusted (Unaudited) | ||||||||||||||||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||||||||||||
Total revenues | $ | 225,313 | ||||||||||||||||||||||||
Net loss | (38,847 | ) | ||||||||||||||||||||||||
Net loss per share - basic and diluted | $ | (0.68 | ) | |||||||||||||||||||||||
Weighted average shares - basic and diluted | 57,062,578 | |||||||||||||||||||||||||
Nine months ended | ||||||||||||||||||||||||||
30-Sep-13 | ||||||||||||||||||||||||||
As Adjusted (Unaudited) | ||||||||||||||||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||||||||||||
Total revenues | $ | 195,315 | ||||||||||||||||||||||||
Net loss | (30,043 | ) | ||||||||||||||||||||||||
Net loss per share - basic and diluted | $ | (0.61 | ) | |||||||||||||||||||||||
Weighted average shares - basic and diluted | 49,340,373 | |||||||||||||||||||||||||
PREPAID_EXPENSES_AND_OTHER_ASS
PREPAID EXPENSES AND OTHER ASSETS, NET | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Prepaid Expense and Other Assets [Abstract] | ' | |||||||
PREPAID EXPENSES AND OTHER ASSETS, NET | ' | |||||||
PREPAID EXPENSES AND OTHER ASSETS, NET | ||||||||
The following table summarizes the significant components of prepaid expenses and other assets, net: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Above-market tenant leases, net (Note 2) | $ | 57,739 | $ | 68,683 | ||||
Deposits | 627 | 682 | ||||||
Below-market ground leases, net (Note 2) | 3,184 | 1,781 | ||||||
Prepaid expenses | 5,994 | 4,776 | ||||||
Other | 1,962 | 330 | ||||||
Total prepaid expenses and other assets, net | $ | 69,506 | $ | 76,252 | ||||
MORTGAGES_NOTES_AND_LOANS_PAYA
MORTGAGES, NOTES AND LOANS PAYABLE | 9 Months Ended | ||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||||
MORTGAGES, NOTES AND LOANS PAYABLE | ' | ||||||||||||||||||||||
MORTGAGES, NOTES AND LOANS PAYABLE, NET | |||||||||||||||||||||||
Mortgages, notes and loans payable are summarized as follows: | |||||||||||||||||||||||
September 30, | December 31, | Interest Rate at September 30, 2014 | Scheduled Maturity Date | ||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||
Fixed-rate debt: | (in thousands) | ||||||||||||||||||||||
Steeplegate Mall (1) | $ | 46,849 | $ | 47,970 | 4.94 | % | Aug-14 | ||||||||||||||||
Bel Air Mall (2) | 111,819 | — | 5.3 | Dec-15 | |||||||||||||||||||
Greenville Mall (2) | 40,800 | 41,375 | 5.29 | Dec-15 | |||||||||||||||||||
Vista Ridge Mall | 69,238 | 71,270 | 6.87 | Apr-16 | |||||||||||||||||||
Washington Park Mall | 10,599 | 10,872 | 5.35 | Apr-16 | |||||||||||||||||||
The Centre at Salisbury (2) | 115,000 | 115,000 | 5.79 | May-16 | |||||||||||||||||||
The Mall at Turtle Creek | 77,899 | 78,615 | 6.54 | Jun-16 | |||||||||||||||||||
Collin Creek | 58,663 | 60,206 | 6.78 | Jul-16 | |||||||||||||||||||
Grand Traverse | 59,724 | 60,429 | 5.02 | Feb-17 | |||||||||||||||||||
Knollwood Mall | 35,455 | 36,281 | 5.35 | Oct-17 | |||||||||||||||||||
West Valley (2) (3) | 59,000 | — | 3.24 | Sep-18 | |||||||||||||||||||
Pierre Bossier | 46,845 | 47,400 | 4.94 | May-22 | |||||||||||||||||||
Pierre Bossier Anchor | 3,658 | 3,718 | 4.85 | May-22 | |||||||||||||||||||
Southland Center (MI) | 76,337 | 77,205 | 5.09 | Jul-22 | |||||||||||||||||||
Chesterfield Towne Center (2) | 108,519 | 109,737 | 4.75 | Oct-22 | |||||||||||||||||||
Animas Valley | 50,272 | 50,911 | 4.41 | Nov-22 | |||||||||||||||||||
Lakeland Mall (2) | 68,357 | 69,241 | 4.17 | Mar-23 | |||||||||||||||||||
Valley Hills Mall (2) | 66,769 | 67,572 | 4.47 | Jul-23 | |||||||||||||||||||
Chula Vista Center (2) (4) | 70,000 | — | 4.18 | Jul-24 | |||||||||||||||||||
The Mall at Barnes Crossing (2) | 67,000 | — | 4.29 | Sep-24 | |||||||||||||||||||
Bayshore Mall | — | 27,720 | — | — | |||||||||||||||||||
Sikes Senter (2) (4) | — | 55,494 | — | — | |||||||||||||||||||
Total fixed-rate debt | $ | 1,242,803 | $ | 1,031,016 | |||||||||||||||||||
Less: Market rate adjustments | (743 | ) | (9,583 | ) | |||||||||||||||||||
$ | 1,242,060 | $ | 1,021,433 | ||||||||||||||||||||
Variable-rate debt: | |||||||||||||||||||||||
NewPark Mall (2)(5) | $ | 65,512 | $ | 66,113 | 3.41 | % | May-17 | ||||||||||||||||
2013 Term Loan (6) | 260,000 | 260,000 | 2.9 | Nov-18 | |||||||||||||||||||
2013 Revolver (6) | 20,000 | 48,000 | 2.91 | Nov-17 | |||||||||||||||||||
West Valley Mall (2) | — | 59,000 | — | — | |||||||||||||||||||
Total variable-rate debt: | $ | 345,512 | $ | 433,113 | |||||||||||||||||||
Total mortgages, notes and loans payable, net | $ | 1,587,572 | $ | 1,454,546 | |||||||||||||||||||
Explanatory Notes: | |||||||||||||||||||||||
(1) The loan matured on August 1, 2014 and was not repaid. As such the loan is in default. | |||||||||||||||||||||||
(2) See the significant property loan refinancings and acquisitions table below, under "—Property-Level Debt" in this Note 5 for additional information regarding the debt related to each property. | |||||||||||||||||||||||
(3) As of December 31, 2013, the interest rate related to West Valley Mall was variable rate at LIBOR plus 175 basis points. During January 2014, the Company entered into a swap transaction which fixes the interest rate on the loan for this property to 3.24%. See Note 7 for further details. | |||||||||||||||||||||||
(4) On July 1, 2014, the Company removed Chula Vista Center from the 2013 Senior Facility (as defined below) collateral pool and placed a new non-recourse mortgage loan on Chula Vista Center. Sikes Senter was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing and upon repayment Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. | |||||||||||||||||||||||
(5) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||||||||||
(6) LIBOR (30 day) plus 275 basis points. | |||||||||||||||||||||||
Property-Level Debt | |||||||||||||||||||||||
The Company had individual property-level debt (the “Property-Level Debt”) on 20 of its 36 assets, representing $1.3 billion (excluding $0.7 million of market rate adjustments) as of September 30, 2014. As of September 30, 2014, the Property-Level Debt had a weighted average interest rate of 5.0% and an average remaining term of 4.5 years. The Property-Level Debt is generally non-recourse to the Company and is stand-alone (i.e., not cross-collateralized) first mortgage debt with the exception of customary contingent guarantees and indemnities. | |||||||||||||||||||||||
In January 2014, the Company retired the $27.6 million mortgage debt balance on Bayshore Mall which had a fixed interest rate of 7.13%. | |||||||||||||||||||||||
In April 2014, the loan associated with the Steeplegate Mall was transferred to special servicing. The loan matured on August 1, 2014 and was not repaid. As such, the loan is in default. Upon default, a receiver was appointed and the Company, along with the special servicer and the receiver, are working on an orderly transfer of the deed to the Steeplegate Mall mortgage lender or successor lender should the loan be sold in the coming months. The asset is expected to be conveyed to its lender during the first half of 2015. | |||||||||||||||||||||||
In July 2014, the Company retired the $54.6 million mortgage debt balance on Sikes Senter. See the table below for further discussion. | |||||||||||||||||||||||
The following is a summary of significant property loan refinancings and acquisitions that have occurred as of September 30, 2014 and as of December 31, 2013 ($ in thousands): | |||||||||||||||||||||||
Property | Date | Balance at Date of Refinancing | Interest Rate | Balance of New Loan | New Interest Rate | Net Proceeds (1) | Maturity | ||||||||||||||||
September 30, 2014: | |||||||||||||||||||||||
The Mall at Barnes Crossing (2) | Aug-14 | $ | — | — | % | $ | 67,000 | 4.29 | % | $ | — | Sep-24 | |||||||||||
Chula Vista Center (3) | Jul-14 | — | — | % | 70,000 | 4.18 | % | 15,000 | Jul-24 | ||||||||||||||
Sikes Senter (3) | Jul-14 | 54,618 | 5.2 | % | — | — | % | — | — | ||||||||||||||
Bel Air Mall | May-14 | — | — | % | 111,819 | 5.3 | % | — | Dec-15 | ||||||||||||||
December 31, 2013: | |||||||||||||||||||||||
Lakeland Mall (4) | Mar-13 | $ | 50,300 | 5.12 | % | $ | 70,000 | 4.17 | % | $ | 13,400 | Mar-23 | |||||||||||
NewPark Mall (5) | May-13 | 62,900 | 7.45 | % | 66,500 | LIBOR + 4.05% | 1,100 | May-17 | |||||||||||||||
Valley Hills Mall | Jun-13 | 51,400 | 4.73 | % | 68,000 | 4.47 | % | 15,000 | Jul-23 | ||||||||||||||
Greenville Mall | Jul-13 | — | — | % | 41,700 | 5.29 | % | — | Dec-15 | ||||||||||||||
West Valley Mall (6) | Sep-13 | 47,100 | 3.43 | % | 59,000 | LIBOR + 1.75% | 11,400 | Sep-18 | |||||||||||||||
Chesterfield Towne Center | Dec-13 | — | — | % | 109,737 | 4.75 | % | — | Oct-22 | ||||||||||||||
The Centre at Salisbury (7) | Dec-13 | — | — | % | 115,000 | 5.79 | % | — | May-16 | ||||||||||||||
Explanatory Notes: | |||||||||||||||||||||||
(1) Net proceeds are net of closing costs. | |||||||||||||||||||||||
(2) The loan is interest-only for the first three years. | |||||||||||||||||||||||
(3) On July 1, 2014, the Company removed Chula Vista Center, located in Chula Vista, CA, from the 2013 Senior Facility collateral pool and placed a new non-recourse mortgage loan on the property. Sikes Senter, located in Wichita Falls, TX, had an outstanding mortgage loan which was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing. Upon repayment Sikes Senter was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility balance. | |||||||||||||||||||||||
(4) On March 6, 2013, the loan associated with the Lakeland Mall was refinanced for $65.0 million. Subsequently, on March 21, 2013, the loan was increased by $5.0 million to $70.0 million in order to partially fund the acquisition of an anchor building previously owned by a third party. | |||||||||||||||||||||||
(5) The loan provides for an additional subsequent funding of $5.0 million upon achieving certain conditions for a total funding of $71.5 million. During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||||||||||
(6) The loan is interest-only for the first three years and amortizes on a 30 year schedule thereafter. The loan has a five year extension option subject to the fulfillment of certain conditions. During January 2014, the Company entered into a swap transaction and the loan now has a fixed interest rate of 3.24%. | |||||||||||||||||||||||
(7) The loan is interest-only. In conjunction with the acquisition of the Centre at Salisbury, the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met for two consecutive years. | |||||||||||||||||||||||
Corporate Facilities | |||||||||||||||||||||||
2013 Senior Facility | |||||||||||||||||||||||
On November 22, 2013, the Company entered into a $510.0 million secured credit facility that provides borrowings on a revolving basis of up to $250.0 million (the "2013 Revolver") and a $260.0 million senior secured term loan (the "2013 Term Loan" and together with the 2013 Revolver, the "2013 Senior Facility"). Borrowings on the 2013 Senior Facility bear interest at LIBOR plus 185 to 300 basis points based on the Company's corporate leverage. Proceeds from the 2013 Senior Facility were used to retire the Company's 2012 Senior Facility, including the 2012 Revolver and the 2012 Term Loan (as each term is defined below), and the $70.9 million non-recourse mortgage loan on the Southland Mall in California prior to its maturity date in January 2014. The Company has the option, subject to the satisfaction of certain conditions precedent, to exercise an "accordion" provision to increase the commitments under the 2013 Revolver and/or incur additional term loans in the aggregate amount of $250.0 million such that the aggregate amount of the commitments and outstanding loans under the 2013 Secured Facility does not exceed $760.0 million. During the nine months ended September 30, 2014, the Company exercised a portion of its "accordion" feature on the 2013 Senior Facility to increase the available borrowings of the 2013 Revolver thereunder from $250.0 million to $285.0 million. The term and rates of the Company's 2013 Senior Facility were otherwise unchanged. | |||||||||||||||||||||||
The 2013 Revolver has an initial term of four years with a one year extension option and the 2013 Term Loan has a term of five years. As of September 30, 2014, the Company has drawn $20.0 million on the 2013 Revolver. The Company is required to pay an unused fee related to the 2013 Revolver equal to 0.20% per year if the aggregate unused amount is greater than or equal to 50% of the 2013 Revolver or 0.30% per year if the aggregate unused amount is less than 50% of the 2013 Revolver. The default interest rate following a payment event of default under the 2013 Senior Facility is 3.00% more than the then-applicable interest rate. During the three and nine months ended September 30, 2014, the Company incurred $0.2 million and $0.6 million, respectively, of unused fees related to the 2013 Revolver. | |||||||||||||||||||||||
The 2013 Senior Facility contains representations and warranties, affirmative and negative covenants and default provisions that are customary for such a real estate loan. In addition, the 2013 Senior Facility requires compliance with certain financial covenants, including borrowing base loan to value and debt yield, corporate maximum leverage ratio, minimum ratio of adjusted consolidated earnings before interest, tax, depreciation and amortization to fixed charges, minimum tangible net worth, minimum mortgaged property requirement, maximum unhedged variable rate debt and maximum recourse indebtedness. Failure to comply with the covenants in the 2013 Senior Facility would result in a default thereunder and, absent a waiver or an amendment from our lenders, permit the acceleration of all outstanding borrowings under the 2013 Senior Facility. No assurance can be given that we would be successful in obtaining such waiver or amendment in this current financial climate, or that any accommodations that we were able to negotiate would be on terms as favorable as those in the 2013 Senior Facility. In addition, any such default may result in the cross-default of our other indebtedness. As of September 30, 2014, the Company was in compliance with all of the debt covenants related to the 2013 Senior Facility. | |||||||||||||||||||||||
As of September 30, 2014, $2.1 billion of land, buildings and equipment (before accumulated depreciation) have been pledged as collateral for our mortgages, notes and loans payable. Certain mortgage notes payable may be prepaid but are generally subject to a prepayment penalty equal to a yield-maintenance premium, defeasance or a percentage of the loan balance. The weighted-average interest rate on our collateralized mortgages, notes and loans payable was approximately 4.7% and 4.6% as of September 30, 2014 and December 31, 2013, respectively. As of September 30, 2014, the average remaining term was 4.4 years. | |||||||||||||||||||||||
As of September 30, 2014, the Company issued letters of credit totaling $5.2 million in connection with five of its properties. During the three and nine months ended September 30, 2014, the Company incurred $0.03 million and $0.09 million, respectively, of letter of credit fees. As of December 31, 2013, no letters of credit were issued. | |||||||||||||||||||||||
2012 Senior Facility and Subordinated Facility | |||||||||||||||||||||||
On January 12, 2012, the Company entered into a senior secured credit facility that provided borrowings on a revolving basis of up to $50.0 million (the "2012 Revolver") and a senior secured term loan (the "2012 Term Loan" and together with the 2012 Revolver, the "2012 Senior Facility"). The interest rate during the year ended 2012 was renegotiated from LIBOR plus 5.0% (with a LIBOR floor of 1.0%) to LIBOR plus 4.5% (with no LIBOR floor). In conjunction with the Company's entrance into the 2013 Senior Facility, the 2012 Senior Facility was terminated. | |||||||||||||||||||||||
The Company was required to pay an unused fee related to the 2012 Revolver equal to 0.30% per year if the aggregate unused amount was greater than or equal to 50% of the 2012 Revolver or 0.25% per year if the aggregate unused amount was less than 50% of the 2012 Revolver. During the three and nine months ended September 30, 2013, the Company incurred $0.1 million and $0.3 million, respectively, of unused fees related to the 2012 Revolver. | |||||||||||||||||||||||
During 2012, the Company also entered into a subordinated unsecured revolving credit facility (the "Subordinated Facility") with a wholly-owned subsidiary of Brookfield Asset Management, Inc., a related party, which bore interest at LIBOR (with a LIBOR floor of 1%) plus 8.50%. The default interest rate following a payment event of default under the Subordinated Facility was 2.00% more than the then-applicable interest rate. Interest was payable monthly. In addition, the Company was required to pay a semiannual revolving credit fee of $0.3 million. On November 22, 2013, in conjunction with the Company's entrance into the 2013 Senior Facility, the Subordinated Facility was terminated. |
ACCOUNTS_PAYABLE_AND_ACCRUED_E
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Accounts Payable and Accrued Liabilities, Current [Abstract] | ' | |||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET | ' | |||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET | ||||||||
The following table summarizes the significant components of accounts payable and accrued expenses, net: | ||||||||
September 30, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
Below-market tenant leases, net (Note 2) | $ | 46,779 | $ | 40,247 | ||||
Construction payable | 19,229 | 21,821 | ||||||
Accounts payable and accrued expenses | 9,797 | 10,310 | ||||||
Accrued dividend | 9,885 | 6,454 | ||||||
Accrued interest | 7,076 | 4,213 | ||||||
Accrued real estate taxes | 12,098 | 5,640 | ||||||
Deferred income | 6,033 | 6,539 | ||||||
Accrued payroll and other employee liabilities | 5,787 | 7,942 | ||||||
Tenant and other deposits | 1,297 | 1,249 | ||||||
Asset retirement obligation liability | 4,485 | 4,745 | ||||||
Derivative liability | 230 | — | ||||||
Other | 599 | 523 | ||||||
Total accounts payable and accrued expenses, net | $ | 123,295 | $ | 109,683 | ||||
DERIVATIVES_DERIVATIVES
DERIVATIVES DERIVATIVES | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||
DERIVATIVES | ' | ||||||||||||||||||||||||||||
DERIVATIVES | |||||||||||||||||||||||||||||
Cash Flow Hedges of Interest Rate Risk | |||||||||||||||||||||||||||||
The Company records its derivative instruments in its Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative, whether the derivative has been designated as a hedge and, if so, whether the hedge has met the criteria necessary to apply hedge accounting. | |||||||||||||||||||||||||||||
The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from the counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. | |||||||||||||||||||||||||||||
The effective portion of changes in fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) ("AOCI/L") and is subsequently reclassified into earnings in the period in which the hedged forecasted transactions affect earnings. During the three and nine months ended September 30, 2014, such derivatives were used to hedge the variable cash flows associated with existing variable-rate borrowings. The ineffective portion of the change in fair value of the derivatives is recognized in earnings. During the three and nine months ended September 30, 2014, the Company recorded no hedge ineffectiveness for the interest rate swap. | |||||||||||||||||||||||||||||
Amounts reported in AOCI/L related to derivatives are reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. As of September 30, 2014, the Company expects that an additional $0.7 million will be reclassified as an increase to interest expense over the next 12 months. | |||||||||||||||||||||||||||||
Interest Rate Swap | |||||||||||||||||||||||||||||
The Company entered into an interest rate swap to hedge the risk of changes in cash flows on borrowings related to the West Valley Mall in January 2014. The interest related to this loan was computed at a variable rate of LIBOR + 1.75% and the Company swapped this for a fixed rate of 1.49% plus a spread of 1.75%. The interest rate swap protects the Company from increases in the hedged cash flows attributable to increases in LIBOR. The interest rate swap matures in June 2018. | |||||||||||||||||||||||||||||
As of September 30, 2014, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: | |||||||||||||||||||||||||||||
Interest Rate Derivative | Number of Instruments | Notional Amount | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Interest rate swap | 1 | $59,000 | |||||||||||||||||||||||||||
Non-Designated Hedges - Interest Rate Caps | |||||||||||||||||||||||||||||
Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the hedge accounting requirements. Changes in the fair value of the derivative not designated as hedges are recorded directly in earnings. For the three and nine months ended September 30, 2014, such amounts equaled $(1,208) and $40,815, respectively. For the three and nine months ended September 30, 2013 such amounts equaled $4,749 and $7,387, respectively. The Company did not have any non-designated hedges during the three and nine months ended September 30, 2014. As of September 30, 2014, the Company had the following outstanding derivative that was not designated as a hedge in qualifying hedging relationships: | |||||||||||||||||||||||||||||
Interest Rate Derivative | Number of Instruments | Notional Amount | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Interest rate cap | 1 | $65,512 | |||||||||||||||||||||||||||
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Company's Consolidated Balance Sheets as of September 30, 2014 and December 31, 2013: | |||||||||||||||||||||||||||||
Instrument Type | Location in consolidated balance sheets | Notional Amount | Designated Benchmark Interest Rate | Strike Rate | Fair Value at September 30, 2014 | Fair Value at December 31, 2013 | Maturity Date | ||||||||||||||||||||||
Derivative not designated as hedging instruments | (dollars in thousands) | ||||||||||||||||||||||||||||
Interest Rate Cap | Prepaid expenses and other assets, net | $ | 65,512 | One-month LIBOR | 4.5 | % | $ | 4 | $ | 45 | May-16 | ||||||||||||||||||
Derivative designated as hedging instruments | |||||||||||||||||||||||||||||
Pay fixed / receive variable rate swap | Accounts payable and accrued expenses, net | 59,000 | One-month LIBOR | 1.5 | % | (230 | ) | — | Jun-18 | ||||||||||||||||||||
The table below presents the effect of the Company’s derivative financial instruments on the Company's Consolidated Statements of Operations and Comprehensive Loss for the three and nine months ended September 30, 2014. The Company had no cash flow hedges during the three and nine months ended September 30, 2013. | |||||||||||||||||||||||||||||
Location of Losses Reclassified from OCI/L Into Earnings (Effective Portion) | Location of Gain (Loss) Recognized in Earnings (Ineffective Portion) | ||||||||||||||||||||||||||||
Hedging Instrument | Gain (Loss) Recognized in OCI/L (Effective Portion) | Loss Recognized in Earnings (Effective Portion) | Gain Recognized in Earnings (Ineffective Portion) | ||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||
Three Months Ended September 30, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | 224 | $ | — | Interest expense | $ | 200 | $ | — | n.a. | $ | — | $ | — | |||||||||||||||
Nine Months Ended September 30, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | (756 | ) | $ | — | Interest expense | $ | 526 | $ | — | n.a. | $ | — | $ | — | ||||||||||||||
Credit Risk-Related Contingent Features | |||||||||||||||||||||||||||||
The Company has an agreement with its derivative counterparty that contains a provision whereby if the Company defaults on any of its indebtedness, including a default whereby repayment of such indebtedness has not been accelerated by the lender, the Company could also be declared in default on its derivative obligations. The Company has not posted any collateral related to this agreement. As of September 30, 2014, the fair value of the derivative liability, which includes accrued interest but excludes any adjustment for nonperformance risk, related to this agreement was $0.3 million. If the Company had breached this provision as of September 30, 2014, it would have been required to settle its obligations under the agreement at its termination value of $0.3 million. |
DISPOSITIONS_DISCONTINUED_OPER
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAINS (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES | ' | ||||
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAINS (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES | |||||
The Company's disposition for the nine months ended September 30, 2013 is included in "Loss from discontinued operations" in the Company's Consolidated Statements of Operations and Comprehensive Loss and is summarized in the table set forth below. No dispositions took place during the three and nine months ended September 30, 2014. | |||||
In June 2013, the Company conveyed its interest in Boulevard Mall to the lender of the loan related to the property. The property had been transferred to special servicing in January 2013 and was conveyed to the lender in June 2013 in full satisfaction of the debt. Additionally, the conveyance of the property was structured as a reverse like-kind exchange transaction under Internal Revenue Code of 1986 (IRC) Section 1031 for income tax purposes. In June 2014, the Company reversed its value on an outstanding environmental liability on the Boulevard Mall of ($0.4) million and is included in "Other " in the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||
Nine Months Ended | |||||
September 30, | |||||
2013 | |||||
(in thousands) | |||||
Total revenues | $ | 4,812 | |||
Operating expenses including depreciation and amortization | 3,082 | ||||
Provision for impairment | 21,661 | ||||
Total expenses | 24,743 | ||||
Operating loss | (19,931 | ) | |||
Interest expense | (3,227 | ) | |||
Net loss from discontinued operations | (23,158 | ) | |||
Gain on extinguishment of debt | 13,995 | ||||
Net loss from discontinued operations | $ | (9,163 | ) | ||
Net loss from discontinued operations per share-Basic and Diluted | $ | (0.19 | ) |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
INCOME TAXES | |
The Company elected to be taxed as a REIT beginning with the filing of its tax return for the 2011 fiscal year. As of September 30, 2014, the Company has met the requirements of a REIT and has filed its tax returns for the 2013 fiscal year accordingly. Subject to its ability to meet the requirements of a REIT, the Company intends to maintain this status in future periods. | |
To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including requirements to distribute at least 90% of its ordinary taxable income and to either distribute capital gains to stockholders, or pay corporate income tax on the undistributed capital gains. In addition, the Company is required to meet certain asset and income tests. | |
As a REIT, the Company will generally not be subject to corporate level federal income tax on taxable income that it distributes currently to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates, including any applicable alternative minimum tax, and may not be able to qualify as a REIT for four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income or property, and to federal income and excise taxes on its undistributed taxable income. | |
The Company has a subsidiary that it elected to treat as a taxable REIT subsidiary (TRS), which is subject to federal and state income taxes. For each of the three months ended September 30, 2014 and 2013, the Company incurred approximately $0.02 million in taxes associated with the TRS. For each of the nine months ended September 30, 2014 and 2013, the Company incurred approximately $0.05 million and $0.06 million in taxes, respectively, associated with the TRS. |
COMMON_STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
COMMON STOCK | ' |
COMMON STOCK | |
On January 13, 2014, the Company issued 8,050,000 shares of common stock in an underwritten public offering at a public offering price of $19.50 per share. Net proceeds of the public offering were approximately $150.7 million after deducting the underwriting discount of $6.3 million, but before deducting offering expenses. | |
During the year ended December 31, 2013, 359,056 shares of the Company's Class B common stock were converted into 359,056 shares of the Company's common stock, at the request of the then holders of the Class B common stock. During the year ended December 31, 2013, the Company also sold 10,559 shares of common stock which were held as treasury stock at a stock price of $17.91 per share. | |
Brookfield Asset Management, Inc. and its affiliates (collectively, “Brookfield”) owned approximately 33.6% of the Company's common stock as of September 30, 2014. | |
Dividends | |
On February 27, 2014, the Company's Board of Directors declared a first quarter common stock dividend of $0.17 per share, which was paid on April 30, 2014 to stockholders of record on April 15, 2014. | |
On May 1, 2014, the Company's Board of Directors declared a second quarter common stock dividend of $0.17 per share, which was paid on July 31, 2014 to stockholders of record on July 15, 2014. | |
On July 31, 2014, the Company's Board of Directors declared a third quarter common stock dividend of $0.17 per share, which was paid on October 31, 2014 to stockholders of record on October 15, 2014. | |
Dividend Reinvestment and Stock Purchase Plan | |
On May 12, 2014, the Company established a Dividend Reinvestment and Stock Purchase Plan ("DRIP"). Under the DRIP, the Company's stockholders may purchase additional shares of common stock by automatically reinvesting all or a portion of the cash dividends paid on their shares of common stock or by making optional cash payments, or both, at fees described in the DRIP prospectus. The DRIP commenced with the payment of the second quarter dividend which was paid on July 31, 2014 to stockholders of record on July 15, 2014. As a result of the DRIP elections, 2,403 shares were issued under the DRIP during the nine months ended September 30, 2014. | |
Employee Stock Purchase Plan | |
On July 1, 2014, the Company commenced enrollment under its Employee Stock Purchase Plan (the "ESPP"). The ESPP was implemented to provide eligible employees of the Company and its participating subsidiaries with an opportunity to purchase common stock of the Company with a discount of 5%, through accumulated payroll deductions or other permitted contributions. The ESPP was adopted by the Company's Board of Directors on February 27, 2014 and approved by its stockholders on May 9, 2014. The first offering period commenced on August 1, 2014 and had a duration of three months, closing on October 31, 2014. The maximum number of shares of common stock that may be issued under the ESPP is 500,000 subject to adjustments under certain circumstances. |
STOCK_BASED_COMPENSATION_PLANS
STOCK BASED COMPENSATION PLANS | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||
STOCK BASED COMPENSATION PLANS | ' | |||||||||
NOTE 11 STOCK BASED COMPENSATION PLANS | ||||||||||
Incentive Stock Plans | ||||||||||
On January 12, 2012, the Company adopted the Rouse Properties, Inc. 2012 Equity Incentive Plan (the "Equity Plan"). | ||||||||||
Stock Options | ||||||||||
Pursuant to the Equity Plan, the Company granted stock options to certain employees of the Company. The vesting terms of these grants are specific to the individual grant. In general, participating employees are required to remain employed for vesting to occur (subject to certain limited exceptions). In the event that a participating employee ceases to be employed by the Company, any options that have not vested will generally be forfeited. Stock options generally vest annually over a five year period. | ||||||||||
The following tables summarize stock option activity for the Equity Plan for the nine months ended September 30, 2014 and 2013: | ||||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Exercise Price | Shares | Weighted Average Exercise Price | |||||||
Stock options outstanding at January 1, | 2,579,171 | $15.14 | 1,945,643 | $14.64 | ||||||
Granted | 778,498 | 18.36 | 695,900 | 16.48 | ||||||
Exercised | (1,680 | ) | 16.48 | (4,080 | ) | 14.72 | ||||
Forfeited | (42,120 | ) | 15.34 | (51,492 | ) | 14.43 | ||||
Expired | — | — | — | — | ||||||
Stock options outstanding at September 30, | 3,313,869 | $15.90 | 2,585,971 | $15.14 | ||||||
Stock Options Outstanding (1) | ||||||||||
Issuance | Shares | Weighted Average Remaining Contractual Term (in years) | Weighted Average Exercise Price | |||||||
Mar-12 | 1,500,514 | 7.5 | $14.72 | |||||||
May-12 | 21,900 | 7.67 | 13.71 | |||||||
Aug-12 | 36,400 | 7.92 | 13.75 | |||||||
Oct-12 | 297,257 | 8.08 | 14.47 | |||||||
Feb-13 | 679,300 | 8.42 | 16.48 | |||||||
Feb-14 | 750,300 | 9.42 | 18.4 | |||||||
Jul-14 | 28,198 | 9.83 | 17.2 | |||||||
Stock options outstanding at September 30, 2014 | 3,313,869 | 8.2 | $15.90 | |||||||
Explanatory Note: | ||||||||||
(1) As of September 30, 2014, 818,837 stock options became fully vested and are currently exercisable. As of September 30, 2014, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $14.97 and a weighted average remaining contractual term of 7.72 years. | ||||||||||
The Company recognized $0.5 million and $0.3 million for the three months ended September 30, 2014 and 2013, respectively, and $1.3 million and $1.0 million for the nine months ended September 30, 2014 and 2013, respectively, in compensation expense related to the stock options which is recorded in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | ||||||||||
Restricted Stock | ||||||||||
Pursuant to the Equity Plan, the Company granted restricted stock to certain employees and non-employee directors. The vesting terms of these grants are specific to the individual grant, and are generally three to four year periods. In general, participating employees are required to remain employed for vesting to occur (subject to certain limited exceptions). In the event that a participating employee ceases to be employed by the Company, any shares that have not vested will generally be forfeited. Dividends are paid on restricted stock and are not returnable, even if the underlying stock does not ultimately vest. | ||||||||||
The following table summarizes restricted stock activity for the nine months ended September 30, 2014 and 2013: | ||||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | |||||||
Non-vested restricted stock grants outstanding at January 1, | 278,617 | $14.85 | 263,669 | $14.69 | ||||||
Granted | 42,489 | 18.4 | 36,573 | 16.48 | ||||||
Forfeited | — | — | (4,160 | ) | 14.72 | |||||
Canceled | — | — | — | — | ||||||
Vested | (108,097 | ) | 15.05 | (9,950 | ) | 15.77 | ||||
Non-vested restricted stock grants outstanding at September 30, | 213,009 | $15.45 | 286,132 | $14.85 | ||||||
The 4,160 shares of restricted stock that were forfeited during the nine months ended September 30, 2013 were held in treasury for future restricted stock or option issuances. | ||||||||||
The weighted average remaining contractual term (in years) of granted, non-vested restricted awards as of September 30, 2014 was 0.9 years. | ||||||||||
The Company recognized $0.5 million and $0.4 million in compensation expense related to the restricted stock for the three months ended September 30, 2014 and 2013, respectively, and $1.4 million and $1.2 million for the nine months ended September 30, 2014 and 2013, respectively, which is recorded in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | ||||||||||
Other Disclosures | ||||||||||
As of September 30, 2014, there was $8.3 million of total unrecognized compensation expense related to all nonvested options and restricted stock grants. Of this total, $1.0 million in 2014, $3.1 million in 2015, $2.4 million in 2016, $1.1 million in 2017, $0.6 million in 2018 and $0.1 million in 2019, will be recognized, respectively, in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Loss. These amounts may be impacted by future grants, changes in forfeiture estimates or vesting terms, and actual forfeiture rates differing from estimated forfeiture rates. |
NONCONTROLLING_INTEREST
NON-CONTROLLING INTEREST | 9 Months Ended |
Sep. 30, 2014 | |
Noncontrolling Interest [Abstract] | ' |
NON-CONTROLLING INTEREST | ' |
NON-CONTROLLING INTEREST | |
The non-controlling interest on the Company's Consolidated Balance Sheets represents Series A Cumulative Non-Voting Preferred Stock ("Preferred Shares") of Rouse Holdings, Inc. ("Holdings"), a subsidiary of Rouse and the interest in the Mall at Barnes Crossing entities. | |
Holdings issued 111 Preferred Shares at a par value of $1,000 per share to third parties on June 29, 2012. The Preferred Shareholders are entitled to a cumulative preferential annual cash dividend of 12.5%. These Preferred Shares may only be redeemed at the option of Holdings for $1,000 per share plus all accrued and unpaid dividends. Furthermore, in the event of a voluntary or involuntary liquidation of Holdings, the Preferred Shareholders are entitled to a liquidation preference of $1,000 per share plus all accrued and unpaid dividends. The Preferred Shares are not convertible into or exchangeable for any property or securities of Holdings. | |
On August 29, 2014, the Company purchased a 51% interest in three limited liability companies entities which together own and operate the Mall at Barnes Crossing, the Market Center, a strip shopping center located adjacent to the property, and various vacant land parcels associated with the development. The Company determined it holds the controlling interest in the Barnes Crossing entities. As a result, the joint venture is presented on the Company's Consolidated Financial Statements as of September 30, 2014 and for the three and nine months ended September 30, 2014 on a consolidated basis, with the interests of the third parties reflected as a non-controlling interest. | |
In connection with the acquisition, the Company formed a joint venture with the other interest holders in the properties. Pursuant to the joint venture arrangements, the Company has the exclusive authority to manage the business of the joint venture, except for certain actions (e.g., disposing of the properties and incurring debt under certain circumstances) that would require the consent of a third-party partner. At any time after August 29, 2017 (or earlier under certain circumstances), the Company will have the right to purchase its partners’ interests in the joint venture at a purchase price generally equal to their fair market value (the “Call Price”). In addition, during the 30-day period beginning on August 29, 2017, a third-party partner will have a one-time option to cause us to purchase each third-party partners’ respective interests in the joint venture at a purchase price calculated in the same manner as the Call Price. Consideration paid to our partners for their interests in the joint venture may, under certain circumstances, be in the form of shares of our common stock and/or common units (“Units”) of our operating partnership, Rouse Properties, LP (the “Operating Partnership”). If the consideration for the Call Price includes Units, the Company, the Operating Partnership and a third-party partner will enter into a tax protection agreement that will provide for indemnification of such partner under certain circumstances against certain tax liabilities incurred by such partner, if such liabilities result from a transaction involving a taxable disposition of The Mall at Barnes Crossing or the failure to offer to such partner the opportunity to guarantee certain indebtedness. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
RELATED PARTY TRANSACTIONS | |
Transition Services Agreement with GGP | |
The Company entered into a transition services agreement with GGP whereby GGP or its subsidiaries provided to the Company, on a transitional basis, certain specified services for various terms not exceeding 18 months following the spin-off. The services that GGP provided to the Company included, among others, payroll, human resources and employee benefits, financial systems management, treasury and cash management, accounts payable services, telecommunications services, information technology services, asset management services, legal and accounting services and various other corporate services. The charges for the transition services generally were intended to allow GGP to fully recover their costs directly associated with providing the services, plus a level of profit consistent with an arm’s length transaction together with all out-of-pocket costs and expenses. The charges for each of the transition services were generally based on an hourly fee arrangement and pass-through out-of-pocket costs. As of December 31, 2013, the transition services agreement with GGP was terminated. For the three and nine months ended September 30, 2013, costs associated with the transition services agreement were $0.01 million and $0.1 million, respectively. | |
Office Lease with Brookfield | |
Upon its spin-off from GGP, the Company assumed a 10-year lease agreement with Brookfield, as landlord, for office space for its corporate office in New York City. Costs associated with the office lease were $0.3 million for the three months ended September 30, 2014 and 2013 and $0.8 million for the nine months ended September 30, 2014 and 2013. There are no outstanding amounts payable as of September 30, 2014 and December 31, 2013. In addition, the landlord completed the build out of the Company's office space during 2012 for $1.7 million and there were no outstanding costs payable as of September 30, 2014. The costs associated with the build out of the Company's office space were capitalized in "Buildings and equipment" on the Company's Consolidated Balance Sheets. | |
During 2012, the Company entered into a five-year lease agreement with Brookfield, as landlord, for office space for its regional office in Dallas, Texas. The lease commenced in October 2012 with no payments due for the first 12 months. During April 2013, the Company amended the lease and expanded its current space. Effective December 30, 2013, the Brookfield subsidiary sold the office building in which the office space is located to a third party. | |
Subordinated Credit Facility with Brookfield | |
On the Spin-Off Date, the Company entered into the Subordinated Facility with a wholly-owned subsidiary of Brookfield, as lender, for a $100.0 million revolving credit facility. The Company paid a one time upfront fee of $0.5 million related to this facility in 2012. In addition, the Company was required to pay a semi-annual revolving credit fee of $0.3 million related to this facility. On November 22, 2013, in conjunction with the Company's entrance into the 2013 Senior Facility, the Subordinated Facility was terminated (see Note 5). | |
Business Infrastructure Costs | |
Upon its spin-off from GGP, the Company commenced the development of its information technology platform. The development of this platform requires us to purchase, design and create various information technology applications and infrastructure. Brookfield Corporate Operations, LLC ("BCO") has been engaged to assist in the project development and to procure the various applications and infrastructure of the Company. The Company incurred approximately $0.1 million and $0.2 million of infrastructure costs during the three months ended September 30, 2014 and 2013, respectively, and $0.3 million and $2.6 million during the nine months ended September 30, 2014 and 2013, respectively. As of September 30, 2014 and December 31, 2013, the Company had approximately $8.3 million and $8.0 million, respectively, of infrastructure costs which were capitalized in "Buildings and equipment" on the Company's Consolidated Balance Sheets. As of September 30, 2014, no costs were outstanding and payable. As of December 31, 2013, $0.1 million of costs of were outstanding and payable. | |
Financial Service Center | |
During 2013, the Company engaged BCO's financial service center to manage certain administrative services of Rouse, such as accounts payable and receivable, employee expenses, lease administration, and other similar types of services. Approximately $0.5 million and $0.3 million in costs were incurred for the three months ended September 30, 2014 and 2013, respectively, and $1.4 million and $0.9 million for the nine months ended September 30, 2014 and 2013, respectively. As of September 30, 2014 and December 31, 2013, there were $0.2 million and no costs outstanding and payable, respectively. | |
The Company is also required to pay a monthly information technology services fee to BCO. Approximately $0.8 million and $0.6 million in costs were incurred for the three months ended September 30, 2014 and 2013, respectively, and $2.3 million and $1.5 million for the nine months ended September 30, 2014 and 2013, respectively, of which there were $0.8 million and no costs outstanding and payable as of September 30, 2014 and December 31, 2013, respectively. | |
Demand Deposit from Brookfield U.S. Holdings | |
In August 2012, the Company entered into an agreement with Brookfield U.S. Holdings ("U.S. Holdings") to place funds into an interest bearing account which earns interest at LIBOR plus 1.05% per annum. The demand deposit is secured by a note from U.S. Holdings and is guaranteed by Brookfield Asset Management Inc. The demand deposit had an original maturity of February 14, 2013 and has now been extended to November 14, 2014. However, the Company may demand the funds earlier by providing U.S. Holdings with three days notice. The Company earned approximately $0.03 million and $0.2 million in interest income for the three months ended September 30, 2014 and 2013, respectively. The Company earned approximately $0.3 million and $0.5 million in interest income for the nine months ended September 30, 2014 and 2013, respectively. As of September 30, 2014 and December 31, 2013, the Company had no outstanding deposit with U.S. Holdings. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | |
On October 16, 2014, the Company placed a new non-recourse mortgage loan on the Bayshore Mall located in Eureka, CA for $46.5 million. The loan bears interest at a fixed rate of 3.96%,, matures in November 2024, and is interest only for the first three years. | |
On October 30, 2014, the Company's Board of Directors declared a fourth quarter common stock dividend of $0.17 per share which will be paid on January 30, 2015 to stockholders of record on January 15, 2015. | |
On October 31, 2014, the Company executed a contract to sell Knollwood Mall in St. Louis Park, MN, a 457,000 square foot retail center for $106.7 million. Knollwood Mall is currently under construction to convert the asset from an enclosed mall to a power center. The closing of the transaction is subject to satisfaction of customary conditions. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Properties | ' | ||||||||||||||||
Properties | |||||||||||||||||
Acquisition accounting was applied to real estate assets within the Rouse portfolio either when GGP emerged from bankruptcy in November 2010 or upon any subsequent acquisition. After acquisition accounting is applied, the real estate assets are carried at the cost basis less accumulated depreciation. Real estate taxes and interest costs incurred during development periods are capitalized. Capitalized interest costs are based on qualified expenditures and interest rates in place during the development period. Capitalized real estate taxes, interest and interest related costs are amortized over lives which are consistent with the developed assets. | |||||||||||||||||
Pre-development costs, which generally include legal and professional fees and other directly-related third party costs, are capitalized as part of the property being developed. In the event a development is no longer deemed to be probable, the costs previously capitalized are expensed. | |||||||||||||||||
Tenant improvements, either paid directly or in the form of construction allowances paid to tenants, are capitalized and depreciated over the shorter of the useful life or applicable lease term. Maintenance and repair costs are expensed when incurred. Expenditures for significant betterments and improvements are capitalized. In leasing tenant space, the Company may provide funding to the lessee through a tenant allowance. In accounting for a tenant allowance, the Company determines whether the allowance represents funding for the construction of leasehold improvements and evaluates the ownership of such improvements. If the Company is considered the owner of the leasehold improvements for accounting purposes, it capitalizes the amount of the tenant allowance and depreciates it over the shorter of the useful life of the leasehold improvements or the related lease term. If the tenant allowance represents a payment for a purpose other than funding leasehold improvements, or in the event that the Company is not considered the owner of the improvements for accounting purposes, the allowance is capitalized as a lease incentive and is recognized over the lease term as a reduction of rental revenue on a straight-line basis. | |||||||||||||||||
Depreciation or amortization expense is computed using the straight-line method based upon the following estimated useful lives: | |||||||||||||||||
Years | |||||||||||||||||
Buildings and improvements | 40 | ||||||||||||||||
Equipment and fixtures | 10-May | ||||||||||||||||
Tenant improvements | Shorter of useful life or applicable lease term | ||||||||||||||||
Impairment | ' | ||||||||||||||||
Impairment | |||||||||||||||||
Operating properties and intangible assets | |||||||||||||||||
Accounting for the impairment or disposal of long-lived assets requires that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of such asset to its fair value. The Company reviews all real estate assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income and occupancy percentages, high loan to value ratios, and carrying values in excess of the fair values. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and developments in progress, are assessed by project and include, but are not limited to, significant changes to the Company’s plans with respect to the project, significant changes in projected completion dates, revenues or cash flows, development costs, market factors and sustainability of development projects. | |||||||||||||||||
If an indicator of potential impairment exists, the asset is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. The cash flow estimates used both for determining recoverability and estimating fair value are inherently judgmental and reflect current and projected trends in rental, occupancy and capitalization rates, and estimated holding periods for the applicable assets. Although the estimated fair value of certain assets may exceed the carrying amount, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent an impairment provision is determined to be necessary, the excess of the carrying amount of the asset over its estimated fair value is expensed to operations. In addition, the impairment provision is allocated proportionately to adjust the carrying amount of the asset group. The adjusted carrying amount, which represents the new cost basis of the asset, is depreciated over the remaining useful life of the asset. | |||||||||||||||||
The Company determined there were events and circumstances which changed management's estimated holding period for Boulevard Mall during the nine months ended September 30, 2013. During 2013, the servicer of the loan for Boulevard Mall placed the loan into special servicing status and communicated to the Company that they would be unwilling to extend the term and discount the loan. As a result of this and the continued decline in operating results of the property, management concluded that it was in the best interest of the Company to convey the property to the lender. As the Company intended on conveying the property to the lender during 2013, the Company revised its intended hold period of this property to less than one year. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $21.7 million during the first quarter of 2013, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in "Loss from discontinued operations" on the Company's Consolidated Statements of Operations and Comprehensive Loss for the nine months ended September 30, 2013. | |||||||||||||||||
During the nine months ended September 30, 2013, the Company conveyed its interest in the property to the lender, which resulted in a gain on extinguishment of debt of $14.0 million, which is recorded in "Discontinued operations, net" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
In August 2014, upon a maturity default on the Steeplegate Mall mortgage loan, the loan servicer appointed a receiver to take over the operations of the property until the property could be conveyed to the lender or a third party purchaser. As a result, the Company revised its intended hold period of this property to less than one year. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $7.6 million during the three and nine months ended September 30, 2014, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in “Provision for impairment” on the Company’s Consolidated Statements of Operations and Comprehensive Loss. | |||||||||||||||||
The Company determined there were events and circumstances which changed management’s estimated holding period for Collin Creek Mall during the three and nine months ended September 30, 2014. As a result of the continued decline in operating metrics and results of the property, management has shortened the estimated hold period of the property. The Company is in discussions with the lender on the property’s non-recourse mortgage debt and is identifying options regarding the property’s disposition. The change in the hold period adjusted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $3.1 million during the three and nine months ended September 30, 2014, as the aggregate carrying value was higher than the fair value of the property. This impairment charge is included in “Provision for impairment” on the Company’s Consolidated Statement of Operations and Comprehensive Loss. | |||||||||||||||||
Intangible Assets and Liabilities | ' | ||||||||||||||||
The gross asset balances of the in-place value of tenant leases are included in "Buildings and Equipment" on the Company's Consolidated Balance Sheets. Acquired in-place tenant leases are amortized over periods that approximate the related lease terms. The above-market tenant leases and below-market ground leases are included in "Prepaid expenses and other assets, net", and below-market tenant leases are included in "Accounts payable and accrued expenses, net" as detailed in Notes 4 and 6, respectively. | |||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
The Company considers all demand deposits with a maturity of three months or less, at the date of purchase, to be cash equivalents. | |||||||||||||||||
Restricted Cash | ' | ||||||||||||||||
Restricted Cash | |||||||||||||||||
Restricted cash consists of security deposits and cash escrowed under loan agreements for debt service, real estate taxes, property insurance, tenant improvements, capital renovations and capital improvements. | |||||||||||||||||
Interest Rate Hedging Instruments | ' | ||||||||||||||||
Interest Rate Hedging Instruments | |||||||||||||||||
The Company recognizes its derivative financial instruments in either "Prepaid expenses and other assets, net" or "Accounts payable and accrued expenses, net", as applicable, in the Consolidated Balance Sheets and measures those instruments at fair value. The accounting for changes in fair value (i.e., gain or loss) of a derivative depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. To qualify as a hedging instrument, a derivative must pass prescribed effectiveness tests, performed quarterly using both quantitative and qualitative methods. The Company entered into a derivative agreement as of September 30, 2014 that qualifies as a hedging instrument and was designated, based upon the exposure of being hedged, as a cash flow hedge. The fair value of this cash flow hedge as of September 30, 2014 was $0.2 million and is included in "Accounts payable and accrued expenses, net" in the Company's Consolidated Balance Sheets. The fair value of the Company's interest rate hedge is classified as Level 2 in the fair value measurement table. To the extent they are effective, changes in fair value of cash flow hedges are reported in "Accumulated other comprehensive income (loss)" ("AOCI/L") and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The ineffective portion of the hedge, if any, is recognized in current earnings during the period of change in fair value. The gain or loss on the termination of an effective cash flow hedge is reported in AOCI/L and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The Company also assesses the credit risk that the counterparty will not perform according to the terms of the contract. | |||||||||||||||||
Revenue Recognition and Related Matters | ' | ||||||||||||||||
Revenue Recognition and Related Matters | |||||||||||||||||
Minimum rent revenues are recognized on a straight-line basis over the terms of the related leases. Minimum rent revenues also include amounts collected from tenants to allow the termination of their leases prior to their scheduled termination dates as well as the amortization related to above and below-market tenant leases on acquired properties and tenant inducements. Minimum rent revenues also include percentage rents in lieu of minimum rent from those leases where we receive a percentage of tenant revenues. The following is a summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent for the three and nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 97 | $ | 684 | $ | 1,184 | $ | 2,507 | |||||||||
Lease termination income | 901 | 30 | 1,356 | 283 | |||||||||||||
Net amortization of above and below-market tenant leases | (2,433 | ) | (3,740 | ) | (9,829 | ) | (12,154 | ) | |||||||||
Amortization of lease inducement | (11 | ) | (250 | ) | (21 | ) | (750 | ) | |||||||||
Percentage rents in lieu of minimum rent | 1,691 | 1,853 | 4,659 | 5,339 | |||||||||||||
Straight-line rent receivables represent the current net cumulative rents recognized prior to when billed and collectible, as provided by the terms of the leases. The following is a summary of straight-line rent receivables, which are included in "Accounts receivable, net," in the Company's Consolidated Balance Sheets and are reduced for allowances for doubtful accounts: | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 13,829 | $ | 12,645 | |||||||||||||
The Company provides an allowance for doubtful accounts against the portion of accounts receivable, including straight-line rents, which is estimated to be uncollectible. Such allowances are reviewed periodically based upon our recovery experience. The Company also evaluates the probability of collecting future rent which is recognized currently under a straight-line methodology. This analysis considers the long term nature of the Company's leases, as a certain portion of the straight-line rent currently recognizable will not be billed to the tenant until future periods. The Company's experience relative to unbilled straight-line rent receivable is that a certain portion of the amounts recorded as straight-line rental revenue are never collected from (or billed to) tenants due to early lease terminations. For that portion of the recognized deferred rent that is not deemed to be probable of collection, an allowance for doubtful accounts has been provided. Accounts receivable are shown net of an allowance for doubtful accounts of $2.8 million as of September 30, 2014 and December 31, 2013. | |||||||||||||||||
Tenant recoveries are recoveries from tenants that are established in the leases or computed based upon a formula related to real estate taxes, insurance and other property operating expenses and are generally recognized as revenues in the period in which the related costs are incurred. The Company makes certain assumptions and judgments in estimating the reimbursements at the end of each reporting period. The Company does not expect the actual results to materially differ from the estimated reimbursement. | |||||||||||||||||
Overage rent is paid by a tenant when its sales exceed an agreed-upon minimum amount. Overage rent is calculated by multiplying the sales in excess of the minimum amount by a percentage defined in the lease. Overage rent is recognized on an accrual basis once tenant sales exceed contractual tenant lease thresholds. | |||||||||||||||||
Other revenues generally consist of amounts earned by the Company for vending, advertising, and marketing revenues earned at the Company's malls and is recognized on an accrual basis over the related service period. | |||||||||||||||||
Loss Per Share | ' | ||||||||||||||||
Loss Per Share | |||||||||||||||||
Basic net loss per share is computed by dividing the net loss applicable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted net income per share | |||||||||||||||||
Fair Value | ' | ||||||||||||||||
Fair Value | |||||||||||||||||
The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). GAAP establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value: | |||||||||||||||||
• | Level 1 — quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; | ||||||||||||||||
• | Level 2 — observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and | ||||||||||||||||
• | Level 3 — unobservable inputs that are used when little or no market data is available. | ||||||||||||||||
The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in our assessment of fair value. Considerable judgment is necessary to interpret Level 2 and 3 inputs in determining the fair value of our financial and non-financial assets and liabilities. Accordingly, the Company's fair value estimates, which are made at the end of each reporting period, may be different than the amounts that may ultimately be realized upon the sale or disposition of these assets. | |||||||||||||||||
The following table sets forth information regarding the Company's financial and non-financial instruments that are measured at fair value on a recurring and non-recurring basis by the above categories: | |||||||||||||||||
Total Fair Value Measurement | Quoted Price in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 4 | $ | — | $ | 4 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (230 | ) | $ | — | $ | (230 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 79,600 | $ | — | $ | — | $ | 79,600 | |||||||||
31-Dec-13 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 45 | $ | — | $ | 45 | $ | — | |||||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 33,475 | $ | — | $ | — | $ | 33,475 | |||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, and in-place lease value. | |||||||||||||||||
The following is a reconciliation of the carrying value of properties that were impaired during the nine months ended September 30, 2014: | |||||||||||||||||
Steeplegate Mall (1) | Collin Creek Mall (1) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 34,789 | $ | 60,120 | |||||||||||||
Capital expenditures | 252 | 1,042 | |||||||||||||||
Depreciation and amortization expense | (1,364 | ) | (2,703 | ) | |||||||||||||
Loss on impairment of real estate | (7,586 | ) | (3,079 | ) | |||||||||||||
Ending carrying value, September 30, 2014 | $ | 26,091 | $ | 55,380 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
The Company estimates fair value relating to impairment assessments utilizing a direct capitalization rate on forecasted net operating income or discounted cash flows that include all projected cash inflows and outflows over a specific holding period. Such projected cash flows are comprised of contractual rental revenues and forecasted rental revenues and expenses based upon market conditions and expectations for growth. Capitalization rates and discount rates utilized in these models are based on a reasonable range of current market rates for each property analyzed. The determination on which method to use is based on expected market conditions specific to the property being assessed. Based upon these inputs, the Company determined that its valuation of a property using a discounted cash flow model was classified within Level 3 of the fair value hierarchy. | |||||||||||||||||
The following table sets forth quantitative information about the unobservable inputs of the Company's Level 3 real estate, which are recorded at fair values as of September 30, 2014: | |||||||||||||||||
Unobservable Quantitative Inputs | |||||||||||||||||
Discount Rate | 11 | % | |||||||||||||||
Terminal Capitalization Rate | 10.0% - 10.5% | ||||||||||||||||
The Company uses interest rate swaps and caps to mitigate the effect of interest rate movements on its variable-rate debt. The Company has one interest rate swap and one interest rate cap as of September 30, 2014 and the interest rate swap qualified for hedge accounting. The interest rate swap has met the effectiveness test criteria since inception and changes in its fair value are reported in "Other comprehensive income (loss)" ("OCI/L") and are reclassified into earnings in the same period or periods during which the hedged item affects earnings. The interest rate cap did not qualify for hedge accounting and so the changes in its fair value are reported in earnings during the period incurred. The fair value of the Company's interest rate hedges, classified under Level 2, are determined based on prevailing market data for contracts with matching durations, current and anticipated LIBOR information, consideration of the Company's credit standing, credit risk of the counterparty, and reasonable estimates about relevant future market conditions. See Note 7 for additional information regarding the Company's interest rate hedging instruments. | |||||||||||||||||
The Company's financial instruments are short term in nature and as such their fair values approximate their carrying amount in our Consolidated Financial Statements except for debt. As of September 30, 2014 and December 31, 2013, management’s estimates of fair value are presented below. The Company estimated the fair value of the debt by using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. As a result of the frequency and availability of market data, the inputs used to measure the estimated fair value of debt are Level 3 inputs. The primary sensitivity in these calculations is based on the selection of appropriate discount rates. | |||||||||||||||||
Deferred Expenses | ' | ||||||||||||||||
Deferred Expenses | |||||||||||||||||
Deferred expenses are comprised of deferred lease costs incurred in connection with obtaining new tenants or renewals of lease agreements with current tenants, which are amortized on a straight-line basis over the terms of the related leases. Deferred financing costs are amortized on a straight-line basis (which approximates the effective interest method) over the lives of the related mortgages, notes, and loans payable. | |||||||||||||||||
Asset Retirement Obligations | ' | ||||||||||||||||
Asset Retirement Obligations | |||||||||||||||||
The Company evaluates any potential asset retirement obligations, including those related to disposal of asbestos containing materials and environmental remediation liabilities. The Company recognizes the fair value of such obligations in the period incurred if a reasonable estimate of fair value can be determined. | |||||||||||||||||
Use of Estimates | ' | ||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. For example, estimates and assumptions have been made with respect to fair values of assets and liabilities for purposes of applying the acquisition method of accounting, the useful lives of assets, capitalization of development and leasing costs, recoverable amounts of receivables, impairment of long-lived assets, valuation of hedging instruments and fair value of debt. Actual results could differ from these and other estimates. | |||||||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | ||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In April 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-08, "Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," which requires entities to disclose only disposals representing a strategic shift in operations as discontinued operations. The new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The new standard is effective in the first quarter of 2015 for public organizations with calendar year ends. Early adoption is permitted but only for disposals (or classifications as held for sale) that have not been reported in the financial statements previously issued or available for issuance. The Company early adopted this guidance and there was no impact of adoption during the nine months ended September 30, 2014. | |||||||||||||||||
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” This topic provides for five principles which should be followed to determine the appropriate amount and timing of revenue recognition for the transfer of goods and services to customers. The principles in this ASU should be applied to all contracts with customers regardless of industry. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016, with two transition methods of adoption allowed. Early adoption for reporting periods prior to December 15, 2016 is not permitted. The Company is evaluating the financial statement impact of the guidance in this ASU and determining which transition method we will utilize. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15 “Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern." This topic provides guidance on management’s responsibility to evaluate whether there is substantial doubt about a company’s ability to continue as a going concern and requires related footnote disclosures. The amendments in this ASU are effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the impact of the guidance in this ASU. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Schedule of estimated useful lives | ' | ||||||||||||||||
Depreciation or amortization expense is computed using the straight-line method based upon the following estimated useful lives: | |||||||||||||||||
Years | |||||||||||||||||
Buildings and improvements | 40 | ||||||||||||||||
Equipment and fixtures | 10-May | ||||||||||||||||
Tenant improvements | Shorter of useful life or applicable lease term | ||||||||||||||||
Schedule of intangible assets and liabilities | ' | ||||||||||||||||
The following table summarizes our intangible assets and liabilities as a result of the application of acquisition accounting: | |||||||||||||||||
Gross Asset | Accumulated | Net Carrying | |||||||||||||||
(Liability) | (Amortization)/ | Amount | |||||||||||||||
Accretion | |||||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 102,053 | $ | (40,246 | ) | $ | 61,807 | ||||||||||
Above-market | 114,844 | (57,105 | ) | 57,739 | |||||||||||||
Below-market | (68,621 | ) | 21,842 | (46,779 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 3,682 | (498 | ) | 3,184 | |||||||||||||
31-Dec-13 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 100,125 | $ | (37,888 | ) | $ | 62,237 | ||||||||||
Above-market | 132,986 | (64,303 | ) | 68,683 | |||||||||||||
Below-market | (59,641 | ) | 19,394 | (40,247 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 2,173 | (392 | ) | 1,781 | |||||||||||||
Schedule of Finite-Lived Intangible Assets | ' | ||||||||||||||||
Future amortization/accretion of these intangibles is estimated to decrease the Company's net income as follows: | |||||||||||||||||
Year | In-place lease intangibles | Above/(below) market leases, net | |||||||||||||||
(In thousands) | |||||||||||||||||
Remainder of 2014 | $ | 6,486 | $ | 2,974 | |||||||||||||
2015 | 16,118 | 8,144 | |||||||||||||||
2016 | 11,140 | 5,829 | |||||||||||||||
2017 | 7,083 | 3,801 | |||||||||||||||
2018 | 4,906 | 992 | |||||||||||||||
2019 | 3,836 | (297 | ) | ||||||||||||||
Summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent | ' | ||||||||||||||||
The following is a summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent for the three and nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 97 | $ | 684 | $ | 1,184 | $ | 2,507 | |||||||||
Lease termination income | 901 | 30 | 1,356 | 283 | |||||||||||||
Net amortization of above and below-market tenant leases | (2,433 | ) | (3,740 | ) | (9,829 | ) | (12,154 | ) | |||||||||
Amortization of lease inducement | (11 | ) | (250 | ) | (21 | ) | (750 | ) | |||||||||
Percentage rents in lieu of minimum rent | 1,691 | 1,853 | 4,659 | 5,339 | |||||||||||||
Schedule of straight-line rent receivables | ' | ||||||||||||||||
The following is a summary of straight-line rent receivables, which are included in "Accounts receivable, net," in the Company's Consolidated Balance Sheets and are reduced for allowances for doubtful accounts: | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 13,829 | $ | 12,645 | |||||||||||||
Schedule of weighted-average shares outstanding | ' | ||||||||||||||||
The Company had the following weighted-average shares outstanding: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended | ||||||||||||||||
September 30, | |||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted average shares - basic and diluted | 57,519,412 | 49,346,798 | 57,062,578 | 49,340,373 | |||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring and non-recurring basis | ' | ||||||||||||||||
The following table sets forth information regarding the Company's financial and non-financial instruments that are measured at fair value on a recurring and non-recurring basis by the above categories: | |||||||||||||||||
Total Fair Value Measurement | Quoted Price in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 4 | $ | — | $ | 4 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (230 | ) | $ | — | $ | (230 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 79,600 | $ | — | $ | — | $ | 79,600 | |||||||||
31-Dec-13 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 45 | $ | — | $ | 45 | $ | — | |||||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 33,475 | $ | — | $ | — | $ | 33,475 | |||||||||
Schedule of Reconciliation of Carrying Value of Properties | ' | ||||||||||||||||
The following is a reconciliation of the carrying value of properties that were impaired during the nine months ended September 30, 2014: | |||||||||||||||||
Steeplegate Mall (1) | Collin Creek Mall (1) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 34,789 | $ | 60,120 | |||||||||||||
Capital expenditures | 252 | 1,042 | |||||||||||||||
Depreciation and amortization expense | (1,364 | ) | (2,703 | ) | |||||||||||||
Loss on impairment of real estate | (7,586 | ) | (3,079 | ) | |||||||||||||
Ending carrying value, September 30, 2014 | $ | 26,091 | $ | 55,380 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
Schedule of quantitative information about the unobservable inputs of the Company's Level 3 real estate | ' | ||||||||||||||||
The following table sets forth quantitative information about the unobservable inputs of the Company's Level 3 real estate, which are recorded at fair values as of September 30, 2014: | |||||||||||||||||
Unobservable Quantitative Inputs | |||||||||||||||||
Discount Rate | 11 | % | |||||||||||||||
Terminal Capitalization Rate | 10.0% - 10.5% | ||||||||||||||||
Schedule of fair value of financial instruments | ' | ||||||||||||||||
The primary sensitivity in these calculations is based on the selection of appropriate discount rates. | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Estimated Fair | Carrying Amount | Estimated Fair | ||||||||||||||
Value | Value | ||||||||||||||||
(In thousands) | |||||||||||||||||
Fixed-rate debt | $ | 1,242,060 | $ | 1,188,899 | $ | 1,021,432 | $ | 1,013,726 | |||||||||
Variable-rate debt | 345,512 | 346,748 | 433,114 | 434,508 | |||||||||||||
Total mortgages, notes and loans payable, net | $ | 1,587,572 | $ | 1,535,647 | $ | 1,454,546 | $ | 1,448,234 | |||||||||
Summary of deferred lease and financing costs | ' | ||||||||||||||||
The following table summarizes our deferred lease and financing costs: | |||||||||||||||||
Gross Asset | Accumulated | Net Carrying | |||||||||||||||
Amortization | Amount | ||||||||||||||||
(In thousands) | |||||||||||||||||
30-Sep-14 | |||||||||||||||||
Deferred lease costs | $ | 52,596 | $ | (13,206 | ) | $ | 39,390 | ||||||||||
Deferred financing costs | 18,674 | (6,635 | ) | 12,039 | |||||||||||||
Total | $ | 71,270 | $ | (19,841 | ) | $ | 51,429 | ||||||||||
31-Dec-13 | |||||||||||||||||
Deferred lease costs | $ | 43,570 | $ | (12,039 | ) | $ | 31,531 | ||||||||||
Deferred financing costs | 18,979 | (4,455 | ) | 14,524 | |||||||||||||
Total | $ | 62,549 | $ | (16,494 | ) | $ | 46,055 | ||||||||||
PREPAID_EXPENSES_AND_OTHER_ASS1
PREPAID EXPENSES AND OTHER ASSETS, NET (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Prepaid Expense and Other Assets [Abstract] | ' | |||||||
Summary of the significant components of prepaid expenses and other assets, net | ' | |||||||
The following table summarizes the significant components of prepaid expenses and other assets, net: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Above-market tenant leases, net (Note 2) | $ | 57,739 | $ | 68,683 | ||||
Deposits | 627 | 682 | ||||||
Below-market ground leases, net (Note 2) | 3,184 | 1,781 | ||||||
Prepaid expenses | 5,994 | 4,776 | ||||||
Other | 1,962 | 330 | ||||||
Total prepaid expenses and other assets, net | $ | 69,506 | $ | 76,252 | ||||
MORTGAGES_NOTES_AND_LOANS_PAYA1
MORTGAGES, NOTES AND LOANS PAYABLE (Tables) | 9 Months Ended | ||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||||
Summary of Mortgages, notes and loans payable | ' | ||||||||||||||||||||||
The following is a summary of significant property loan refinancings and acquisitions that have occurred as of September 30, 2014 and as of December 31, 2013 ($ in thousands): | |||||||||||||||||||||||
Property | Date | Balance at Date of Refinancing | Interest Rate | Balance of New Loan | New Interest Rate | Net Proceeds (1) | Maturity | ||||||||||||||||
September 30, 2014: | |||||||||||||||||||||||
The Mall at Barnes Crossing (2) | Aug-14 | $ | — | — | % | $ | 67,000 | 4.29 | % | $ | — | Sep-24 | |||||||||||
Chula Vista Center (3) | Jul-14 | — | — | % | 70,000 | 4.18 | % | 15,000 | Jul-24 | ||||||||||||||
Sikes Senter (3) | Jul-14 | 54,618 | 5.2 | % | — | — | % | — | — | ||||||||||||||
Bel Air Mall | May-14 | — | — | % | 111,819 | 5.3 | % | — | Dec-15 | ||||||||||||||
December 31, 2013: | |||||||||||||||||||||||
Lakeland Mall (4) | Mar-13 | $ | 50,300 | 5.12 | % | $ | 70,000 | 4.17 | % | $ | 13,400 | Mar-23 | |||||||||||
NewPark Mall (5) | May-13 | 62,900 | 7.45 | % | 66,500 | LIBOR + 4.05% | 1,100 | May-17 | |||||||||||||||
Valley Hills Mall | Jun-13 | 51,400 | 4.73 | % | 68,000 | 4.47 | % | 15,000 | Jul-23 | ||||||||||||||
Greenville Mall | Jul-13 | — | — | % | 41,700 | 5.29 | % | — | Dec-15 | ||||||||||||||
West Valley Mall (6) | Sep-13 | 47,100 | 3.43 | % | 59,000 | LIBOR + 1.75% | 11,400 | Sep-18 | |||||||||||||||
Chesterfield Towne Center | Dec-13 | — | — | % | 109,737 | 4.75 | % | — | Oct-22 | ||||||||||||||
The Centre at Salisbury (7) | Dec-13 | — | — | % | 115,000 | 5.79 | % | — | May-16 | ||||||||||||||
Explanatory Notes: | |||||||||||||||||||||||
(1) Net proceeds are net of closing costs. | |||||||||||||||||||||||
(2) The loan is interest-only for the first three years. | |||||||||||||||||||||||
(3) On July 1, 2014, the Company removed Chula Vista Center, located in Chula Vista, CA, from the 2013 Senior Facility collateral pool and placed a new non-recourse mortgage loan on the property. Sikes Senter, located in Wichita Falls, TX, had an outstanding mortgage loan which was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing. Upon repayment Sikes Senter was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility balance. | |||||||||||||||||||||||
(4) On March 6, 2013, the loan associated with the Lakeland Mall was refinanced for $65.0 million. Subsequently, on March 21, 2013, the loan was increased by $5.0 million to $70.0 million in order to partially fund the acquisition of an anchor building previously owned by a third party. | |||||||||||||||||||||||
(5) The loan provides for an additional subsequent funding of $5.0 million upon achieving certain conditions for a total funding of $71.5 million. During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||||||||||
(6) The loan is interest-only for the first three years and amortizes on a 30 year schedule thereafter. The loan has a five year extension option subject to the fulfillment of certain conditions. During January 2014, the Company entered into a swap transaction and the loan now has a fixed interest rate of 3.24%. | |||||||||||||||||||||||
(7) The loan is interest-only. In conjunction with the acquisition of the Centre at Salisbury, the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met for two consecutive years. | |||||||||||||||||||||||
Mortgages, notes and loans payable are summarized as follows: | |||||||||||||||||||||||
September 30, | December 31, | Interest Rate at September 30, 2014 | Scheduled Maturity Date | ||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||
Fixed-rate debt: | (in thousands) | ||||||||||||||||||||||
Steeplegate Mall (1) | $ | 46,849 | $ | 47,970 | 4.94 | % | Aug-14 | ||||||||||||||||
Bel Air Mall (2) | 111,819 | — | 5.3 | Dec-15 | |||||||||||||||||||
Greenville Mall (2) | 40,800 | 41,375 | 5.29 | Dec-15 | |||||||||||||||||||
Vista Ridge Mall | 69,238 | 71,270 | 6.87 | Apr-16 | |||||||||||||||||||
Washington Park Mall | 10,599 | 10,872 | 5.35 | Apr-16 | |||||||||||||||||||
The Centre at Salisbury (2) | 115,000 | 115,000 | 5.79 | May-16 | |||||||||||||||||||
The Mall at Turtle Creek | 77,899 | 78,615 | 6.54 | Jun-16 | |||||||||||||||||||
Collin Creek | 58,663 | 60,206 | 6.78 | Jul-16 | |||||||||||||||||||
Grand Traverse | 59,724 | 60,429 | 5.02 | Feb-17 | |||||||||||||||||||
Knollwood Mall | 35,455 | 36,281 | 5.35 | Oct-17 | |||||||||||||||||||
West Valley (2) (3) | 59,000 | — | 3.24 | Sep-18 | |||||||||||||||||||
Pierre Bossier | 46,845 | 47,400 | 4.94 | May-22 | |||||||||||||||||||
Pierre Bossier Anchor | 3,658 | 3,718 | 4.85 | May-22 | |||||||||||||||||||
Southland Center (MI) | 76,337 | 77,205 | 5.09 | Jul-22 | |||||||||||||||||||
Chesterfield Towne Center (2) | 108,519 | 109,737 | 4.75 | Oct-22 | |||||||||||||||||||
Animas Valley | 50,272 | 50,911 | 4.41 | Nov-22 | |||||||||||||||||||
Lakeland Mall (2) | 68,357 | 69,241 | 4.17 | Mar-23 | |||||||||||||||||||
Valley Hills Mall (2) | 66,769 | 67,572 | 4.47 | Jul-23 | |||||||||||||||||||
Chula Vista Center (2) (4) | 70,000 | — | 4.18 | Jul-24 | |||||||||||||||||||
The Mall at Barnes Crossing (2) | 67,000 | — | 4.29 | Sep-24 | |||||||||||||||||||
Bayshore Mall | — | 27,720 | — | — | |||||||||||||||||||
Sikes Senter (2) (4) | — | 55,494 | — | — | |||||||||||||||||||
Total fixed-rate debt | $ | 1,242,803 | $ | 1,031,016 | |||||||||||||||||||
Less: Market rate adjustments | (743 | ) | (9,583 | ) | |||||||||||||||||||
$ | 1,242,060 | $ | 1,021,433 | ||||||||||||||||||||
Variable-rate debt: | |||||||||||||||||||||||
NewPark Mall (2)(5) | $ | 65,512 | $ | 66,113 | 3.41 | % | May-17 | ||||||||||||||||
2013 Term Loan (6) | 260,000 | 260,000 | 2.9 | Nov-18 | |||||||||||||||||||
2013 Revolver (6) | 20,000 | 48,000 | 2.91 | Nov-17 | |||||||||||||||||||
West Valley Mall (2) | — | 59,000 | — | — | |||||||||||||||||||
Total variable-rate debt: | $ | 345,512 | $ | 433,113 | |||||||||||||||||||
Total mortgages, notes and loans payable, net | $ | 1,587,572 | $ | 1,454,546 | |||||||||||||||||||
Explanatory Notes: | |||||||||||||||||||||||
(1) The loan matured on August 1, 2014 and was not repaid. As such the loan is in default. | |||||||||||||||||||||||
(2) See the significant property loan refinancings and acquisitions table below, under "—Property-Level Debt" in this Note 5 for additional information regarding the debt related to each property. | |||||||||||||||||||||||
(3) As of December 31, 2013, the interest rate related to West Valley Mall was variable rate at LIBOR plus 175 basis points. During January 2014, the Company entered into a swap transaction which fixes the interest rate on the loan for this property to 3.24%. See Note 7 for further details. | |||||||||||||||||||||||
(4) On July 1, 2014, the Company removed Chula Vista Center from the 2013 Senior Facility (as defined below) collateral pool and placed a new non-recourse mortgage loan on Chula Vista Center. Sikes Senter was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing and upon repayment Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. | |||||||||||||||||||||||
(5) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||||||||||
(6) LIBOR (30 day) plus 275 basis points. |
ACCOUNTS_PAYABLE_AND_ACCRUED_E1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Accounts Payable and Accrued Liabilities, Current [Abstract] | ' | |||||||
Summary of the significant components of accounts payable and accrued expenses, net | ' | |||||||
The following table summarizes the significant components of accounts payable and accrued expenses, net: | ||||||||
September 30, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
Below-market tenant leases, net (Note 2) | $ | 46,779 | $ | 40,247 | ||||
Construction payable | 19,229 | 21,821 | ||||||
Accounts payable and accrued expenses | 9,797 | 10,310 | ||||||
Accrued dividend | 9,885 | 6,454 | ||||||
Accrued interest | 7,076 | 4,213 | ||||||
Accrued real estate taxes | 12,098 | 5,640 | ||||||
Deferred income | 6,033 | 6,539 | ||||||
Accrued payroll and other employee liabilities | 5,787 | 7,942 | ||||||
Tenant and other deposits | 1,297 | 1,249 | ||||||
Asset retirement obligation liability | 4,485 | 4,745 | ||||||
Derivative liability | 230 | — | ||||||
Other | 599 | 523 | ||||||
Total accounts payable and accrued expenses, net | $ | 123,295 | $ | 109,683 | ||||
DERIVATIVES_Tables
DERIVATIVES (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Derivative [Line Items] | ' | ||||||||||||||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | ' | ||||||||||||||||||||||||||||
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Company's Consolidated Balance Sheets as of September 30, 2014 and December 31, 2013: | |||||||||||||||||||||||||||||
Instrument Type | Location in consolidated balance sheets | Notional Amount | Designated Benchmark Interest Rate | Strike Rate | Fair Value at September 30, 2014 | Fair Value at December 31, 2013 | Maturity Date | ||||||||||||||||||||||
Derivative not designated as hedging instruments | (dollars in thousands) | ||||||||||||||||||||||||||||
Interest Rate Cap | Prepaid expenses and other assets, net | $ | 65,512 | One-month LIBOR | 4.5 | % | $ | 4 | $ | 45 | May-16 | ||||||||||||||||||
Derivative designated as hedging instruments | |||||||||||||||||||||||||||||
Pay fixed / receive variable rate swap | Accounts payable and accrued expenses, net | 59,000 | One-month LIBOR | 1.5 | % | (230 | ) | — | Jun-18 | ||||||||||||||||||||
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location [Table Text Block] | ' | ||||||||||||||||||||||||||||
The table below presents the effect of the Company’s derivative financial instruments on the Company's Consolidated Statements of Operations and Comprehensive Loss for the three and nine months ended September 30, 2014. The Company had no cash flow hedges during the three and nine months ended September 30, 2013. | |||||||||||||||||||||||||||||
Location of Losses Reclassified from OCI/L Into Earnings (Effective Portion) | Location of Gain (Loss) Recognized in Earnings (Ineffective Portion) | ||||||||||||||||||||||||||||
Hedging Instrument | Gain (Loss) Recognized in OCI/L (Effective Portion) | Loss Recognized in Earnings (Effective Portion) | Gain Recognized in Earnings (Ineffective Portion) | ||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||
Three Months Ended September 30, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | 224 | $ | — | Interest expense | $ | 200 | $ | — | n.a. | $ | — | $ | — | |||||||||||||||
Nine Months Ended September 30, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | (756 | ) | $ | — | Interest expense | $ | 526 | $ | — | n.a. | $ | — | $ | — | ||||||||||||||
Designated as Hedging Instrument [Member] | ' | ||||||||||||||||||||||||||||
Derivative [Line Items] | ' | ||||||||||||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | ' | ||||||||||||||||||||||||||||
As of September 30, 2014, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: | |||||||||||||||||||||||||||||
Interest Rate Derivative | Number of Instruments | Notional Amount | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Interest rate swap | 1 | $59,000 | |||||||||||||||||||||||||||
Not Designated as Hedging Instrument [Member] | ' | ||||||||||||||||||||||||||||
Derivative [Line Items] | ' | ||||||||||||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | ' | ||||||||||||||||||||||||||||
s of September 30, 2014, the Company had the following outstanding derivative that was not designated as a hedge in qualifying hedging relationships: | |||||||||||||||||||||||||||||
Interest Rate Derivative | Number of Instruments | Notional Amount | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Interest rate cap | 1 | $65,512 |
DISPOSITIONS_DISCONTINUED_OPER1
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | ' | ||||
Nine Months Ended | |||||
September 30, | |||||
2013 | |||||
(in thousands) | |||||
Total revenues | $ | 4,812 | |||
Operating expenses including depreciation and amortization | 3,082 | ||||
Provision for impairment | 21,661 | ||||
Total expenses | 24,743 | ||||
Operating loss | (19,931 | ) | |||
Interest expense | (3,227 | ) | |||
Net loss from discontinued operations | (23,158 | ) | |||
Gain on extinguishment of debt | 13,995 | ||||
Net loss from discontinued operations | $ | (9,163 | ) | ||
Net loss from discontinued operations per share-Basic and Diluted | $ | (0.19 | ) |
STOCK_BASED_COMPENSATION_PLANS1
STOCK BASED COMPENSATION PLANS (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||
Summary of stock options activity for the equity plan | ' | |||||||||
The following tables summarize stock option activity for the Equity Plan for the nine months ended September 30, 2014 and 2013: | ||||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Exercise Price | Shares | Weighted Average Exercise Price | |||||||
Stock options outstanding at January 1, | 2,579,171 | $15.14 | 1,945,643 | $14.64 | ||||||
Granted | 778,498 | 18.36 | 695,900 | 16.48 | ||||||
Exercised | (1,680 | ) | 16.48 | (4,080 | ) | 14.72 | ||||
Forfeited | (42,120 | ) | 15.34 | (51,492 | ) | 14.43 | ||||
Expired | — | — | — | — | ||||||
Stock options outstanding at September 30, | 3,313,869 | $15.90 | 2,585,971 | $15.14 | ||||||
Summary of stock options outstanding by issuance period | ' | |||||||||
Stock Options Outstanding (1) | ||||||||||
Issuance | Shares | Weighted Average Remaining Contractual Term (in years) | Weighted Average Exercise Price | |||||||
Mar-12 | 1,500,514 | 7.5 | $14.72 | |||||||
May-12 | 21,900 | 7.67 | 13.71 | |||||||
Aug-12 | 36,400 | 7.92 | 13.75 | |||||||
Oct-12 | 297,257 | 8.08 | 14.47 | |||||||
Feb-13 | 679,300 | 8.42 | 16.48 | |||||||
Feb-14 | 750,300 | 9.42 | 18.4 | |||||||
Jul-14 | 28,198 | 9.83 | 17.2 | |||||||
Stock options outstanding at September 30, 2014 | 3,313,869 | 8.2 | $15.90 | |||||||
Explanatory Note: | ||||||||||
(1) As of September 30, 2014, 818,837 stock options became fully vested and are currently exercisable. As of September 30, 2014, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $14.97 and a weighted average remaining contractual term of 7.72 years. | ||||||||||
Summary of restricted stock activity | ' | |||||||||
The following table summarizes restricted stock activity for the nine months ended September 30, 2014 and 2013: | ||||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | |||||||
Non-vested restricted stock grants outstanding at January 1, | 278,617 | $14.85 | 263,669 | $14.69 | ||||||
Granted | 42,489 | 18.4 | 36,573 | 16.48 | ||||||
Forfeited | — | — | (4,160 | ) | 14.72 | |||||
Canceled | — | — | — | — | ||||||
Vested | (108,097 | ) | 15.05 | (9,950 | ) | 15.77 | ||||
Non-vested restricted stock grants outstanding at September 30, | 213,009 | $15.45 | 286,132 | $14.85 | ||||||
Schedule of weighted average assumptions under the Black-Scholes option-pricing model for estimation of fair value of options | ' |
ORGANIZATION_Details
ORGANIZATION (Details) | 9 Months Ended |
Sep. 30, 2014 | |
segment | |
Organization [Line Items] | ' |
Number of operating segments | 1 |
GGP [Member] | ' |
Organization [Line Items] | ' |
Number of properties assets and liabilities are split over | 30 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Plant and Equipment)(Details) | 9 Months Ended |
Sep. 30, 2014 | |
Building and improvements | ' |
Properties | ' |
Estimated useful lives | '40 years |
Equipment and fixtures | Maximum [Member] | ' |
Properties | ' |
Estimated useful lives | '10 years |
Equipment and fixtures | Minimum [Member] | ' |
Properties | ' |
Estimated useful lives | '5 years |
SUMMARY_OF_SIGNIGANT_ACCOUNTIN
SUMMARY OF SIGNIGANT ACCOUNTING POLICIES (Impairment)(Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
The Boulevard Mall [Member] | The Boulevard Mall [Member] | Steeplegate Mall [Member] | Steeplegate Mall [Member] | Collin Creek [Member] | Collin Creek [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Provision for impairment | ' | ' | $10,665 | $21,661 | ' | $21,700 | $7,600 | $7,600,000 | $3,100 | $3,100 |
Discontinued Operations Gains (Losses) on Extinguishment of Debt | $0 | $0 | $0 | $13,995 | $14,000 | ' | ' | ' | ' | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Intangible Assets and Liabilities)(Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Intangible assets and liabilities | ' | ' | ' | ' | ' |
Net Carrying Amount | ($46,779,000) | ' | ($46,779,000) | ' | ($40,247,000) |
Amortization of Intangible Assets | 7,200,000 | 4,000,000 | 19,100,000 | 12,900,000 | ' |
Amortization of intangible assets and liabilities | 2,400,000 | 3,700,000 | 9,800,000 | 12,200,000 | ' |
Estimated decrease to income due to future amortization | ' | ' | ' | ' | ' |
Remainder of 2014 | 6,486,000 | ' | 6,486,000 | ' | ' |
2015 | 16,118,000 | ' | 16,118,000 | ' | ' |
2016 | 11,140,000 | ' | 11,140,000 | ' | ' |
2017 | 7,083,000 | ' | 7,083,000 | ' | ' |
2018 | 4,906,000 | ' | 4,906,000 | ' | ' |
2019 | 3,836,000 | ' | 3,836,000 | ' | ' |
Future Amortization and Accretion Expense Future Amortization [Abstract] | ' | ' | ' | ' | ' |
Remainder of 2014 | 2,974,000 | ' | 2,974,000 | ' | ' |
2015 | 8,144,000 | ' | 8,144,000 | ' | ' |
2016 | 5,829,000 | ' | 5,829,000 | ' | ' |
2017 | 3,801,000 | ' | 3,801,000 | ' | ' |
2018 | 992,000 | ' | 992,000 | ' | ' |
2019 | -297,000 | ' | -297,000 | ' | ' |
Tenant leases | ' | ' | ' | ' | ' |
Intangible assets and liabilities | ' | ' | ' | ' | ' |
Gross Liability | -68,621,000 | ' | -68,621,000 | ' | -59,641,000 |
Accumulated Accretion | 21,842,000 | ' | 21,842,000 | ' | 19,394,000 |
Net Carrying Amount | -46,779,000 | ' | -46,779,000 | ' | -40,247,000 |
Tenant leases | Leases, Acquired-in-Place [Member] | ' | ' | ' | ' | ' |
Intangible assets and liabilities | ' | ' | ' | ' | ' |
Gross Assets | 102,053,000 | ' | 102,053,000 | ' | 100,125,000 |
Accumulated Amortization | -40,246,000 | ' | -40,246,000 | ' | -37,888,000 |
Net Carrying Amount | 61,807,000 | ' | 61,807,000 | ' | 62,237,000 |
Tenant leases | Acquired Above Market Lease Intangibles | ' | ' | ' | ' | ' |
Intangible assets and liabilities | ' | ' | ' | ' | ' |
Gross Assets | 114,844,000 | ' | 114,844,000 | ' | 132,986,000 |
Accumulated Amortization | -57,105,000 | ' | -57,105,000 | ' | -64,303,000 |
Net Carrying Amount | 57,739,000 | ' | 57,739,000 | ' | 68,683,000 |
Ground leases | ' | ' | ' | ' | ' |
Intangible assets and liabilities | ' | ' | ' | ' | ' |
Gross Assets | 3,682,000 | ' | 3,682,000 | ' | 2,173,000 |
Accumulated Amortization | -498,000 | ' | -498,000 | ' | -392,000 |
Net Carrying Amount | $3,184,000 | ' | $3,184,000 | ' | $1,781,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Interest Rate Hedging Instruments) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivative [Line Items] | ' | ' |
Derivative Liability | $230 | $0 |
Accounts Payable and Accrued Liabilities [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative Liability | $200 | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition and Related Matters)(Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' | ' | ' | ' |
Straight-line rent amortization | $97,000 | $684,000 | $1,184,000 | $2,507,000 | ' |
Lease termination income | 901,000 | 30,000 | 1,356,000 | 283,000 | ' |
Net amortization of above and below-market tenant leases | -2,433,000 | -3,740,000 | -9,829,000 | -12,154,000 | ' |
Amortization of lease inducement | -11,000 | -250,000 | -21,000 | -750,000 | ' |
Percentage rents in lieu of minimum rent | 1,691,000 | 1,853,000 | 4,659,000 | 5,339,000 | ' |
Straight-line rent receivables, net | 13,829,000 | ' | 13,829,000 | ' | 12,645,000 |
Allowance for doubtful accounts | $2,800,000 | ' | $2,800,000 | ' | $2,800,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Loss Per Share)(Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2013 | |
Employee Stock Option [Member] | ' | ' |
Loss per share | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,313,869 | 2,585,971 |
Restricted Stock [Member] | ' | ' |
Loss per share | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 213,009 | 286,132 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Weighted Average Shares Outstanding)(Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted-average shares outstanding | ' | ' | ' | ' |
Weighted average shares - basic and diluted | 57,519,412 | 49,346,798 | 57,062,578 | 49,340,373 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value Measurements)(Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Derivative Liability | ($230) | $0 | ||
Fair Value, Measurements, Recurring [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investment in Real Estate, Fair Value Disclosure | 79,600 | [1] | 33,475 | [1] |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Investment in Real Estate, Fair Value Disclosure | 79,600 | [1] | 33,475 | [1] |
Interest Rate Cap [Member] | Fair Value, Measurements, Recurring [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Derivative Asset | ' | 45 | ||
Interest Rate Cap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Derivative Asset | 4 | 45 | ||
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Derivative Liability | -230 | ' | ||
Interest Rate Swap [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Derivative Liability | ($230) | ' | ||
[1] | The carrying value includes each mall's respective land, building, and in-place lease value. |
SUMMARY_OF_SIGNIFICIANT_ACCOUN
SUMMARY OF SIGNIFICIANT ACCOUNTING POLICIES (Schedule of Reconciliation of Carrying Value of Properties) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | ||
In Thousands, unless otherwise specified | Steeplegate Mall [Member] | Collin Creek Mall [Member] | ||||
Real Estate Properties [Line Items] | ' | ' | ' | ' | ||
Beginning carrying value, January 1, 2014 | ' | ' | $34,789 | [1] | $60,120 | [1] |
Capital expenditures | ' | ' | 252 | [1] | 1,042 | [1] |
Depreciation and amortization expense | 176,421 | 142,432 | ' | ' | ||
Real Estate, Depreciation and Amortization Expense | ' | ' | -1,364 | [1] | -2,703 | [1] |
Loss on impairment of real estate | ' | ' | -7,586 | [1] | -3,079 | [1] |
Beginning carrying value, January 1, 2014 | ' | ' | $26,091 | [1] | $55,380 | [1] |
[1] | The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. |
Recovered_Sheet1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Schedule of quantitative information about the unobservable inputs of the Company's Level 3 real estate) (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ' |
Discount Rate | 11.00% |
Minimum [Member] | ' |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ' |
Terminal Capitalization Rate | 10.00% |
Maximum [Member] | ' |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ' |
Terminal Capitalization Rate | 10.50% |
Recovered_Sheet2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value)(Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value of Financial Instruments | ' | ' |
Fixed-rate debt | $1,242,803 | $1,031,016 |
Variable-rate debt | 345,512 | 433,113 |
Total Mortgages, notes and loans payable | 1,587,572 | 1,454,546 |
Estimated Fair Value | ' | ' |
Fair Value of Financial Instruments | ' | ' |
Fixed-rate debt | 1,188,899 | 1,013,726 |
Variable-rate debt | 346,748 | 434,508 |
Total Mortgages, notes and loans payable | 1,535,647 | 1,448,234 |
Carrying Amount | ' | ' |
Fair Value of Financial Instruments | ' | ' |
Fixed-rate debt | 1,242,060 | 1,021,432 |
Variable-rate debt | 345,512 | 433,114 |
Total Mortgages, notes and loans payable | $1,587,572 | $1,454,546 |
Recovered_Sheet3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Deferred Expenses)(Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred lease costs | ' | ' |
Gross Asset | $52,596 | $43,570 |
Accumulated Amortization | -13,206 | -12,039 |
Net Carrying Amount | 39,390 | 31,531 |
Deferred finance costs | ' | ' |
Gross Asset | 18,674 | 18,979 |
Accumulated Amortization | -6,635 | -4,455 |
Net Carrying Amount | 12,039 | 14,524 |
Total | ' | ' |
Gross Asset | 71,270 | 62,549 |
Accumulated Amortization | -19,841 | -16,494 |
Net Carrying Amount | $51,429 | $46,055 |
Recovered_Sheet4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Asset Retirement Obligations)(Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Asset Retirement Obligations | ' | ' |
Preliminary estimate of the cost of the environmental remediation liability | $4,485 | $4,745 |
ACQUISITIONS_Details
ACQUISITIONS (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Aug. 29, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | 22-May-14 | Aug. 30, 2014 | Aug. 29, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 29, 2014 | 22-May-14 | Sep. 30, 2014 | Dec. 31, 2013 | 22-May-14 | Dec. 11, 2013 | Dec. 31, 2013 | Dec. 11, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | ||||||||||||||||||||||||
Mall [Member] | Bel Air Mall [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Retail Site [Member] | Building and improvements | Building and improvements | Building and improvements | Building and improvements | Building and improvements | Building and improvements | Building and improvements | Other Assets [Member] | Other Assets [Member] | Other Assets [Member] | Other Assets [Member] | Other Assets [Member] | Other Assets [Member] | Other Assets [Member] | Land [Member] | Land [Member] | Land [Member] | Land [Member] | Land [Member] | Land [Member] | Land [Member] | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Acquired Above Market Lease Intangibles | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | Leases, Acquired-in-Place [Member] | ||||||||||||||||||||||||||||||
sqft | sqft | Bel Air Mall [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | The Centre at Salisbury [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | Bel Air Mall [Member] | The Mall at Barnes Crossing [Member] | GreenvilleMall [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||
sqft | sqft | sqft | sqft | sqft | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Date Acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22-May-14 | [1],[2] | ' | 29-Aug-14 | [3] | ' | ' | 24-Jul-13 | [1],[4] | ' | ' | ' | 11-Dec-13 | [1],[5] | ' | ' | 11-Dec-13 | [1],[6] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||||||
Square Footage Acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,741,046 | 2,151,413 | 1,004,439 | [1],[2] | ' | 736,607 | [3] | ' | ' | 413,759 | [1],[4] | ' | ' | ' | 1,016,258 | [1],[5] | ' | ' | 721,396 | [1],[6] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||||||
Purchase Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $230,767,000 | $341,400,000 | $131,917,000 | [1],[2] | ' | $98,850,000 | [3] | ' | ' | $48,900,000 | [1],[4] | ' | ' | ' | $165,500,000 | [1],[5] | ' | ' | $127,000,000 | [1],[6] | ' | $187,155,000 | $268,836,000 | $111,206,000 | $75,949,000 | $36,961,000 | [7] | $135,825,000 | [8] | $96,050,000 | [9] | $4,709,000 | $4,583,000 | $3,350,000 | $1,359,000 | $1,430,000 | [7] | $2,181,000 | [8] | $972,000 | [9] | $26,938,000 | $51,055,000 | $8,969,000 | $17,969,000 | $9,088,000 | [7] | $19,387,000 | [8] | $22,580,000 | [9] | $8,652,000 | $9,984,000 | $3,952,000 | $4,700,000 | $1,098,000 | [7] | $4,843,000 | [8] | $4,043,000 | [9] | $18,302,000 | $23,157,000 | $11,329,000 | $6,973,000 | $5,076,000 | [7] | $8,755,000 | [8] | $9,326,000 | [9] | |||
Percentage of voting interests acquired | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Debt assumed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 112,500,000 | ' | 67,000,000 | ' | ' | ' | 41,700,000 | ' | ' | ' | 109,700,000 | ' | 115,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Stated percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.30% | ' | ' | ' | ' | 4.29% | 5.29% | ' | ' | 4.75% | ' | ' | 5.79% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Amortization term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 years | ' | ' | ' | '30 years | ' | ' | ' | '30 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | ' | ' | ' | ' | ' | 51.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Premium or discount recorded | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | 1,300,000 | ' | ' | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Acquisition related costs | 500,000 | 300,000 | 900,000 | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Revenues | -74,783,000 | -60,315,000 | -210,413,000 | -176,190,000 | ' | ' | ' | -5,200,000 | -7,000,000 | ' | 1,300,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Net Income (Loss) Attributable to Parent | -26,566,000 | -4,683,000 | -39,165,000 | -30,054,000 | ' | ' | ' | -500,000 | -1,700,000 | ' | ' | -300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Acquired Below Market Lease Intangibles | ' | ' | -14,989,000 | ' | -15,991,000 | ' | ' | ' | -6,889,000 | -8,100,000 | ' | ' | -4,521,000 | [7] | -6,741,000 | [8] | -4,729,000 | [9] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||||||||||
Business Acquisition, Pro Forma Information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Total revenues | ' | ' | 225,313,000 | 195,315,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Net loss | ' | ' | ($38,847,000) | ($30,043,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Net loss per share - basic and diluted | ' | ' | ($0.68) | ($0.61) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
Weighted average shares - basic and diluted | 57,519,412 | 49,346,798 | 57,062,578 | 49,340,373 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||
[1] | (1) Rouse acquired a 100% interest in the mall. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[2] | (2) The Company assumed an existing $112.5 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.30%, matures in December 2015, and amortizes over 30 years. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[3] | (3) Rouse acquired a 51% controlling interest in the mall and related properties. In conjunction with the closing of this transaction, the Company closed on a new $67.0 million non-recourse mortgage loan that bears interest at a fixed rate of 4.29%, matures in September 2024, and is interest only for the first three years. See Note 12 for further details. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[4] | (4) The Company assumed an existing $41.7 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.29%, matures in December 2015, and amortizes over 30 years. A fair value adjustment of $0.2 million was recorded as a result of the mortgage assumption. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[5] | (5) The Company assumed an existing $109.7 million non-recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 4.75%, matures in October 2022, and amortizes over 30 years. A fair value adjustment of $1.3 million was recorded as a result of the mortgage assumption | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[6] | (6) The Company assumed an existing $115.0 million partial recourse mortgage loan with the acquisition. The loan bears interest at a fixed rate of 5.79%, matures in May 2016, and is interest only. A fair value adjustment of $1.2 million was recorded as a result of the mortgage assumption. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[7] | (1) Excludes fair value adjustment on mortgage assumption of $0.2 million. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[8] | (2) Excludes fair value adjustment on mortgage assumption of $1.3 million. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[9] | (3) Excludes fair value adjustment on mortgage assumption of $1.2 million. |
PREPAID_EXPENSES_AND_OTHER_ASS2
PREPAID EXPENSES AND OTHER ASSETS, NET (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Prepaid expenses and other assets | ' | ' |
Deposits | $627 | $682 |
Prepaid expenses | 5,994 | 4,776 |
Other | 1,962 | 330 |
Total Prepaid expenses and other assets, net | 69,506 | 76,252 |
Ground leases | ' | ' |
Prepaid expenses and other assets | ' | ' |
Finite-lived intangible assets, net | 3,184 | 1,781 |
Above-market tenant leases, net | Tenant leases | ' | ' |
Prepaid expenses and other assets | ' | ' |
Finite-lived intangible assets, net | $57,739 | $68,683 |
MORTGAGES_NOTES_AND_LOANS_PAYA2
MORTGAGES, NOTES AND LOANS PAYABLE (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jan. 31, 2014 | Sep. 30, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Feb. 28, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jul. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Nov. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Aug. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Nov. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Mar. 21, 2013 | Mar. 20, 2013 | Mar. 06, 2013 | Feb. 28, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | 31-May-13 | Sep. 30, 2014 | Jul. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 29, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | 31-May-13 | Apr. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2012 | |||||||||||||||||||||||||||||||||||||
In Thousands, unless otherwise specified | West Valley [Member] | West Valley [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Sikes Center [Member] | Sikes Center [Member] | Sikes Center [Member] | Steeplegate Mall [Member] | Steeplegate Mall [Member] | Bel Air Mall [Member] | Bel Air Mall [Member] | Bel Air Mall [Member] | Bel Air Mall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | Vista Ridge Mall [Member] | Vista Ridge Mall [Member] | Washington Park Mall [Member] | Washington Park Mall [Member] | The Centre at Salisbury [Member] | The Centre at Salisbury [Member] | The Centre at Salisbury [Member] | The Mall at Turtle Creek [Member] | The Mall at Turtle Creek [Member] | Collin Creek [Member] | Collin Creek [Member] | Grand Traverse Mall [Member] | Grand Traverse Mall [Member] | Knollwood Mall [Member] | Knollwood Mall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | Pierre Bossier Mall [Member] | Pierre Bossier Mall [Member] | Pierre Bossier Anchor [Member] | Pierre Bossier Anchor [Member] | Southland Center [Member] | Southland Center [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | Animas Valley Mall [Member] | Animas Valley Mall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | Valley Hills [Member] | Valley Hills [Member] | Valley Hills [Member] | Valley Hills [Member] | Chula Vista Center [Member] | Chula Vista Center [Member] | Chula Vista Center [Member] | The Mall at Barnes Crossing [Member] | The Mall at Barnes Crossing [Member] | The Mall at Barnes Crossing [Member] | NewPark Mall [Member] | NewPark Mall [Member] | NewPark Mall [Member] | NewPark Mall [Member] | 2013 Term Loan [Member] | 2013 Term Loan [Member] | 2013 Revolver [Member] | 2013 Revolver [Member] | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | |||||||||||||||||||||||||||||||||||||||
West Valley Mall [Member] | West Valley Mall [Member] | NewPark Mall [Member] | NewPark Mall [Member] | 2013 Term Loan [Member] | 2013 Term Loan [Member] | 2013 Revolver [Member] | 2013 Revolver [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Description of Variable Rate Basis | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||||||||||
Fixed-rate debt | $1,242,803 | $1,031,016 | ' | ' | $0 | ' | $27,720 | $0 | [1],[2] | ' | $55,494 | [1],[2] | $46,849 | [3] | $47,970 | [3] | $111,819 | $0 | ' | ' | $40,800 | [1] | $41,375 | [1] | ' | ' | $69,238 | $71,270 | $10,599 | $10,872 | $115,000 | [1] | $115,000 | [1] | ' | $77,899 | $78,615 | $58,663 | $60,206 | $59,724 | $60,429 | $35,455 | $36,281 | $59,000 | [1],[2] | $0 | [1],[2] | ' | ' | $46,845 | $47,400 | $3,658 | $3,718 | $76,337 | $77,205 | $108,519 | [1] | $109,737 | [1] | ' | $50,272 | $50,911 | $68,357 | [1] | $69,241 | [1] | ' | ' | ' | ' | ' | $66,769 | [1] | $67,572 | [1] | ' | ' | $70,000 | [1],[2] | ' | $0 | [1],[2] | $67,000 | [1] | ' | $0 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Less: Market rate adjustments | -743 | -9,583 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||||||||||
Fixed-rate debt at fair value | 1,242,060 | 1,021,433 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||||||||||
Variable-rate debt | 345,512 | 433,113 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | [1] | 59,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 65,512 | [1],[4] | 66,113 | [1],[4] | ' | ' | 260,000 | [5] | 260,000 | [5] | 20,000 | [5] | 48,000 | [5] | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||
Total Mortgages, notes and loans payable | $1,587,572 | $1,454,546 | ' | ' | ' | ' | ' | ' | $54,618 | [6] | ' | ' | ' | ' | ' | $111,819 | [6] | $0 | [6] | ' | ' | $0 | $41,700 | ' | ' | ' | ' | ' | $115,000 | [7] | $0 | [7] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $59,000 | [8] | $47,100 | [8] | ' | ' | ' | ' | ' | ' | ' | $109,737 | $0 | ' | ' | ' | ' | $70,000 | [6] | $70,000 | $5,000 | $65,000 | $50,300 | [6] | ' | ' | $68,000 | $51,400 | ' | $70,000 | [6] | ' | ' | $67 | ' | ' | ' | $66,500 | [9] | $62,900 | [9] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | ' | ' | ' | 3.24% | 0.00% | 7.13% | ' | 0.00% | [1],[2] | ' | ' | 4.94% | [3] | ' | 5.30% | ' | ' | ' | 5.29% | [1] | ' | ' | ' | 6.87% | ' | 5.35% | ' | 5.79% | [1] | ' | ' | 6.54% | ' | 6.78% | ' | 5.02% | ' | 5.35% | ' | 3.24% | [1],[2] | ' | ' | ' | 4.94% | ' | 4.85% | ' | 5.09% | ' | 4.75% | [1] | ' | ' | 4.41% | ' | 4.17% | [1] | ' | ' | ' | ' | ' | ' | 4.47% | [1] | ' | ' | ' | 4.18% | [1],[2] | ' | ' | 4.29% | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||
Variable-rate debt, interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.41% | [1],[4] | ' | ' | ' | 2.90% | [5] | ' | 2.91% | [5] | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||||||||||||||||||
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 1.75% | 4.05% | 4.05% | 2.35% | 2.35% | 0.00% | 2.35% | |||||||||||||||||||||||||||||||||||||
[1] | See the significant property loan refinancings and acquisitions table below, under "bProperty-Level Debt" in this Note 5 for additional information regarding the debt related to each property. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[2] | (4) On July 1, 2014, the Company removed Chula Vista Center from the 2013 Senior Facility (as defined below) collateral pool and placed a new non-recourse mortgage loan on Chula Vista Center. Sikes Senter was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing and upon repayment Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[3] | (1) The loan matured on August 1, 2014 and was not repaid. As such the loan is in default. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[4] | (5) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[5] | (6) LIBOR (30 day) plus 275 basis points. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[6] | (4) On March 6, 2013, the loan associated with the Lakeland Mall was refinanced for $65.0 million. Subsequently, on March 21, 2013, the loan was increased by $5.0 million to $70.0 million in order to partially fund the acquisition of an anchor building previously owned by a third party | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[7] | (7) The loan is interest-only. In conjunction with the acquisition of the Centre at Salisbury, the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met for two consecutive years. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[8] | (6) The loan is interest-only for the first three years and amortizes on a 30 year schedule thereafter. The loan has a five year extension option subject to the fulfillment of certain conditions. During January 2014, the Company entered into a swap transaction and the loan now has a fixed interest rate of 3.24%. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[9] | (5) The loan provides for an additional subsequent funding of $5.0 million upon achieving certain conditions for a total funding of $71.5 million. |
MORTGAGES_NOTES_AND_LOANS_PAYA3
MORTGAGES, NOTES AND LOANS PAYABLE - Property Level Debt Narrative (Details) (USD $) | 9 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Feb. 28, 2014 | Sep. 30, 2014 | Jan. 31, 2014 | Feb. 28, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2013 | Mar. 21, 2013 | Mar. 20, 2013 | Mar. 06, 2013 | Feb. 28, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 31, 2013 | |||||||||
property | Property Level Debt [Member] | Property Level Debt [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Sikes Center [Member] | Sikes Center [Member] | Sikes Center [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | |||||||||||
property | Weighted Average [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Number of real estate properties | ' | ' | 20 | 36 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Long-term Debt | $1,587,572,000 | ' | $1,454,546,000 | $1,300,000,000 | ' | ' | ' | ' | ' | ' | $54,618,000 | [1] | ' | $70,000,000 | [1] | $70,000,000 | $5,000,000 | $65,000,000 | $50,300,000 | [1] | ' | $59,000,000 | [2] | $47,100,000 | [2] | |||
Market rate adjustments | ' | ' | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Weighted average interest rate | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Term | ' | ' | ' | ' | '4 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 years | ' | ' | ||||||||
Repayment of long term debt | $97,319,000 | $330,429,000 | ' | ' | ' | $27,600,000 | ' | ' | $54,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | ' | ' | ' | ' | ' | ' | 0.00% | 7.13% | ' | 0.00% | [3],[4] | ' | 4.17% | [3] | ' | ' | ' | ' | ' | 3.24% | [3],[4] | ' | ' | |||||
[1] | (4) On March 6, 2013, the loan associated with the Lakeland Mall was refinanced for $65.0 million. Subsequently, on March 21, 2013, the loan was increased by $5.0 million to $70.0 million in order to partially fund the acquisition of an anchor building previously owned by a third party | |||||||||||||||||||||||||||
[2] | (6) The loan is interest-only for the first three years and amortizes on a 30 year schedule thereafter. The loan has a five year extension option subject to the fulfillment of certain conditions. During January 2014, the Company entered into a swap transaction and the loan now has a fixed interest rate of 3.24%. | |||||||||||||||||||||||||||
[3] | See the significant property loan refinancings and acquisitions table below, under "bProperty-Level Debt" in this Note 5 for additional information regarding the debt related to each property. | |||||||||||||||||||||||||||
[4] | (4) On July 1, 2014, the Company removed Chula Vista Center from the 2013 Senior Facility (as defined below) collateral pool and placed a new non-recourse mortgage loan on Chula Vista Center. Sikes Senter was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing and upon repayment Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. |
MORTGAGES_NOTES_AND_LOANS_PAYA4
MORTGAGES, NOTES AND LOANS PAYABLE - Schedule of Property Refinancing (Details) (USD $) | 9 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jul. 31, 2013 | Aug. 29, 2014 | Jul. 30, 2013 | Mar. 31, 2013 | Jul. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2013 | Feb. 28, 2013 | Mar. 31, 2013 | Mar. 21, 2013 | Mar. 20, 2013 | Mar. 06, 2013 | Feb. 28, 2013 | 31-May-13 | Apr. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | 31-May-13 | Jul. 31, 2013 | Sep. 30, 2013 | Jul. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Aug. 31, 2013 | Dec. 31, 2013 | Nov. 30, 2013 | Dec. 31, 2013 | Nov. 30, 2013 | Sep. 30, 2014 | ||||||||||||||||||
The Mall at Barnes Crossing [Member] | The Mall at Barnes Crossing [Member] | The Mall at Barnes Crossing [Member] | Chula Vista Center [Member] | Chula Vista Center [Member] | Sikes Center [Member] | Bel Air Mall [Member] | Bel Air Mall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | LakelandMall [Member] | NewPark Mall [Member] | NewPark Mall [Member] | Valley Hills [Member] | Valley Hills [Member] | Valley Hills [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | GreenvilleMall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | West Valley Mall [Member] | ChesterfieldTowneCenter [Member] | ChesterfieldTowneCenter [Member] | The Centre at Salisbury [Member] | The Centre at Salisbury [Member] | Maximum [Member] | |||||||||||||||||||||
The Centre at Salisbury [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Long-term Debt | $1,587,572,000 | ' | $1,454,546,000 | ' | $67,000 | ' | ' | $70,000,000 | [1] | $54,618,000 | [1] | $111,819,000 | [1] | $0 | [1] | $70,000,000 | [1] | $70,000,000 | $5,000,000 | $65,000,000 | $50,300,000 | [1] | $66,500,000 | [2] | $62,900,000 | [2] | ' | $68,000,000 | $51,400,000 | ' | $0 | $41,700,000 | $59,000,000 | [3] | ' | $47,100,000 | [3] | $109,737,000 | $0 | $115,000,000 | [4] | $0 | [4] | $3,500,000 | [4] | ||||
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | ' | 4.29% | ' | 4.18% | [1] | 5.20% | [1] | 5.30% | [1] | 0.00% | [1] | 4.17% | [1] | ' | ' | ' | 5.12% | [1] | ' | 7.45% | [2] | ' | 4.47% | 4.73% | ' | 0.00% | 5.29% | ' | 3.24% | 3.43% | [3] | 4.75% | 0.00% | 5.79% | [4] | 0.00% | [4] | ' | |||||||
Proceeds from Issuance of Long-term Debt | 137,000,000 | 256,500,000 | ' | 0 | ' | ' | 15,000,000 | [1],[5] | ' | ' | 0 | [1],[5] | ' | 13,400,000 | [1],[5] | ' | ' | ' | ' | 1,100,000 | [2],[5] | ' | 15,000,000 | [5] | ' | ' | 0 | [5] | ' | ' | 11,400,000 | [3],[5] | ' | ' | 0 | [5] | ' | 0 | [4],[5] | ' | ' | ||||||||
Debt Instrument, Subsequent Funding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Debt Instrument, Funding Including Subsequent Funding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $71,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Debt Instrument, Interest Rate Term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 years | ' | ' | ' | ' | ' | ' | |||||||||||||||||
Extension option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | |||||||||||||||||
[1] | (4) On March 6, 2013, the loan associated with the Lakeland Mall was refinanced for $65.0 million. Subsequently, on March 21, 2013, the loan was increased by $5.0 million to $70.0 million in order to partially fund the acquisition of an anchor building previously owned by a third party | ||||||||||||||||||||||||||||||||||||||||||||||||
[2] | (5) The loan provides for an additional subsequent funding of $5.0 million upon achieving certain conditions for a total funding of $71.5 million. | ||||||||||||||||||||||||||||||||||||||||||||||||
[3] | (6) The loan is interest-only for the first three years and amortizes on a 30 year schedule thereafter. The loan has a five year extension option subject to the fulfillment of certain conditions. During January 2014, the Company entered into a swap transaction and the loan now has a fixed interest rate of 3.24%. | ||||||||||||||||||||||||||||||||||||||||||||||||
[4] | (7) The loan is interest-only. In conjunction with the acquisition of the Centre at Salisbury, the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met for two consecutive years. | ||||||||||||||||||||||||||||||||||||||||||||||||
[5] | (1) Net proceeds are net of closing costs. |
MORTGAGES_NOTES_AND_LOANS_PAYA5
MORTGAGES, NOTES AND LOANS PAYABLE - Corporate Facility, 2013 Senior Facility Narrative (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Nov. 22, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Current borrowing capacity | $510,000,000 | ' | ' | ' |
Extinguishment of debt | 70,900,000 | ' | ' | ' |
Maximum increase in borrowing capacity | ' | ' | ' | 250,000,000 |
Line of credit, maximum credit | ' | ' | ' | 760,000,000 |
Liabilities Subject to Compromise, Environmental Contingencies | ' | 5,200,000 | 5,200,000 | 0 |
Fees, Letter of Credit | ' | 30,000 | 90,000 | ' |
Secured Debt [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Pledged assets | ' | 2,100,000,000 | 2,100,000,000 | ' |
Weighted average interest rate | ' | 4.70% | 4.70% | 4.60% |
Revolving Credit Facility [Member] | 2013 Revolver [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Current borrowing capacity | 250,000,000 | 285,000,000 | 285,000,000 | ' |
Term | ' | ' | ' | '4 years |
Extension option | ' | ' | ' | '1 year |
Line of Credit Facility Unused Capacity Commitment Fee Percentage for Unused Credit Facility Greater than or Equal to Fifty Percent | ' | ' | 0.20% | ' |
Commitment Fee Percentage, If Less Than 50 Percent | ' | ' | 0.30% | ' |
Commitment Fee Amount | ' | 200,000 | 600,000 | ' |
Secured Debt [Member] | 2013 Term Loan [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Current borrowing capacity | $260,000,000 | ' | ' | ' |
Term | ' | ' | ' | '5 years |
Revolving Credit Facility [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Debt Instrument Default Interest Rate | 3.00% | ' | ' | ' |
Weighted Average [Member] | Secured Debt [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Term | ' | ' | '4 years 5 months | ' |
MORTGAGES_NOTES_AND_LOANS_PAYA6
MORTGAGES, NOTES AND LOANS PAYABLE - Corporate Facility, 2012 Senior Facility Narrative (Details) (USD $) | 12 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 |
Senior Secured Term Loan [Member] | Renegotiated Senior Secured Facility [Member] | Line of Credit [Member] | 2012 Revolver [Member] | 2012 Revolver [Member] | Brookfield Asset Management Inc [Member] | |
Subordinated Unsecured Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' |
Debt Instrument, Description of Variable Rate Basis | 'LIBOR | 'LIBOR | ' | ' | ' | 'LIBOR |
Basis spread on variable rate | 5.00% | 4.50% | ' | ' | ' | 8.50% |
Debt Instrument Default Interest Rate | ' | ' | ' | ' | ' | 2.00% |
Variable Rate Basis Floor | 1.00% | 0.00% | ' | ' | ' | 1.00% |
Line of Credit Facility Unused Capacity Commitment Fee Percentage for Unused Credit Facility Greater than or Equal to Fifty Percent | ' | ' | 0.30% | ' | ' | ' |
Fee Percentage for Unused Credit Facility Less than Fifty Percent | ' | ' | 0.25% | ' | ' | ' |
Commitment Fee Amount | ' | ' | ' | $0.10 | $0.30 | $0.30 |
ACCOUNTS_PAYABLE_AND_ACCRUED_E2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Accounts Payable and Accrued Liabilities, Current [Abstract] | ' | ' | ' |
Below-market tenant leases, net (Note 2) | $46,779 | $40,247 | ' |
Construction payable | 19,229 | 21,821 | ' |
Accounts payable and accrued expenses | 9,797 | 10,310 | ' |
Accrued dividend | 9,885 | 6,454 | 6,453 |
Accrued interest | 7,076 | 4,213 | ' |
Accrued real estate taxes | 12,098 | 5,640 | ' |
Deferred income | 6,033 | 6,539 | ' |
Accrued payroll and other employee liabilities | 5,787 | 7,942 | ' |
Tenant and other deposits | 1,297 | 1,249 | ' |
Asset retirement obligation liability | 4,485 | 4,745 | ' |
Derivative Liability | 230 | 0 | ' |
Other | 599 | 523 | ' |
Total accounts payable and accrued expenses, net | $123,295 | $109,683 | ' |
DERIVATIVES_Details
DERIVATIVES (Details) (USD $) | Sep. 30, 2014 | Jan. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Interest Rate Cap [Member] | Interest Rate Cap [Member] | Interest Rate Cap [Member] | Interest Rate Cap [Member] | Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | |||
Interest Rate Swap [Member] | Interest Expense | Interest Expense | Interest Expense | Cash Flow Hedging [Member] | Cash Flow Hedging [Member] | Interest Rate Cap [Member] | Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | |||||||
Interest Rate Swap [Member] | Interest Rate Swap [Member] | Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets | Interest Rate Cap [Member] | |||||||||||
Accounts Payable and Accrued Liabilities [Member] | Accounts Payable and Accrued Liabilities [Member] | ||||||||||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | $700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, Fixed Interest Rate | ' | 1.49% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Instruments | ' | ' | 0 | ' | 0 | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, Gain on Derivative | ' | ' | -1,208 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, Loss on Derivative | ' | ' | ' | 4,749 | 40,815 | 7,387 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 59,000,000 | ' | 65,512,000 | ' | ' |
Strike Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | ' | 4.50% | ' | ' |
Derivative Asset, Fair Value, Gross Asset | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45,000 | 4,000 |
Derivative Liability, Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -230,000 | 0 | ' | ' | ' |
Gain (Loss) Recognized in OCI/L (Effective Portion) | ' | ' | ' | ' | ' | ' | ' | 224,000 | -756,000 | 0 | ' | ' | ' | ' | ' |
Loss Recognized in Earnings (Effective Portion) | ' | ' | ' | ' | ' | ' | ' | 200,000 | 526,000 | 0 | ' | ' | ' | ' | ' |
Gain Recognized in Earnings (Ineffective Portion) | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $0 | ' | ' | ' | ' | ' |
DERIVATIVES_Additional_Details
DERIVATIVES - Additional (Details) (USD $) | Sep. 30, 2014 | Jan. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 |
LIBOR | Interest Rate Cap [Member] | Interest Rate Cap [Member] | |||
Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | ||||
Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | ' | ' | ' | ' | ' |
Derivative Asset | ' | ' | ' | $45,000 | $4,000 |
Basis spread on variable rate | ' | ' | 1.75% | ' | ' |
Derivative, Fixed Interest Rate | ' | 1.49% | ' | ' | ' |
Amount needed to settle its obligations under the agreement at its termination value | $300,000 | ' | ' | ' | ' |
DISPOSITIONS_DISCONTINUED_OPER2
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2013 | |
The Boulevard Mall [Member] | The Boulevard Mall [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' |
Asset Retirement Obligation, Liabilities Settled | ' | ' | ' | ' | ($400,000) | ' |
Total revenues | ' | ' | ' | ' | ' | 4,812,000 |
Operating expenses including depreciation and amortization | ' | ' | ' | ' | ' | 3,082,000 |
Provision for impairment | ' | ' | ' | ' | ' | 21,661,000 |
Total expenses | ' | ' | ' | ' | ' | 24,743,000 |
Operating loss | ' | ' | ' | ' | ' | -19,931,000 |
Interest expense | ' | ' | ' | ' | ' | -3,227,000 |
Net loss from discontinued operations | 0 | 0 | 0 | -23,158,000 | ' | -23,158,000 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $0 | $0 | $0 | ($9,163,000) | ' | ($9,163,000) |
Net loss from discontinued operations per share- Basic and Diluted (in usd per share) | ' | ' | ' | ' | ' | ($0.19) |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Required minimum percentage distribution of ordinary taxable income to stockholders to qualify as a REIT | ' | ' | 90.00% | ' |
Period of disqualification of REIT status | ' | ' | '4 years | ' |
Amount incurred in taxes with the TRS subsidiary | $0.02 | $0.02 | $0.05 | $0.06 |
COMMON_STOCK_Details
COMMON STOCK (Details) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Feb. 28, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Jul. 01, 2014 | Jul. 01, 2014 | Feb. 06, 2013 | Mar. 26, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Feb. 06, 2013 |
Dividend Reinvestment Plan [Member] | Employee Stock [Member] | Employee Stock [Member] | Common stock | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class B [Member] | ||||||||
Common stock | Common stock | Brookfield | ||||||||||||||||
Common Stock disclosures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.01 | $0.01 | ' | ' | ' | ' |
Shares converted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 359,056 | ' | ' | ' | ' | ' | ' | 359,056 |
Issuance of common stock related to the rights offering (in shares) | ' | ' | 8,050,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,050,000 | ' | ' | ' |
Share Price | ' | ' | $19.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Common Stock | ' | ' | $150,700 | ' | ' | $156,976 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of treasury stock (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,559 | ' | ' | ' | 10,559 | ' | ' |
Treasury shares sold (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $17.91 | ' | ' | ' | ' | ' | ' |
Related Party Beneficial Ownership Percentage Held in Reporting Entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.60% | ' |
Common stock dividend declared (in dollars per share) | $0.17 | $0.17 | ' | $0.17 | $0.13 | $0.51 | $0.39 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares, Issued | ' | ' | ' | ' | ' | ' | ' | 2,403 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
STOCK_BASED_COMPENSATION_PLANS2
STOCK BASED COMPENSATION PLANS (Details) (USD $) | 9 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted Average Exercise Price | ' | ' | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $8.30 | ' | |
Stock options [Member] | ' | ' | |
Stock Based Compensation Plans | ' | ' | |
Vesting period | '5 years | ' | |
Shares | ' | ' | |
Stock options outstanding at beginning of the year (in shares) | 2,579,171 | 1,945,643 | |
Granted (in shares) | 778,498 | 695,900 | |
Exercised (in shares) | -1,680 | -4,080 | |
Forfeited (in shares) | -42,120 | -51,492 | |
Expired (in shares) | 0 | 0 | |
Stock options outstanding at the end of the year (in shares) | 3,313,869 | [1] | 2,585,971 |
Weighted Average Exercise Price | ' | ' | |
Stock options outstanding, beginning period (in dollars per share) | $15.14 | $14.64 | |
Granted (in dollars per share) | $18.36 | $16.48 | |
Exercised (in dollars per share) | $16 | $14.72 | |
Forfeited (in dollars per share) | $15.34 | $14.43 | |
Expired (in dollars per share) | $0 | $0 | |
Stock options outstanding, ending period (in dollars per share) | $15.90 | $15.14 | |
Stock options becoming fully vested and exercisable (in shares) | 818,837 | ' | |
Intrinsic value of options vested | $1 | ' | |
Weighted Average Exercise Price (in dollars per share) | $14.97 | ' | |
Weighted average contractual term | '7 years 8 months 20 days | ' | |
[1] | (1) As of SeptemberB 30, 2014, 818,837 stock options became fully vested and are currently exercisable. As of SeptemberB 30, 2014, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $14.97 and a weighted average remaining contractual term of 7.72 years. |
STOCK_OPTIONS_OUTSTANDING_Deta
STOCK OPTIONS OUTSTANDING (Details 2) (Employee Stock Option [Member], USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 3,313,869 | [1] | 2,585,971 | 3,313,869 | [1] | 2,585,971 | 2,579,171 | 1,945,643 |
Weighted Average Remaining Contractual Term (in years) | ' | ' | '8 years 2 months 12 days | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $15.90 | $15.14 | $15.90 | $15.14 | $15.14 | $14.64 | ||
Stock options becoming fully vested and exercisable (in shares) | 818,837 | ' | 818,837 | ' | ' | ' | ||
Intrinsic value of options vested | ' | ' | $1 | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $14.97 | ' | $14.97 | ' | ' | ' | ||
Weighted average contractual term | ' | ' | '7 years 8 months 20 days | ' | ' | ' | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | $0.50 | $0.30 | $1.30 | $1 | ' | ' | ||
March 2012 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 1,500,514 | ' | 1,500,514 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '7 years 6 months | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $14.72 | ' | $14.72 | ' | ' | ' | ||
May 2012 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 21,900 | ' | 21,900 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '7 years 8 months 1 day | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $13.71 | ' | $13.71 | ' | ' | ' | ||
August 2012 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 36,400 | ' | 36,400 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '7 years 11 months 1 day | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $13.75 | ' | $13.75 | ' | ' | ' | ||
October 2012 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 297,257 | ' | 297,257 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '8 years 1 month | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $14.47 | ' | $14.47 | ' | ' | ' | ||
February 2013 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 679,300 | ' | 679,300 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '8 years 5 months 1 day | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $16.48 | ' | $16.48 | ' | ' | ' | ||
February 2014 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 750,300 | ' | 750,300 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '9 years 5 months | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $18.40 | ' | $18.40 | ' | ' | ' | ||
July 2014 [Member] | ' | ' | ' | ' | ' | ' | ||
Stock options outstanding | ' | ' | ' | ' | ' | ' | ||
Shares | 28,198 | ' | 28,198 | ' | ' | ' | ||
Weighted Average Remaining Contractual Term (in years) | ' | ' | '9 years 10 months | ' | ' | ' | ||
Weighted Average Exercise Price (in dollars per share) | $17.20 | ' | $17.20 | ' | ' | ' | ||
[1] | (1) As of SeptemberB 30, 2014, 818,837 stock options became fully vested and are currently exercisable. As of SeptemberB 30, 2014, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $14.97 and a weighted average remaining contractual term of 7.72 years. |
STOCK_BASED_COMPENSATION_PLANS3
STOCK BASED COMPENSATION PLANS STOCK OPTIONS OUTSTANDING (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2013 |
Assumptions used in estimating values of options granted | ' | ' | ' | ' | ' |
Unrecognized compensation cost (in dollars) | $8.30 | ' | $8.30 | ' | ' |
Compensation expense expected to be recognized in 2013 | 1 | ' | 1 | ' | ' |
Compensation expense expected to be recognized in 2014 | 3.1 | ' | 3.1 | ' | ' |
Compensation expense expected to be recognized in 2015 | 2.4 | ' | 2.4 | ' | ' |
Compensation expense expected to be recognized in 2016 | 1.1 | ' | 1.1 | ' | ' |
Compensation expense expected to be recognized in 2017 | 0.6 | ' | 0.6 | ' | ' |
Compensation expense expected to be recognized in 2018 | 0.1 | ' | 0.1 | ' | ' |
Restricted Stock [Member] | ' | ' | ' | ' | ' |
Stock Based Compensation Plans | ' | ' | ' | ' | ' |
Forfeited restricted shares to Treasury | ' | ' | ' | 4,160 | ' |
Shares | ' | ' | ' | ' | ' |
Nonvested restricted stock grants outstanding as of beginning of period (in shares) | ' | ' | 278,617 | 263,669 | 286,132 |
Granted (in shares) | ' | ' | 42,489 | 36,573 | ' |
Forfeited (in shares) | ' | ' | 0 | -4,160 | ' |
Cancelled (in shares) | ' | ' | 0 | 0 | ' |
Vested (in shares) | ' | ' | -108,097 | -9,950 | ' |
Nonvested restricted stock grants outstanding as of end of period (in shares) | 213,009 | ' | 213,009 | ' | 286,132 |
Weighted average grant date fair value | ' | ' | ' | ' | ' |
Nonvested restricted stock grants outstanding as of beginning of period (in dollars per share) | ' | ' | $14.85 | $14.69 | $14.85 |
Granted (in dollars per share) | ' | ' | $18.40 | $16.48 | ' |
Forfeited (in dollars per share) | ' | ' | $0 | $14.72 | ' |
Cancelled (in dollars per share) | ' | ' | $0 | $0 | ' |
Vested (in dollars per share) | ' | ' | $15.05 | $15.77 | ' |
Nonvested restricted stock grants outstanding as of end of period (in dollars per share) | $15.45 | ' | $15.45 | ' | $14.85 |
Additional disclosures | ' | ' | ' | ' | ' |
Weighted average remaining contractual term | ' | ' | ' | '0 years 11 months 11 days | ' |
Recognition of share-based compensation expense | $0.50 | $0.40 | $1.40 | $1.20 | ' |
Restricted Stock [Member] | Minimum [Member] | ' | ' | ' | ' | ' |
Stock Based Compensation Plans | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '3 years | ' | ' |
Restricted Stock [Member] | Maximum [Member] | ' | ' | ' | ' | ' |
Stock Based Compensation Plans | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '4 years | ' | ' |
Stock options [Member] | ' | ' | ' | ' | ' |
Stock Based Compensation Plans | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '5 years | ' | ' |
NONCONTROLLING_INTEREST_Detail
NON-CONTROLLING INTEREST (Details) (USD $) | Aug. 29, 2014 | Sep. 30, 2014 | Jun. 29, 2012 |
Holdings | Holdings | ||
Preferred Shares | Preferred Shares | ||
Non-controlling interest | ' | ' | ' |
Number of preferred shares issued (in shares) | ' | ' | 111 |
Par value of shares (in dollars per share) | ' | ' | $1,000 |
Cumulative preferential annual cash dividend (as a percent) | ' | 12.50% | ' |
Redemption price (in dollars per share) | ' | $1,000 | ' |
Liquidation preference (in dollars per share) | ' | $1,000 | ' |
Noncontrolling Interest, Ownership Percentage by Parent | 51.00% | ' | ' |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jan. 12, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Oct. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 12, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Aug. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 |
GGP [Member] | GGP [Member] | GGP [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Asset Management Inc [Member] | Brookfield Corporate Operations LLC [Member] | Brookfield Corporate Operations LLC [Member] | Brookfield Corporate Operations LLC [Member] | Brookfield Corporate Operations LLC [Member] | Brookfield Corporate Operations LLC [Member] | U.S. Holdings [Member] | U.S. Holdings [Member] | U.S. Holdings [Member] | U.S. Holdings [Member] | U.S. Holdings [Member] | U.S. Holdings [Member] | Buildings and Equipment [Member] | Buildings and Equipment [Member] | ||
Transition services agreement [Member] | Transition services agreement [Member] | Transition services agreement [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office leases [Member] | Office Lease Agreement Two [Member] | Office Lease Agreement Two [Member] | Credit agreement [Member] | Credit agreement [Member] | Credit agreement [Member] | Brookfield Corporate Operations LLC [Member] | Brookfield Corporate Operations LLC [Member] | |||||||||||||
Building [Member] | Building [Member] | Building [Member] | Building [Member] | Building [Member] | Building [Member] | Build out of office space [Member] | Build out of office space [Member] | Building [Member] | Building [Member] | Revolving subordinated credit facility [Member] | Revolving subordinated credit facility [Member] | Revolving subordinated credit facility [Member] | ||||||||||||||||||
Related party transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum period for which services will be provided by related party to the reporting entity following the spin-off | ' | ' | '18 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost associated with agreement entered with the related party | ' | $0 | ' | $100,000 | ' | $300,000 | $300,000 | $800,000 | $800,000 | ' | $1,700,000 | ' | ' | ' | ' | ' | ' | $500,000 | $300,000 | $1,400,000 | $900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount payable to related party | ' | ' | ' | ' | ' | 0 | ' | 0 | ' | 0 | ' | 0 | 0 | ' | ' | ' | ' | 200,000 | ' | 200,000 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Term of lease agreement assumed upon spin off | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent free period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity under revolving subordinated credit facility with a wholly-owned subsidiary of Brookfield | 760,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Upfront fee related to credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Semi annual revolving credit fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction Business Infrastructure Costs Incurred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 200,000 | 300,000 | 2,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction Business Infrastructure Total Costs Incurred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,300,000 | 8,000,000 |
Due to Affiliate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 100,000 |
Monthly information technology services fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | 600,000 | 2,300,000 | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Monthly information technology services fee payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | 800,000 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'LIBOR | ' | ' | ' | ' | ' |
Interest receivable (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.05% | ' | ' |
Note receivable funds notice period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 days | ' | ' | ' | ' | ' |
Interest income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 200,000 | 300,000 | 500,000 | ' | ' | ' | ' |
Due from affiliate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | $0 | ' | $0 | ' | ' | ' |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||||||
Feb. 28, 2014 | Jul. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Oct. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | Oct. 17, 2014 | Oct. 16, 2014 | |
Subsequent Event [Member] | Knollwood Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | Bay Shore Mall [Member] | ||||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||||||
sqft | ||||||||||||||
SUBSEQUENT EVENTS | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Percentage Bearing Fixed Interest, Amount | ' | ' | $1,242,803,000 | ' | $1,242,803,000 | ' | $1,031,016,000 | ' | ' | $0 | ' | $27,720,000 | ' | $46,500,000 |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 7.13% | ' | ' | 3.96% |
Debt Instrument, Interest Rate Term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' |
Common stock dividend declared (in dollars per share) | $0.17 | $0.17 | $0.17 | $0.13 | $0.51 | $0.39 | ' | $0.17 | ' | ' | ' | ' | ' | ' |
Area of Real Estate Property Sold | ' | ' | ' | ' | ' | ' | ' | ' | 457,000 | ' | ' | ' | ' | ' |
Proceeds from Sale of Real Estate | ' | ' | ' | ' | ' | ' | ' | ' | $106,700,000 | ' | ' | ' | ' | ' |