DOCUMENT_AND_ENTITY_INFORMATIO
DOCUMENT AND ENTITY INFORMATION (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 27, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | Rouse Properties, Inc. | ||
Entity Central Index Key | 1528558 | ||
Current Fiscal Year End Date | -19 | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding (shares) | 57,789,061 | ||
Entity Public Float | $691,886,982 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Investment in real estate: | ||
Land | $371,363,000 | $353,061,000 |
Buildings and equipment | 1,820,072,000 | 1,595,070,000 |
Less accumulated depreciation | -189,838,000 | -142,432,000 |
Net investment in real estate | 2,001,597,000 | 1,805,699,000 |
Cash and cash equivalents | 14,308,000 | 14,224,000 |
Restricted cash | 48,055,000 | 46,836,000 |
Accounts receivable, net | 35,492,000 | 30,444,000 |
Deferred expenses, net | 52,611,000 | 46,055,000 |
Prepaid expenses and other assets, net | 62,690,000 | 76,252,000 |
Real Estate Assets Held for Development and Sale | 55,647,000 | 0 |
Total assets | 2,270,400,000 | 2,019,510,000 |
Liabilities: | ||
Mortgages, notes and loans payable | 1,584,499,000 | 1,454,546,000 |
Accounts payable and accrued expenses, net | 113,976,000 | 109,683,000 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 38,590,000 | 0 |
Total liabilities | 1,737,065,000 | 1,564,229,000 |
Commitments and contingencies | 0 | 0 |
Equity: | ||
Preferred stock: $0.01 par value; 50,000,000 shares authorized, 0 issued and outstanding at December 31, 2014 and 2013 | 0 | 0 |
Common Stock, Value, Issued | 578,000 | 497,000 |
Common Stock, Class B, Value Issued | 0 | |
Additional paid-in capital | 679,275,000 | 565,798,000 |
Accumulated deficit | -162,881,000 | -111,125,000 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -482,000 | 0 |
Total stockholders' equity | 516,490,000 | 455,170,000 |
Non-controlling interest | 16,845,000 | 111,000 |
Total equity | 533,335,000 | 455,281,000 |
Total liabilities and equity | 2,270,400,000 | 2,019,510,000 |
Common Class B [Member] | ||
Equity: | ||
Common Stock, Class B, Value Issued | $0 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 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) | 57,748,141 | 49,652,596 |
Common stock, shares outstanding (in shares) | 57,743,981 | 49,648,436 |
Common Class B [Member] | ||
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, shares issued (in shares) | 0 | 0 |
Common stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED_AND_COMBINED_STAT
CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Minimum rents | $200,354 | $165,097 | $148,695 |
Tenant recoveries | 77,580 | 66,061 | 64,638 |
Overage rents | 6,470 | 5,943 | 5,912 |
Other | 7,723 | 6,441 | 5,054 |
Total revenues | 292,127 | 243,542 | 224,299 |
Expenses: | |||
Property operating costs | 70,269 | 60,288 | 57,482 |
Real estate taxes | 26,571 | 22,089 | 22,827 |
Property maintenance costs | 11,331 | 11,446 | 13,242 |
Marketing | 3,257 | 3,734 | 3,602 |
Provision for doubtful accounts | 1,228 | 887 | 1,855 |
General and administrative | 26,329 | 21,971 | 20,652 |
Provision for impairment | 15,965 | 15,159 | 0 |
Depreciation and amortization | 100,302 | 66,497 | 67,709 |
Other | 5,437 | 4,223 | 9,905 |
Total expenses | 260,689 | 206,294 | 197,274 |
Operating income | 31,438 | 37,248 | 27,025 |
Interest income | 323 | 548 | 755 |
Interest expense | -82,909 | -82,534 | -90,103 |
Loss before income taxes and discontinued operations | -51,148 | -44,738 | -62,323 |
Provision for income taxes | -537 | -844 | -445 |
Loss from continuing operations | -51,685 | -45,582 | -62,768 |
Discontinued operations: | |||
Loss from discontinued operations | 0 | -23,158 | -5,891 |
Gain on extinguishment of debt | 0 | 13,995 | 0 |
Discontinued operations, net | 0 | -9,163 | -5,891 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | -51,685 | -54,745 | -68,659 |
Net (Income) Loss Attributable to Noncontrolling Interest | -71 | 0 | 0 |
Net income (loss) attributable to parent | -51,756 | -54,745 | -68,659 |
Net loss | -51,685 | -54,745 | -68,659 |
Loss from continuing operations per share- Basic and Diluted (in dollars per share) | ($0.90) | ($0.92) | ($1.36) |
Net loss per share - Basic and diluted (in dollars per share) | ($0.90) | ($1.11) | ($1.49) |
Common stock dividend declared (in dollars per share) | $0.68 | $0.52 | $0.21 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -482 | 0 | 0 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | ($52,167) | ($54,745) | ($68,659) |
CONSOLIDATED_AND_COMBINED_STAT1
CONSOLIDATED AND COMBINED STATEMENTS OF EQUITY (USD $) | Total | Accumulated Other Comprehensive Income (Loss) [Member] | Additional Paid-In Capital | GGP Equity | Accumulated Deficit | Non-controlling Interest | Common Class A [Member] | Common Class A [Member] | Common Class B [Member] | Common Class B [Member] |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Common Stock [Member] | Common Stock [Member] | |||
USD ($) | USD ($) | |||||||||
Balance at Dec. 31, 2011 | $426,328,000 | $0 | $0 | $426,328,000 | $0 | $0 | $0 | $0 | ||
Balance (in shares) at Dec. 31, 2011 | 0 | 0 | ||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net loss | -68,659,000 | -12,279,000 | -56,380,000 | |||||||
Distributions to GGP prior to spin-off | -8,394,000 | -8,394,000 | ||||||||
Contributions from non-controlling interest | 111,000 | 111,000 | ||||||||
Issuance of 35,547,049 shares of common stock and 359,056 shares of Class B common stock related to the spin-off and transfer of GGP equity on the spin-off date (shares) | 35,547,049 | 359,056 | ||||||||
Stockholders' Equity Note, Spinoff Transaction | 0 | 405,295,000 | -405,655,000 | 356,000 | 4,000 | |||||
Issuance of 13,333,333 shares of common stock related to the rights offering (shares) | 13,333,333 | |||||||||
Issuance of 13,333,333 shares of common stock related to the rights offering | 200,000,000 | 199,867,000 | 133,000 | |||||||
Proceeds received from equity offering | 200,000,000 | |||||||||
Offering costs | -8,392,000 | -8,392,000 | ||||||||
Dividends to common shareholders (2012: $0.21 per share, 2013: $0.52 per share) | -10,422,000 | -10,422,000 | ||||||||
Treasury stock (shares) | -10,559 | |||||||||
Treasury Stock | -170,000 | -170,000 | ||||||||
Issuance and amortization of stock compensation (in shares) | 365,705 | |||||||||
Issuance and amortization of stock compensation | 2,494,000 | 2,490,000 | 4,000 | |||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 0 | |||||||||
Balance at Dec. 31, 2012 | 532,896,000 | 0 | 588,668,000 | 0 | -56,380,000 | 111,000 | 493,000 | 4,000 | ||
Balance (in shares) at Dec. 31, 2012 | 49,235,528 | 359,056 | ||||||||
Accumulated deficit | -111,125,000 | |||||||||
Common Stock, Value, Issued | 497,000 | |||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net loss | -54,745,000 | -54,745,000 | ||||||||
Issuance of 35,547,049 shares of common stock and 359,056 shares of Class B common stock related to the spin-off and transfer of GGP equity on the spin-off date (shares) | 35,547,049 | 359,056 | ||||||||
Issuance of 13,333,333 shares of common stock related to the rights offering (shares) | 13,333,333 | |||||||||
Proceeds received from equity offering | 0 | |||||||||
Offering costs | -417,000 | -417,000 | ||||||||
Dividends to common shareholders (2012: $0.21 per share, 2013: $0.52 per share) | -25,820,000 | -25,820,000 | ||||||||
Issuance and amortization of stock compensation (in shares) | 36,573 | |||||||||
Issuance and amortization of stock compensation | 3,019,000 | 3,019,000 | ||||||||
Conversion of Class B share to common shares (shares) | -359,056 | -359,056 | ||||||||
Conversion of Class B share to common shares | 0 | -4,000 | -4,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 10,880 | |||||||||
Stock Issued During Period, Value, Stock Options Exercised | 161,000 | 161,000 | ||||||||
Stock Issued During Period, Shares, Share-based Compensation, Forfeited | 0 | |||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Forfeited | 4,160 | |||||||||
Sale of treasury stock (in shares) | 10,559 | 10,559 | ||||||||
Stock Issued During Period, Value, Treasury Stock Reissued | 187,000 | 187,000 | ||||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 0 | |||||||||
Non-controlling interest | 111,000 | |||||||||
Balance at Dec. 31, 2013 | 455,281,000 | 0 | 565,798,000 | 0 | -111,125,000 | 111,000 | 497,000 | 0 | ||
Balance (in shares) at Dec. 31, 2013 | 49,652,596 | 49,648,436 | 0 | 0 | ||||||
Accumulated deficit | -162,881,000 | |||||||||
Common Stock, Value, Issued | 578,000 | |||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||
Net loss | -51,685,000 | -51,756,000 | ||||||||
Noncontrolling Interest in Net Income (Loss) Joint Venture Partners, Nonredeemable | 71,000 | |||||||||
Comprehensive loss | -482,000 | -482,000 | ||||||||
Issuance of 13,333,333 shares of common stock related to the rights offering (shares) | 8,050,000 | |||||||||
Issuance of 13,333,333 shares of common stock related to the rights offering | 150,697,000 | 81,000 | ||||||||
Proceeds received from equity offering | 156,974,000 | 150,616,000 | ||||||||
Offering costs | 467,000 | 467,000 | ||||||||
Dividends to common shareholders (2012: $0.21 per share, 2013: $0.52 per share) | -40,399,000 | -40,399,000 | ||||||||
Issuance and amortization of stock compensation (in shares) | 42,489 | |||||||||
Issuance and amortization of stock compensation | 3,699,000 | 3,699,000 | ||||||||
Conversion of Class B share to common shares (shares) | 0 | 0 | ||||||||
Conversion of Class B share to common shares | 0 | 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 1,680 | |||||||||
Stock Issued During Period, Value, Stock Options Exercised | 28,000 | 28,000 | ||||||||
Noncontrolling Interest, Increase from Business Combination | 16,663,000 | 16,663,000 | ||||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 1,376 | |||||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | -482,000 | |||||||||
Non-controlling interest | 16,845,000 | |||||||||
Balance at Dec. 31, 2014 | $533,335,000 | $679,275,000 | $0 | $0 | ||||||
Balance (in shares) at Dec. 31, 2014 | 57,748,141 | 57,743,981 | 0 | 0 |
CONSOLIDATED_AND_COMBINED_STAT2
CONSOLIDATED AND COMBINED STATEMENTS OF EQUITY (Parenthetical) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Dividends (usd per share) | $0.52 | $0.21 |
Common | ||
Issuance of common stock related to the spin-off and transfer of GGP equity on the spin-off date, shares | 35,547,049 | |
Issuance of common stock related to the rights offering, shares | 13,333,333 | |
Common Class B [Member] | ||
Issuance of common stock related to the spin-off and transfer of GGP equity on the spin-off date, shares | 359,056 |
CONSOLIDATED_AND_COMBINED_STAT3
CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Abstract] | |||
Net loss | ($51,685,000) | ($54,745,000) | ($68,659,000) |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | -51,685,000 | -54,745,000 | -68,659,000 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||
Provision for doubtful accounts | 1,228,000 | 888,000 | 1,919,000 |
Depreciation | 91,248,000 | 60,557,000 | 64,550,000 |
Amortization | 9,054,000 | 6,702,000 | 6,540,000 |
Amortization/write-off of deferred financing costs | 4,209,000 | 12,519,000 | 9,926,000 |
Amortization/write-off of debt market rate adjustments | 8,572,000 | 8,278,000 | 19,346,000 |
Amortization of above/below market leases and tenant inducements | 13,101,000 | 16,973,000 | 24,153,000 |
Straight-line rent amortization | -1,785,000 | -3,517,000 | -3,608,000 |
Provision for impairment | 15,965,000 | 36,821,000 | 0 |
Gain on extinguishment of debt | 0 | -14,324,000 | 0 |
Stock based compensation | 3,699,000 | 3,019,000 | 1,801,000 |
Net changes: | |||
Accounts receivable | -4,491,000 | -2,563,000 | -6,889,000 |
Prepaid expenses and other assets | 611,000 | 1,220,000 | 1,195,000 |
Deferred expenses | -14,998,000 | -12,017,000 | -7,140,000 |
Restricted cash | 2,258,000 | 39,000 | -8,977,000 |
Accounts payable and accrued expenses | 5,315,000 | 2,752,000 | 4,120,000 |
Net cash provided by operating activities | 82,301,000 | 62,602,000 | 38,277,000 |
Cash Flows from Investing Activities: | |||
Acquisitions of real estate properties | -109,330,000 | -81,203,000 | -33,331,000 |
Development, building and tenant improvements | -122,325,000 | -63,032,000 | -31,012,000 |
Demand deposit from affiliate | 0 | 150,000,000 | -150,000,000 |
Purchase of short term investment | 0 | 0 | -29,989,000 |
Sale of short term investment | 0 | 0 | 29,989,000 |
Deposit for acquisition | 1,000,000 | 0 | 0 |
Restricted cash | -3,477,000 | -6,229,000 | -22,259,000 |
Net cash used in investing activities | -236,132,000 | -464,000 | -236,602,000 |
Cash Flows from Financing Activities: | |||
Proceeds received from equity offering | 156,974,000 | 0 | 200,000,000 |
Underwriting Discount | -6,278,000 | 0 | 0 |
Proceeds received from stock option exercise | 28,000 | 161,000 | 0 |
Payments for offering costs | -467,000 | -417,000 | -8,392,000 |
Sale of treasury stock | 0 | 187,000 | -170,000 |
Contributions from non-controlling interest | 0 | 0 | 111,000 |
Change in GGP investment, net | 0 | 0 | -8,394,000 |
Proceeds from refinance/issuance of mortgages, notes and loans payable | 183,500,000 | 523,500,000 | 616,360,000 |
Borrowing under revolving line of credit | 55,000,000 | 55,000,000 | 10,000,000 |
Principal payments on mortgages, notes and loans payable | -103,233,000 | -594,389,000 | -558,262,000 |
Repayment under revolving credit line | -93,000,000 | -7,000,000 | -10,000,000 |
Dividends paid | -36,968,000 | -22,839,000 | -6,943,000 |
Deferred financing costs | -1,641,000 | -10,209,000 | -28,097,000 |
Net cash provided by (used in) financing activities | 153,915,000 | -56,006,000 | 206,213,000 |
Net change in cash and cash equivalents | 84,000 | 6,132,000 | 7,888,000 |
Cash and cash equivalents at beginning of period | 14,224,000 | 8,092,000 | 204,000 |
Cash and cash equivalents at end of period | 14,308,000 | 14,224,000 | 8,092,000 |
Supplemental Disclosure of Cash Flow Information: | |||
Interest paid, net of capitalized interest | 71,855,000 | 61,564,000 | 67,822,000 |
Capitalized interest | -2,548,000 | -998,000 | 0 |
Non-Cash Transactions: | |||
Change in accrued capital expenditures included in accounts payable and accrued expenses | -439,000 | 12,237,000 | 4,281,000 |
Dividends declared, not yet paid | 9,885,000 | 6,454,000 | 3,479,000 |
Non Cash Market Rate Adjustments and Deferred Financing Amortization | 400,000 | ||
Non-cash changes related to acquisition accounting: | |||
Land | 8,969,000 | 51,055,000 | 33,674,000 |
Buildings and equipment, net | 103,123,000 | 217,011,000 | 109,601,000 |
Deferred expenses, net | 1,841,000 | 4,583,000 | 1,276,000 |
Prepaid and other assets | 5,461,000 | 9,983,000 | 6,682,000 |
Mortgages, notes and loans payable | -112,505,000 | -266,641,000 | -146,363,000 |
Accounts payable and accrued expenses | -6,889,000 | -15,991,000 | -4,870,000 |
Noncash or Part Noncash Divestiture [Abstract] | |||
Land | 0 | -26,108,000 | 0 |
Buildings and equipment, net | 0 | -33,015,000 | 0 |
Deferred expenses, net | 0 | 1,676,000 | 0 |
Prepaid and other assets | 0 | -4,281,000 | 0 |
Mortgages, notes and loans payable | 0 | 81,028,000 | 0 |
Accounts payable and accrued expenses | $0 | $3,494,000 | $0 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION |
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 from January 12, 2012 through December 31, 2014 and to RPI Businesses before the Spin-Off Date. Before the Spin-Off Date, RPI Businesses were operated as subsidiaries of GGP, which operates as a real estate investment trust (“REIT”). After the Spin-Off Date, the Company elected to continue to operate as a REIT. | |
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 consolidated balance sheets as of December 31, 2014 and 2013 include the accounts of Rouse, as well as all subsidiaries of Rouse. The accompanying consolidated and combined statements of operations for the years ended December 31, 2014 and 2013 include the consolidated accounts of Rouse and for the year ended December 31, 2012 include the consolidated accounts of Rouse and the combined accounts of RPI Businesses. The accompanying financial statements for the periods prior to the Spin-Off Date are prepared on a carve out basis from the consolidated financial statements of GGP using the historical results of operations and bases of the assets and liabilities of the transferred businesses and includes allocations from GGP. Accordingly, the results presented for the year ended December 31, 2012 reflect the aggregate operations and changes in cash flows and equity on a carved-out basis for the period from January 1, 2012 through January 12, 2012 and on a consolidated basis from January 13, 2012 through December 31, 2012.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 non-controlling 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 non-controlling interests as permanent equity of the Company. All intercompany transactions have been eliminated in consolidation as of and for the years ended December 31, 2014, 2013 and 2012 except end-of-period intercompany balances on the Spin-Off Date between GGP and RPI Businesses which have been considered elements of RPI Businesses' equity. | |
The Company's historical financial results reflect allocations for certain corporate costs and we believe such allocations are reasonable; however, such results do not reflect what our expenses would have been had the Company been operating as a separate stand-alone public company. The corporate allocations for the year ended December 31, 2012 include allocations for the period from January 1, 2012 through January 12, 2012 which aggregated $0.4 million. These allocations have been included in "General and administrative expenses" on the Consolidated and Combined Statements of Operations. Costs of the services that were allocated or charged to the Company were based on either actual costs incurred or a proportion of costs estimated to be applicable to us based on a number of factors, most significantly the Company's percentages of GGP’s adjusted revenue and gross leasable area of assets and also the number of properties. | |
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. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||||||
Dec. 31, 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 project 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 | ||||||||||||||||
The Company reviews depreciable lives of its properties periodically and makes adjustments when necessary to reflect a shorter economic life. | |||||||||||||||||
Impairment | |||||||||||||||||
Operating properties and intangible assets | |||||||||||||||||
Accounting for the impairment or disposal of long-lived assets require that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, a provision for impairment 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 a provision for impairment is determined to be necessary, the excess of the carrying amount of the asset over its estimated fair value is expensed to operations. The adjusted carrying amount, which represents the new cost basis of the asset, is depreciated over the remaining useful life of the asset. | |||||||||||||||||
During the year ended December 31, 2013, the Company was unable to advance prospective leases at Steeplegate Mall, which changed management's intended holding period of this asset. Furthermore, the mortgage debt on this asset was due in August 2014 and without having advanced the prospective leasing, the Company did not anticipate funding additional capital for this asset. Management determined that the carrying value of the property was not recoverable and therefore required an impairment charge. This impairment charge is included in the Provision for impairment on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. For the year ended December 31, 2013, the Company recorded an impairment charge of $15.2 million as the aggregate carrying value was higher than the fair value of the property. | |||||||||||||||||
In August 2014, upon a maturity default on the Steeplegate Mall mortgage loan, the loan servicer appointed a receiver to take over 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 resulted in an adjustment to the undiscounted cash flows utilized in the impairment analysis and the Company concluded the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $10.9 million during the year ended December 31, 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 and Combined 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 year ended December 31, 2014. The Company is in discussions with the lender on the property's non-recourse mortgage debt, which matures in July 2016, to identify options regarding the property's disposition prior to the loan maturing. The lender has placed the loan into special servicing status. As a result of these discussions, the Company has changed the estimated hold period for Collin Creek Mall causing a change to the undiscounted cash flows utilized in the impairment analysis on the property. The adjusted undiscounted cash flows indicated the carrying value of the property was not recoverable. The Company recorded an impairment charge on the property of $5.1 million during the year ended December 31, 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 and Combined Statements of Operations and Comprehensive Loss. | |||||||||||||||||
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 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 and Combined Statements of Operations and Comprehensive Loss. During the year ended December 31, 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. | |||||||||||||||||
No impairment charges were recorded for the year ended December 31, 2012. | |||||||||||||||||
Acquisitions of Operating Properties | |||||||||||||||||
Acquisitions of properties are accounted for utilizing the acquisition method of accounting and, accordingly, the results of operations of acquired properties have been included in the results of operations from the respective dates of acquisitions. Estimates of future cash flows and other valuation techniques have been used to allocate the purchase price of the acquired property between land, buildings and improvements, equipment, debt, liabilities assumed and identifiable intangible assets and liabilities such as amounts related to in-place tenant leases, acquired above and below-market tenant and ground leases, and tenant relationships. No significant value had been ascribed to tenant relationships (see Note 3). | |||||||||||||||||
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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 97,745 | $ | (43,481 | ) | $ | 54,264 | ||||||||||
Above-market | 109,862 | (58,866 | ) | 50,996 | |||||||||||||
Below-market | (65,476 | ) | 22,184 | (43,292 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 3,682 | (537 | ) | 3,145 | |||||||||||||
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 decreased the Company's net income by $26.6 million, $17.2 million ,and $22.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. Amortization of in-place intangibles is included in "Depreciation and amortization" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | |||||||||||||||||
Amortization of above-market and below-market lease intangibles decreased the Company's revenue by $13.1 million, $15.7 million, and $21.7 million for the years ended December 31, 2014, 2013, and 2012, respectively. Amortization of above-market and below-market leasing intangibles are included in "Minimum rents" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | |||||||||||||||||
The intangibles above are related to specific tenant leases. Should a termination occur earlier than the date indicated in the lease, the related intangible assets or liabilities, if any, related to the lease are written off to expense or income, as applicable. The net impact of intangible write-offs for the year ended December 31, 2014 was $38.1 million, which is included on the Company's Consolidated and Combined 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) | |||||||||||||||||
2015 | $ | 16,920 | $ | 7,619 | |||||||||||||
2016 | $ | 11,331 | $ | 5,161 | |||||||||||||
2017 | $ | 6,916 | $ | 3,068 | |||||||||||||
2018 | $ | 4,542 | $ | 644 | |||||||||||||
2019 | $ | 3,289 | $ | (649 | ) | ||||||||||||
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 during 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 December 31, 2014 was $0.5 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 for 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 includes percentage rents in lieu of minimum rent from those leases where the Company receives 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 years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||
Years ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 1,785 | $ | 3,488 | $ | 3,440 | |||||||||||
Lease termination income | 2,204 | 413 | 433 | ||||||||||||||
Net amortization of above and below-market tenant leases | (13,073 | ) | (15,672 | ) | (21,700 | ) | |||||||||||
Amortization of tenant inducement | (28 | ) | (1,000 | ) | — | ||||||||||||
Percentage rents in lieu of minimum rent | 6,731 | 7,071 | 8,631 | ||||||||||||||
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: | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 14,431 | $ | 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 $3.4 million and $2.8 million as of December 31, 2014 and 2013, respectively. The following table summarizes the changes in allowance for doubtful accounts for all receivables: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Balance at beginning of period | $ | 2,798 | $ | 2,545 | $ | 2,943 | |||||||||||
Provision for doubtful accounts | 1,228 | 887 | 1,919 | ||||||||||||||
Write-offs | (673 | ) | (634 | ) | (2,317 | ) | |||||||||||
Balance at end of period | $ | 3,353 | $ | 2,798 | $ | 2,545 | |||||||||||
Tenant recoveries are recoveries 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 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 years ended December 31, 2014 and 2013, there were 3,313,869 and 2,579,171 stock options outstanding, respectively, that potentially could be converted into shares of common stock and 205,731 and 278,617 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. | |||||||||||||||||
In connection with the spin-off, on January 12, 2012, GGP distributed to its stockholders 35,547,049 shares of our common stock and retained 359,056 shares of our Class B common stock. This share amount is being utilized for the calculation of basic and diluted earnings per share ("EPS") for all periods presented prior to the spin-off as our common stock was not traded prior to January 12, 2012 and there were no dilutive securities in the prior periods. On February 6, 2013, the 359,056 shares of the Company's Class B common stock were converted into 359,056 shares of our common stock, at the request of the holders of the Company's Class B common stock. | |||||||||||||||||
The Company had the following weighted-average shares outstanding: | |||||||||||||||||
Years ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Weighted average shares - basic and diluted | 57,203,196 | 49,344,927 | 46,149,893 | ||||||||||||||
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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 1 | $ | — | $ | 1 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (482 | ) | $ | — | $ | (482 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 74,237 | $ | — | $ | — | $ | 74,237 | |||||||||
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 years ended December 31, 2014 and 2013: | |||||||||||||||||
Collin Creek Mall (1)(2) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 60,120 | $ | 34,789 | |||||||||||||
Capital expenditures | 1,449 | 456 | |||||||||||||||
Depreciation and amortization expense | (4,723 | ) | (1,700 | ) | |||||||||||||
Loss on impairment of real estate | (5,079 | ) | (10,886 | ) | |||||||||||||
Ending carrying value, December 31, 2014 | $ | 51,767 | $ | 22,659 | |||||||||||||
Boulevard Mall(1)(3) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2013 | $ | 84,175 | $ | 51,687 | |||||||||||||
Capital expenditures | — | 885 | |||||||||||||||
Depreciation and amortization expense | (928 | ) | (2,624 | ) | |||||||||||||
Loss on impairment of real estate | (21,661 | ) | (15,159 | ) | |||||||||||||
Disposition of real estate asset | (61,586 | ) | — | ||||||||||||||
Ending carrying value, December 31, 2013 | $ | — | $ | 34,789 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
(2) Valued using a Terminal Capitalization Rate as of December 31, 2014. | |||||||||||||||||
(3) Valued using a Discounted Cash Flow Analysis with Discount Rate and Terminal Capitalization Rates as of December 31, 2014 and 2013 as reflected in the table below. | |||||||||||||||||
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 December 31, 2014 and December 31, 2013: | |||||||||||||||||
As of December 31, | |||||||||||||||||
Unobservable Quantitative Inputs | 2014 | 2013 | |||||||||||||||
Discount Rate | 11 | % | 10 | % | |||||||||||||
Terminal Capitalization Rate | 9.5% - 10.0% | 9 | % | ||||||||||||||
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 December 31, 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 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 Balance Sheets except for debt. As of December 31, 2014 and 2013, management’s estimates of fair value are presented below. The Company estimated the fair value of the debt using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. Based on 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. | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount(1) | Estimated Fair | Carrying Amount(1) | Estimated Fair | ||||||||||||||
Value | Value | ||||||||||||||||
(In thousands) | |||||||||||||||||
Fixed-rate debt | $ | 1,249,195 | $ | 1,248,928 | $ | 1,021,432 | $ | 1,013,726 | |||||||||
Variable-rate debt | 335,304 | 336,791 | 433,114 | 434,508 | |||||||||||||
Total mortgages, notes and loans payable | $ | 1,584,499 | $ | 1,585,719 | $ | 1,454,546 | $ | 1,448,234 | |||||||||
Offering Costs | |||||||||||||||||
Costs associated with the issuance of common stock and rights offering to the Company's stockholders were deferred and charged against the gross proceeds of the offering upon the sale of shares during the years ended December 31, 2014 and 2013 (see Note 10). | |||||||||||||||||
Leases | |||||||||||||||||
Leases which transfer substantially all the risks and benefits of ownership to tenants are considered finance leases and the present values of the minimum lease payments and the estimated residual values of the leased properties, if any, are accounted for as receivables. Leases which transfer substantially all the risks and benefits of ownership to the Company are considered capital leases and the present values of the minimum lease payments are accounted for as assets and liabilities. All other leases are treated as operating leases. As of December 31, 2014 and 2013, all of the Company's leases are treated as operating leases. | |||||||||||||||||
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 and included in "Depreciation and amortization" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. 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 and included in "Interest expense" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. The following table summarizes our deferred lease and financing costs: | |||||||||||||||||
Gross Asset | Accumulated | Net Carrying | |||||||||||||||
Amortization | Amount | ||||||||||||||||
(In thousands) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Deferred lease costs | $ | 55,647 | $ | (14,683 | ) | $ | 40,964 | ||||||||||
Deferred financing costs | 19,151 | (7,504 | ) | 11,647 | |||||||||||||
Total | $ | 74,798 | $ | (22,187 | ) | $ | 52,611 | ||||||||||
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 | ||||||||||
Stock-Based Compensation | |||||||||||||||||
The Company recognizes all stock-based compensation to employees, including grants of employee stock options and restricted stock awards, in the financial statements as compensation cost. The compensation cost is amortized over the respective vesting period based on its fair value on the date of grant. | |||||||||||||||||
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 December 31, 2014 and 2013, a preliminary estimate of the cost of the environmental remediation liability is 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 December 31, 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 statements 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 adopted this guidance during the year ended December 31, 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 it 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 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
ACQUISITIONS | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Business Combinations [Abstract] | ||||||||||||||||||||||||||
ACQUISITIONS | ACQUISITIONS | |||||||||||||||||||||||||
The Company includes the results of operations of real estate assets acquired in the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss from the date of the related transaction. | ||||||||||||||||||||||||||
The following table presents the Company's acquisitions during the years ended December 31, 2014 and 2013: | ||||||||||||||||||||||||||
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 (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 on a 30 year schedule thereafter. | ||||||||||||||||||||||||||
(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, is interest only for the first three years and amortizes on a 30 year schedule thereafter. 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 on a 30 year schedule thereafter. 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 during the years ended | ||||||||||||||||||||||||||
December 31, 2014 and 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 | 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 $1.0 million, $2.1 million, and $1.0 million for the years ended December 31, 2014, 2013, and 2012, respectively. Acquisition and transaction related costs consist of due diligence costs such as legal fees, environmental studies, and closing costs. These costs are recorded in "Other" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | ||||||||||||||||||||||||||
During the year ended December 31, 2014, the Company recorded approximately $14.6 million in revenues and $1.6 million in net loss related to the acquisitions of Bel Air Mall and The Mall at Barnes Crossing. During the year ended December 31, 2013, the Company recorded approximately $4.8 million in revenues, and $1.1 million in net loss related to the acquisitions of Greenville Mall, Chesterfield Towne Center, and The Centre at Salisbury. | ||||||||||||||||||||||||||
The following condensed pro forma financial information for the years ended December 31, 2014 and 2013 includes pro forma adjustments related to the 2014 acquisitions of Bel Air Mall and The Mall at Barnes Crossing, which are presented assuming the acquisitions had been consummated as of January 1, 2013. The pro forma financial information for the year ended December 31, 2013 includes pro forma adjustments related to the 2014 acquisitions of Bel Air Mall and The Mall at Barnes Crossing, as well as the 2013 acquisitions of Greenville Mall, Chesterfield Towne Center and The Centre at Salisbury, which are presented assuming the acquisitions had been consummated as of January 1, 2012. The pro forma financial information for the year ended December 31, 2012 includes pro forma adjustments related to the 2013 acquisitions of Greenville Mall, Chesterfield Towne Center and The Centre at Salisbury, as well as the 2012 acquisitions of Grand Traverse Mall and The Mall at Turtle Creek, which are presented assuming the acquisitions had been consummated as of January 1, 2012. | ||||||||||||||||||||||||||
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 acquisitions had been consummated as of January 1, 2013 and 2012, 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. | ||||||||||||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
(In thousands, except per share amounts) | As Adjusted (Unaudited) | |||||||||||||||||||||||||
Total revenues | $ | 307,027 | $ | 307,790 | $ | 273,306 | ||||||||||||||||||||
Net loss | (51,561 | ) | (56,836 | ) | (72,965 | ) | ||||||||||||||||||||
Net loss per share - basic and diluted | $ | (0.90 | ) | $ | (1.15 | ) | $ | (1.58 | ) | |||||||||||||||||
Weighted average shares - basic and dilutive | 57,203,196 | 49,344,927 | 46,149,893 | |||||||||||||||||||||||
PREPAID_EXPENSES_AND_OTHER_ASS
PREPAID EXPENSES AND OTHER ASSETS, NET | 12 Months Ended | |||||||
Dec. 31, 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: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Above-market tenant leases, net (Note 2) | $ | 50,996 | $ | 68,683 | ||||
Prepaid expenses | 4,755 | 4,776 | ||||||
Below-market ground leases, net (Note 2) | 3,145 | 1,781 | ||||||
Deposits | 1,447 | 682 | ||||||
Other | 2,347 | 330 | ||||||
Total prepaid expenses and other assets, net | $ | 62,690 | $ | 76,252 | ||||
MORTGAGES_NOTES_AND_LOANS_PAYA
MORTGAGES, NOTES AND LOANS PAYABLE | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||
MORTGAGES, NOTES AND LOANS PAYABLE | MORTGAGES, NOTES AND LOANS PAYABLE | ||||||||||||||||||||||
Mortgages, notes and loans payable are summarized as follows: | |||||||||||||||||||||||
December 31, | |||||||||||||||||||||||
2014 | 2013 | Interest Rate at December 31, 2014 | Schedule Maturity Date | ||||||||||||||||||||
Fixed-rate debt: | (In thousands) | ||||||||||||||||||||||
Steeplegate Mall (1) | $ | 45,858 | $ | 47,970 | 4.94 | % | Aug-14 | ||||||||||||||||
Bel Air Mall (2) | 111,276 | — | 5.3 | Dec-15 | |||||||||||||||||||
Greenville Mall (2) | 40,602 | 41,375 | 5.29 | Dec-15 | |||||||||||||||||||
Vista Ridge Mall | 68,537 | 71,270 | 6.87 | Apr-16 | |||||||||||||||||||
Washington Park Mall | 10,505 | 10,872 | 5.35 | Apr-16 | |||||||||||||||||||
The Centre at Salisbury (2) | 115,000 | 115,000 | 5.79 | May-16 | |||||||||||||||||||
The Mall at Turtle Creek | 77,648 | 78,615 | 6.54 | Jun-16 | |||||||||||||||||||
Collin Creek Mall | 58,128 | 60,206 | 6.78 | Jul-16 | |||||||||||||||||||
Grand Traverse Mall | 59,479 | 60,429 | 5.02 | Feb-17 | |||||||||||||||||||
The Shoppes at Knollwood Mall (8) | — | 36,281 | — | — | |||||||||||||||||||
West Valley Mall (2) (3) | 59,000 | — | 3.24 | Sep-18 | |||||||||||||||||||
Pierre Bossier Mall | 46,654 | 47,400 | 4.94 | May-22 | |||||||||||||||||||
Pierre Bossier Anchor | 3,637 | 3,718 | 4.85 | May-22 | |||||||||||||||||||
Southland Center (MI) | 76,037 | 77,205 | 5.09 | Jul-22 | |||||||||||||||||||
Chesterfield Towne Center (2) | 107,967 | 109,737 | 4.75 | Oct-22 | |||||||||||||||||||
Animas Valley Mall | 50,053 | 50,911 | 4.41 | Nov-22 | |||||||||||||||||||
Lakeland Square (2) | 68,053 | 69,241 | 4.17 | Mar-23 | |||||||||||||||||||
Valley Hills Mall (2) | 66,492 | 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 (2) (7) | 46,500 | 27,720 | 3.96 | Oct-24 | |||||||||||||||||||
Sikes Senter (2) (4) | — | 55,494 | — | — | |||||||||||||||||||
Total Fixed-rate debt | $ | 1,248,426 | $ | 1,031,016 | |||||||||||||||||||
Less: Market rate adjustments | 769 | (9,583 | ) | ||||||||||||||||||||
$ | 1,249,195 | $ | 1,021,433 | ||||||||||||||||||||
Variable- rate debt: | |||||||||||||||||||||||
NewPark Mall (2) (5) | $ | 65,304 | $ | 66,113 | 3.42 | % | May-17 | ||||||||||||||||
West Valley Mall (2) | — | 59,000 | — | Sep-18 | |||||||||||||||||||
2013 Term Loan (6) | 260,000 | 260,000 | 2.92 | Nov-18 | |||||||||||||||||||
2013 Revolver (6) | 10,000 | 48,000 | 2.92 | Nov-17 | |||||||||||||||||||
Total Variable-rate debt: | $ | 335,304 | $ | 433,113 | |||||||||||||||||||
Total mortgages, notes and loan payable | $ | 1,584,499 | $ | 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 fixed 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 Senter 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. | |||||||||||||||||||||||
(7) On October 16, 2014, the Company placed a new non-recourse mortgage loan on Bayshore Mall located in Eureka, CA for $46.5 million. The loan bears interest at a fixed rate of 3.96%, matures in October 2024, and is interest only for the first three years. | |||||||||||||||||||||||
(8) As of December 31, 2014, the loan of $33.5 million, net of market rate adjustment, on The Shoppes at Knollwood Mall is shown as a component of "Liabilities of property held for sale" on the Consolidated Balance Sheets. The loan was defeased upon the sale of the property in January 2015. | |||||||||||||||||||||||
Property-Level Debt | |||||||||||||||||||||||
The Company had individual property-level debt (the “Property-Level Debt”) on 20 of its 36 assets, representing $1.31 billion (excluding $0.8 million of market rate adjustments) as of December 31, 2014. As of December 31, 2014 and 2013, the | |||||||||||||||||||||||
Property-Level Debt had a weighted average interest rate of 5.0% and 5.2%, respectively, and an average remaining term of 4.9 years and 5.0 years, respectively. 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 February 2014, the Company paid off 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 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 by the lender to take over daily operations of the property. The loan is expected to be satisfied by deed in lieu of foreclosure during the year ending December 31, 2015. | |||||||||||||||||||||||
In July 2014, the Company paid off the $54.6 million mortgage debt balance on Sikes Senter. See the table below for further discussion. | |||||||||||||||||||||||
The following is a summary of significant property loan refinancings and acquisitions that occurred during the years ended December 31, 2014 and 2013 ($ in thousands): | |||||||||||||||||||||||
Property | Date | Balance at Date of Refinancing | Interest Rate | Balance of New Loan | New Interest Rate | Net Proceeds (1) | Maturity | ||||||||||||||||
31-Dec-14 | |||||||||||||||||||||||
Bayshore Mall (2) | Oct-14 | $ | — | — | % | $ | 46,500 | 3.96 | % | $ | 43,400 | Oct-24 | |||||||||||
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 | — | — | % | 111,276 | 5.3 | % | — | Dec-15 | ||||||||||||||
31-Dec-13 | |||||||||||||||||||||||
Lakeland Square (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 (2) (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 Lakeland Square 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 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 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 year ended December 31, 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 December 31, 2014 and December 31, 2013, the Company had $10.0 million and $48.0 million outstanding on 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. 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. During the years ended December 31, 2014 and December 31, 2013, the Company incurred $0.8 million and $0.1 million, respectively of unused fees related to the 2013 Revolver. Under the 2013 Term Loan, letters of credit totaling $5.2 million were outstanding as of December 31, 2014 in connection with five properties. During the year ended December 31, 2014, we incurred $0.1 million of letter of credit fees. As of December 31, 2013, no letters of credit were outstanding. | |||||||||||||||||||||||
The 2013 Senior Facility contains representations and warranties, affirmative and negative covenants and defaults 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 December 2014, the Company entered into an amendment of the 2013 Senior Facility whereby certain modifications were made to the financial covenant calculations. As of December 31, 2014, the Company was in compliance with all of the debt covenants related to the 2013 Senior Facility. | |||||||||||||||||||||||
As of December 31, 2014, $2.12 billion of land, buildings and equipment (before accumulated depreciation), excluding Knollwood Mall, 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 4.6% and 4.6% as of December 31, 2014 and 2013, respectively. As of December 31, 2014 and 2013, the average remaining term was 4.7 years and 4.9 years, respectively. | |||||||||||||||||||||||
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 January 2013, in order to maintain the same level of liquidity, the Company paid down an additional $100.0 million on the 2012 Term Loan and increased the 2012 Revolver from $50.0 million to $150.0 million. 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 year ended December 31, 2013, the Company incurred $0.4 million of unused fees related to the 2012 Revolver. | |||||||||||||||||||||||
During 2012, the Company also entered into a subordinated unsecured revolving credit facility with a wholly-owned subsidiary of Brookfield Asset Management, Inc., a related party, that provided borrowings on a revolving basis of up to $100.0 million (the “Subordinated Facility”). The Subordinated Facility had a term of three years and six months and 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 $0.3 million. On November 22, 2013, in conjunction with the Company's entrance into the 2013 Senior Facility, the Subordinated Facility was terminated. | |||||||||||||||||||||||
As of December 31, 2014, future scheduled maturities of outstanding long term debt obligations are as follows ($ in thousands): | |||||||||||||||||||||||
Total | |||||||||||||||||||||||
2015 | $ | 213,119 | |||||||||||||||||||||
2016 | 332,762 | ||||||||||||||||||||||
2017 | 140,759 | ||||||||||||||||||||||
2018 | 328,892 | ||||||||||||||||||||||
2019 | 11,752 | ||||||||||||||||||||||
Thereafter | 556,446 | ||||||||||||||||||||||
$ | 1,583,730 | ||||||||||||||||||||||
Unamortized market rate adjustment | 769 | ||||||||||||||||||||||
Total mortgages, notes and loans payable | $ | 1,584,499 | |||||||||||||||||||||
ACCOUNTS_PAYABLE_AND_ACCRUED_E
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET | 12 Months Ended | |||||||
Dec. 31, 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: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Below-market tenant leases, net (Note 2) | $ | 43,292 | $ | 40,247 | ||||
Construction payable | 16,272 | 21,821 | ||||||
Accounts payable and accrued expenses | 9,901 | 10,310 | ||||||
Deferred income | 5,471 | 6,539 | ||||||
Accrued dividend | 9,885 | 6,454 | ||||||
Accrued payroll and other employee liabilities | 9,352 | 7,942 | ||||||
Accrued real estate taxes | 9,028 | 5,640 | ||||||
Asset retirement obligation liability | 4,545 | 4,745 | ||||||
Accrued interest | 4,380 | 4,213 | ||||||
Tenant and other deposits | 1,336 | 1,249 | ||||||
Other | 514 | 523 | ||||||
Total accounts payable and accrued expenses, net | $ | 113,976 | $ | 109,683 | ||||
DERIVATIVES
DERIVATIVES | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure | 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 year ended December 31, 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 year ended December 31, 2014, the Company recorded no hedge ineffectiveness for the interest rate swap. The Company had no cash flow hedges during the year ended December 31, 2013. | |||||||||||||||||||||||||||||
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 December 31, 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 plus 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 December 31, 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 each of the years ended December 31, 2014 and 2013, such amounts equaled $0.04 million and $0.01 million. As of December 31, 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 | $65,305 | |||||||||||||||||||||||||||
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 December 31, 2014 and December 31, 2013: | |||||||||||||||||||||||||||||
Instrument Type | Location in consolidated balance sheets | Notional Amount | Designated Benchmark Interest Rate | Strike Rate | Fair Value at December 31, 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 | $ | 65,305 | One-month LIBOR | 4.5 | % | $ | 1 | $ | 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 | % | $ | (482 | ) | $ | — | Jun-18 | |||||||||||||||||
The table below presents the effect of the Company’s derivative financial instruments on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss for the year ended December 31, 2014. The Company had no cash flow hedges during the year ended December 31, 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) | |||||||||||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | (1,210 | ) | $ | — | Interest expense | $ | 728 | $ | — | 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 December 31, 2014, the fair value of the derivative liability, which includes accrued interest but excludes any adjustment for nonperformance risk, related to this agreement was $0.6 million. If the Company had breached this provision as of December 31, 2014, it would have been required to settle its obligations under the agreement at its termination value of $0.6 million. |
DISPOSITIONS_DISCONTINUED_OPER
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES | 12 Months Ended | |||||||||
Dec. 31, 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 | |||||||||
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 in full satisfaction of the debt. This resulted in a gain of extinguishment of debt of $14.0 million for the year ended December 31, 2013. Additionally, the conveyance of the property was structured as a reverse like-kind exchange transaction under Code Section 1031 for income tax purposes. In June 2014, the Company reversed its value on an outstanding environmental liability on Boulevard Mall of ($0.4) million and is included in "Other" in the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | ||||||||||
The Company's disposition and gain on extinguishment of debt, for the periods presented, are included in "Loss from discontinued operations" in the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss and is summarized in the table set forth below. | ||||||||||
Years ended December 31, | ||||||||||
2013 | 2012 | |||||||||
(In thousands, except per share amounts) | ||||||||||
Total revenues | $ | 4,812 | $ | 9,675 | ||||||
Operating expenses including depreciation and amortization | 3,082 | 8,780 | ||||||||
Provision for impairment | 21,661 | — | ||||||||
Total expenses | 24,743 | 8,780 | ||||||||
Operating income (loss) | (19,931 | ) | 895 | |||||||
Interest expense | (3,227 | ) | (6,786 | ) | ||||||
Net loss from discontinued operations | (23,158 | ) | (5,891 | ) | ||||||
Gain on extinguishment of debt | 13,995 | — | ||||||||
Net loss from discontinued operations | $ | (9,163 | ) | $ | (5,891 | ) | ||||
Net loss from discontinued operations per share- Basic and Diluted | $ | (0.19 | ) | $ | (0.13 | ) | ||||
In October 2014, the Company entered into an agreement to sell The Shoppes at Knollwood Mall in St. Louis Park, MN. The sale was completed in January 2015 for gross proceeds of $106.7 million. The mortgage debt balance of $35.1 million was defeased simultaneously with the sale of the property. Net proceeds at closing were $54.7 million. The interest rate on the debt was 5.35% and the original maturity was October 2017. | ||||||||||
The carrying amounts of the major classes of assets and liabilities of The Shoppes at Knollwood Mall classified as “held for sale” on the Consolidated Balance Sheet as of December 31, 2014 were as follows: | ||||||||||
Assets: | ||||||||||
Net investment in real estate | $ | 55,647 | ||||||||
Liabilities: | ||||||||||
Mortgages, notes and loans payable, net of market rate adjustment | $ | 33,481 | ||||||||
Accounts payable and accrued expenses, net | 5,109 | |||||||||
Total Liabilities | $ | 38,590 | ||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES |
The Company has elected to be taxed as a REIT beginning with the filing of its tax return for the 2011 fiscal year. As of December 31, 2014, the Company has met the requirements of a REIT for the 2013 fiscal year and has filed the tax returns 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 the years ended December 31, 2014, 2013 and 2012, the Company incurred approximately $0.07 million, $0.08 million and $0.1 million, respectively, in taxes associated with the TRS, which are recorded in "Provision for income taxes" on the Company's Consolidated and Combined Statements of Operations. |
COMMON_STOCK
COMMON STOCK | 12 Months Ended |
Dec. 31, 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 of its common stock 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 and offering costs. | |
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 as of December 31, 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. | |
On October 30, 2014, the Company's Board of Directors declared a fourth quarter common stock dividend of $0.17 per share, which was paid on January 30, 2015 to stockholders of record on January 15, 2015. | |
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. To date, the Company has purchased the shares needed to satisfy the DRIP elections in the open market. No additional shares have been issued. | |
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 at 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. As a result of the ESPP, 1,376 shares were issued under the ESPP during the year ended December 31, 2014. |
STOCK_BASED_COMPENSATION_PLANS
STOCK BASED COMPENSATION PLANS | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||
STOCK BASED COMPENSATION PLANS | 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”). The number of shares of common stock reserved for issuance under the Equity Plan is 4,887,997. The Equity Plan provides for grants of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, other stock-based awards and performance-based compensation (collectively, the "Awards"). Directors, officers, other employees and consultants of Rouse and its subsidiaries and affiliates are eligible for Awards. No participant may be granted more than 2,500,000 shares. The Equity Plan is not subject to the Employee Retirement Income Security Act of 1974, as amended. | ||||||||||
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 years ended December 31, 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 | (10,880 | ) | 14.72 | ||||
Forfeited | (42,120 | ) | 15.34 | (51,492 | ) | 14.43 | ||||
Expired | — | — | — | — | ||||||
Stock options outstanding at December 31, | 3,313,869 | $15.89 | 2,579,171 | $15.14 | ||||||
Stock Options Outstanding (1) | ||||||||||
Issuance | Shares | Weighted Average Remaining Contractual Term (in years) | Weighted Average Exercise Price | |||||||
Mar-12 | 1,500,514 | 7.25 | $14.72 | |||||||
May-12 | 21,900 | 7.42 | 13.71 | |||||||
Aug-12 | 36,400 | 7.67 | 13.75 | |||||||
Oct-12 | 297,257 | 7.84 | 14.47 | |||||||
Feb-13 | 679,300 | 8.17 | 16.48 | |||||||
Feb-14 | 750,300 | 9.15 | 18.4 | |||||||
Jul-14 | 28,198 | 9.57 | 17.2 | |||||||
Stock options outstanding at December 31, 2014 | 3,313,869 | 7.92 | $15.89 | |||||||
Explanatory Note: | ||||||||||
(1) As of December 31, 2014 and December 31, 2013, 878,288 and 371,214, respectively, stock options became fully vested and are currently exercisable. As of December 31, 2014, and December 31, 2013, the intrinsic value of these options was $3.2 million and $2.8 million, respectively, and such stock options had a weighted average stock price of | ||||||||||
$14.93 and $14.65, respectively. The weighted average remaining contractual term as of December 31, 2014 and December 31, 2013 was 7.5 and 8.4 years, respectively. | ||||||||||
The Company recognized $1.8 million, $1.4 million and $1.0 million in compensation expense related to the stock options for the years ended December 31, 2014, 2013 and 2012, respectively, which is recorded in "General and administrative" on the Company's Consolidated and Combined 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 years ended December 31, 2014 and 2013: | ||||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | |||||||
Nonvested 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 | |||||
Cancelled | — | — | — | — | ||||||
Vested | (115,375 | ) | 15.08 | (17,465 | ) | 15.47 | ||||
Nonvested restricted stock grants outstanding at December 31, | 205,731 | $15.45 | 278,617 | $14.85 | ||||||
The 4,160 shares of restricted stock that were forfeited during the year ended December 31, 2013 will be held in treasury for future restricted stock or option issuances. | ||||||||||
The weighted average remaining contractual term (in years) of granted, nonvested awards as of December 31, 2014 was 0.9 years. | ||||||||||
The Company recognized $1.9 million, $1.6 million and $1.5 million in compensation expense related to the restricted stock for the years ended December 31, 2014, 2013 and 2012, respectively, which is included in "General and administrative" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | ||||||||||
Other Disclosures | ||||||||||
The estimated values of options granted in the table above are based on the Black-Scholes pricing model using the assumptions in the table below. The estimate of the risk-free interest rate is based on the average of a 5- and 10-year U.S. Treasury note on the date the options were granted. The estimate of the dividend yield and expected volatility is based on a review of publicly-traded peer companies. The expected life is computed using the simplified method as the Company does not have historical share option data. The fair value of each option grant is estimated on the date of grant using the Black-Scholes pricing model with the following 2014 and 2013 weighted-average assumptions: | ||||||||||
2014:00:00 | ||||||||||
Risk-free interest rate | 1.83% - 1.95% | |||||||||
Dividend yield | 3.70% - 3.95% | |||||||||
Expected volatility | 27.75% - 28.27% | |||||||||
Expected life (in years) | 6.5 | |||||||||
2013:00:00 | ||||||||||
Risk-free interest rate | 1.1 | % | ||||||||
Dividend yield | 4.25 | % | ||||||||
Expected volatility | 26 | % | ||||||||
Expected life (in years) | 6.5 | |||||||||
As of December 31, 2014, total compensation expense, which had not yet been recognized, related to nonvested options and restricted stock grants was $7.4 million. Of this total, $3.2 million relates to 2015, $2.4 million relates to 2016, $1.1 million relates to 2017, $0.6 million relates to 2018, and $0.1 million relates to 2019, will be recognized, respectively, in "General and administrative" on the Company's Consolidated and Combined 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 | 12 Months Ended |
Dec. 31, 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 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 (collectively referred to as "The Mall at Barnes Crossing"). The Company determined it holds the controlling interest in the The Mall at Barnes Crossing. As a result, the joint venture is presented on the Company's Consolidated and Combined Financial Statements as of December 31, 2014 and for the year ended December 31, 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 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 joint venture 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 partner's 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 such partner the opportunity to guarantee certain indebtedness. |
RENTALS_UNDER_OPERATING_LEASES
RENTALS UNDER OPERATING LEASES | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
RETAILS UNDER OPERATING LEASES | RENTALS UNDER OPERATING LEASES | ||||
The Company receives rental income from the leasing of retail space under operating leases. The minimum future rentals based on operating leases of the Company's consolidated properties owned as of December 31, 2014 are as follows: | |||||
Year | Amount | ||||
(In thousands) | |||||
2015 | $ | 242,263 | |||
2016 | 201,027 | ||||
2017 | 161,901 | ||||
2018 | 126,967 | ||||
2019 | 105,235 | ||||
Subsequent | 409,646 | ||||
$ | 1,247,039 | ||||
Minimum future rentals exclude amounts which are not fixed in accordance with the tenant's lease, but are based upon a percentage of their gross sales or reimbursement of actual operating expenses and amortization of above and below-market leases. Such operating leases are with a variety of tenants, the majority of which are national and regional retail chains and local retailers, and consequently, our credit risk is concentrated in the retail industry. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended | ||||
Dec. 31, 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 us, 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, amongst 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 of 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 years ended December 31, 2013 and 2012, the costs associated with the transition services agreement were $0.1 million and $1.5 million, respectively. | |||||
Office Leases 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 for the years ended December 31, 2014, 2013 and 2012 were $1.1 million, $1.1 million, and $1.0 million, respectively. There are no outstanding amounts payable as of December 31, 2014. In addition, the landlord completed the build out of the Company's office space during 2012 for $1.7 million and there are no further costs payable. 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 5-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. Costs associated with the office lease for the year ended December 31, 2013 were $0.03 million, of which $0.01 million was payable as of December 31, 2013. Effective December 30, 2013, the Brookfield subsidiary sold the office building in which the office space is located to a third party. | |||||
The following table describes the Company's future rental expenses related to the office leases for the Company's New York office: | |||||
Year | Amount | ||||
(In thousands) | |||||
2015 | $ | 1,076 | |||
2016 | 1,086 | ||||
2017 | 1,147 | ||||
2018 | 1,147 | ||||
2019 | 1,147 | ||||
Subsequent | 2,230 | ||||
$ | 7,833 | ||||
Subordinated Credit Facility with Brookfield | |||||
On the Spin-Off Date, the Company entered into a 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. For the years ended December 31, 2013 and 2012, costs associated with the revolving credit fee were $0.5 million and $0.4 million, respectively. 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 Information and Technology Costs | |||||
As part of the spin-off from GGP, the Company commenced the development of its initial information technology platform ("Brookfield Platform"). The development of the Brookfield Platform required us to purchase, design and create various information technology applications and infrastructure. Brookfield Corporate Operations, LLC ("BCO") had been engaged to assist in the project development and to procure the various applications and infrastructure of the Company. The Company incurred approximately $0.3 million and $2.8 million of infrastructure costs during the years ended December 31, 2014 and 2013, respectively. For the years ended December 31, 2014 and 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 December 31, 2014, no costs were outstanding and payable. | |||||
The Company was also required to pay a monthly information technology services fee to BCO. Approximately $3.1 million and $2.0 million in costs were incurred for the years ended December 31, 2014 and December 31, 2013, respectively. As of the year ended December 31, 2014, $0.3 million of costs were outstanding and payable. As of December 31, 2013, no costs were outstanding and payable. | |||||
Currently, the Company is undertaking the development of its own information technology platform ("Rouse Platform"). As of December 31, 2014, the Company had incurred approximately $8.0 million of infrastructure costs, of which $7.1 million is included in "Buildings and equipment" on the Company's Consolidated Balance Sheets that is related to the purchase, design of various technology applications and infrastructure of the Rouse Platform. The remaining $1.0 million is included in "Other" on the Company's Consolidated Statements of Operations and Comprehensive Loss that is related to the planning, scoping and data governance of developing the Rouse Platform. As of December 31, 2014, $0.3 million were outstanding and payable. | |||||
In connection with the development of the Rouse Platform, the Company accelerated the amortization of the remaining Brookfield Platform cost resulting in additional amortization expense of $3.6 million for the year ended December 31, 2014, which is included in "Depreciation and amortization" on the Company's Consolidated Statements of Operations and Comprehensive Loss. | |||||
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 $2.2 million and $1.2 million in costs were incurred for the years ended December 31, 2014 and 2013, respectively, and are recorded in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Loss. As of the years ended December 31, 2014 and 2013, there were $0.2 million and no costs outstanding and payable, 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 guaranteed by Brookfield Asset Management Inc. The demand deposit had an original maturity of February 14, 2013 and was extended to November 14, 2014. However, the Company may have demanded the funds earlier by providing U.S. Holdings with a three day notice. The Company earned approximately $0.3 million, $0.5 million, and $0.7 million in interest income for the years ended December 31, 2014, 2013 and 2012, respectively. As of the year ended December 31, 2013, the Company had no outstanding deposit with U.S. Holdings. As of the year ended December 31, 2014, the agreement has been terminated. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES |
In the normal course of business, from time to time, the Company is involved in legal proceedings relating to the ownership and operations of the Company's properties. In management's opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a material effect on the Company's combined financial position, results of operations or liquidity. | |
In connection with the ownership and operation of real estate, the Company may be potentially liable for costs and damages related to environmental matters. In management's opinion, the liabilities, if any, that may ultimately result from such environmental matters are not expected to have a material effect on the Company's combined financial position, results of operations or liquidity. | |
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. |
QUARTERLY_FINANCIAL_INFORMATIO
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ||||||||||||||||
The following table sets forth the selected quarterly financial data for the Company (dollars in thousands, except per share amounts). | |||||||||||||||||
For the Quarters Ended | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2014 | |||||||||||||||||
Total revenues | $ | 67,839 | $ | 67,790 | $ | 74,783 | $ | 81,715 | |||||||||
Operating income | 13,340 | 10,677 | 322 | 7,100 | |||||||||||||
Net loss | (4,425 | ) | (8,175 | ) | (26,372 | ) | (12,711 | ) | |||||||||
Net loss per share - Basic and diluted | (0.08 | ) | (0.14 | ) | (0.46 | ) | (0.22 | ) | |||||||||
Dividends declared per share | 0.17 | 0.17 | 0.17 | 0.17 | |||||||||||||
Weighted average shares outstanding | 56,129,522 | 57,519,079 | 57,519,412 | 57,531,859 | |||||||||||||
2013 | |||||||||||||||||
Total revenues | $ | 57,496 | $ | 58,381 | $ | 60,315 | $ | 67,350 | |||||||||
Operating income | 12,640 | 12,387 | 13,133 | (912 | ) | ||||||||||||
Net loss | (29,486 | ) | 4,116 | (4,683 | ) | (24,692 | ) | ||||||||||
Net loss per share - Basic and diluted | (0.60 | ) | 0.08 | (0.09 | ) | (0.50 | ) | ||||||||||
Dividends declared per share | 0.13 | 0.13 | 0.13 | 0.13 | |||||||||||||
Weighted average shares outstanding | 49,332,151 | 49,342,013 | 49,346,798 | 49,358,281 | |||||||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS |
In January 2015, the Company sold The Shoppes at Knollwood in St. Louis Park, MN, for gross proceeds of $106.7 million. The mortgage debt balance of $35.1 million was defeased simultaneously with the sale of the property. Net proceeds of $54.7 million were available for general corporate purposes, including acquisitions and ongoing capital investments within the existing portfolio. | |
In January 2015, the Company acquired Mt. Shasta Mall located in Redding, CA, for a total purchase price of $49.0 million. In February 2015, the Company placed a new $31.9 million non-recourse mortgage loan on the property that bears interest at 4.19%, matures in March 2025, is interest only for the first three years and amortizes on a 30 year schedule thereafter. The transaction will be accounted for using the acquisition method of accounting. Accordingly, the results of operations of Mt. Shasta Mall since the acquisition date will be included in our Condensed Consolidated Financial Statements for the first quarter of 2015. We are in the process of gathering information to allocate the purchase price to the assets acquired and liabilities assumed. All of the assets acquired and liabilities assumed in the transaction will be recognized at their acquisition date fair values. | |
In February 2015, the Company paid off the remaining mortgage loan balance of $10.4 million on Washington Park Mall. | |
In February 2015, the Company's Board of Directors declared a first quarter common stock dividend of $0.18 per share, which will be paid on April 30, 2015 to stockholders of record on April 15, 2015. | |
In February 2015, the loan associated with Vista Ridge Mall was transferred to special servicing. |
Schedule_III_Real_Estate_and_A
Schedule III Real Estate and Accumulated Depreciation | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||||||||
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||
Schedule III Real Estate and Accumulated Depreciation | |||||||||||||||||||||||||||||||||||||||||||
Initial Cost | Cost Capitalized Subsequent to Acquisition | Gross Amounts at Which Carried at Close of Period (2) | |||||||||||||||||||||||||||||||||||||||||
Name of Center | Location | Encumbrance (1) | Land | Building & Improvements | Land | Building & Improvements | Land | Building & Improvements | Total | Accumulated Depreciation | Date Acquired | Life Which Latest Income Statement is Computed | |||||||||||||||||||||||||||||||
Animas Valley Mall | Farmington, NM | $ | 50,053 | $ | 6,509 | $ | 32,270 | — | $ | (421 | ) | $ | 6,509 | $ | 31,849 | $ | 38,358 | $ | 4,627 | 2010 | -3 | ||||||||||||||||||||||
Barnes Crossing, The Mall at | Tupelo, MS | 67,000 | 18,300 | 82,583 | — | — | 18,300 | 82,583 | 100,883 | 1,503 | 2014 | -3 | |||||||||||||||||||||||||||||||
Bayshore Mall | Eureka, CA | 46,500 | 4,770 | 33,306 | 780 | 12,780 | 5,550 | 46,086 | 51,636 | 4,837 | 2010 | -3 | |||||||||||||||||||||||||||||||
Bel Air Mall | Mobile, AL | 111,276 | 8,969 | 122,537 | — | 205 | 8,969 | 122,742 | 131,711 | 5,496 | 2014 | -3 | |||||||||||||||||||||||||||||||
Birchwood Mall | Port Huron, MI | — | 8,316 | 44,884 | — | 1,100 | 8,316 | 45,984 | 54,300 | 6,260 | 2010 | -3 | |||||||||||||||||||||||||||||||
Cache Valley Mall | Logan, UT | — | 3,963 | 26,842 | (70 | ) | 6,268 | 3,893 | 33,110 | 37,003 | 4,595 | 2010 | -3 | ||||||||||||||||||||||||||||||
Chesterfield Towne Center | Richmond, VA | 106,867 | 19,546 | 146,148 | (159 | ) | (2,086 | ) | 19,387 | 144,062 | 163,449 | 5,643 | 2013 | -3 | |||||||||||||||||||||||||||||
Chula Vista Center | Chula Vista, CA | 70,000 | 13,214 | 71,598 | 1,149 | 14,485 | 14,363 | 86,083 | 100,446 | 9,530 | 2010 | -3 | |||||||||||||||||||||||||||||||
Collin Creek Mall | Plano, TX | 58,148 | 14,747 | 48,103 | (1,067 | ) | (10,016 | ) | 13,680 | 38,087 | 51,767 | — | 2010 | -3 | |||||||||||||||||||||||||||||
Colony Square Mall | Zanesville, OH | — | 4,253 | 29,577 | — | 441 | 4,253 | 30,018 | 34,271 | 4,010 | 2010 | -3 | |||||||||||||||||||||||||||||||
Gateway Mall | Springfield, OR | — | 7,097 | 36,573 | — | 6,211 | 7,097 | 42,784 | 49,881 | 5,222 | 2010 | -3 | |||||||||||||||||||||||||||||||
Grand Traverse Mall | Traverse City, MI | 59,479 | 11,420 | 46,409 | — | 180 | 11,420 | 46,589 | 58,009 | 5,892 | 2012 | -3 | |||||||||||||||||||||||||||||||
Greenville Mall | Greenville, NC | 40,696 | 9,088 | 42,087 | — | (101 | ) | 9,088 | 41,986 | 51,074 | 3,674 | 2013 | -3 | ||||||||||||||||||||||||||||||
Lakeland Square | Lakeland, FL | 68,053 | 10,938 | 56,867 | 1,308 | 17,168 | 12,246 | 74,035 | 86,281 | 9,470 | 2010 | -3 | |||||||||||||||||||||||||||||||
Lansing Mall | Lansing, MI | — | 9,615 | 49,220 | 350 | 17,497 | 9,965 | 66,717 | 76,682 | 7,524 | 2010 | -3 | |||||||||||||||||||||||||||||||
Mall St. Vincent | Shreveport, LA | — | 4,604 | 21,927 | — | 12,136 | 4,604 | 34,063 | 38,667 | 3,347 | 2010 | -3 | |||||||||||||||||||||||||||||||
NewPark Mall | Newpark, CA | 65,305 | 17,847 | 58,384 | 2,867 | 8,858 | 20,714 | 67,242 | 87,956 | 7,788 | 2010 | -3 | |||||||||||||||||||||||||||||||
North Plains Mall | Clovis, NM | — | 2,217 | 11,768 | — | 1,126 | 2,217 | 12,894 | 15,111 | 1,810 | 2010 | -3 | |||||||||||||||||||||||||||||||
Pierre Bossier Mall | Bossier City, LA | 50,291 | 7,522 | 38,247 | 817 | 11,977 | 8,339 | 50,224 | 58,563 | 5,707 | 2010 | -3 | |||||||||||||||||||||||||||||||
Salisbury, The Centre at | Salisbury, MD | 115,728 | 22,580 | 105,376 | — | (436 | ) | 22,580 | 104,940 | 127,520 | 5,522 | 2013 | -3 | ||||||||||||||||||||||||||||||
Sierra Vista, The Mall at | Sierra Vista, AZ | — | 7,078 | 36,441 | — | (67 | ) | 7,078 | 36,374 | 43,452 | 4,656 | 2010 | -3 | ||||||||||||||||||||||||||||||
Sikes Senter | Wichita Falls, TX | — | 5,915 | 34,075 | — | 3,559 | 5,915 | 37,634 | 43,549 | 4,730 | 2010 | -3 | |||||||||||||||||||||||||||||||
Silver Lake Mall | Coeur d'Alene, ID | — | 3,237 | 12,914 | — | 3,228 | 3,237 | 16,142 | 19,379 | 2,067 | 2010 | -3 | |||||||||||||||||||||||||||||||
Southland Center | Taylor, MI | 76,037 | 13,697 | 51,860 | 1 | 6,358 | 13,698 | 58,218 | 71,916 | 7,316 | 2010 | -3 | |||||||||||||||||||||||||||||||
Southland Mall | Hayward, CA | — | 23,407 | 81,474 | — | 9,511 | 23,407 | 90,985 | 114,392 | 18,602 | 2010 | -3 | |||||||||||||||||||||||||||||||
Spring Hill Mall | West Dundee, IL | — | 8,219 | 23,679 | 1,206 | 2,224 | 9,425 | 25,903 | 35,328 | 3,641 | 2010 | -3 | |||||||||||||||||||||||||||||||
Steeplegate Mall | Concord, NH | 45,858 | 11,438 | 42,030 | (6,118 | ) | (24,880 | ) | 5,320 | 17,150 | 22,470 | — | 2010 | -3 | |||||||||||||||||||||||||||||
Three Rivers Mall | Kelso, WA | — | 2,079 | 11,142 | — | 17,823 | 2,079 | 28,965 | 31,044 | 1,620 | 2010 | -3 | |||||||||||||||||||||||||||||||
Turtle Creek, The Mall at | Jonesboro, AR | 79,630 | 22,254 | 79,579 | — | 314 | 22,254 | 79,893 | 102,147 | 8,143 | 2012 | -3 | |||||||||||||||||||||||||||||||
Valley Hills Mall | Hickory, NC | 66,492 | 10,047 | 61,817 | — | (568 | ) | 10,047 | 61,249 | 71,296 | 8,684 | 2010 | -3 | ||||||||||||||||||||||||||||||
Vista Ridge Mall | Lewisville, TX | 67,934 | 15,965 | 46,560 | — | (181 | ) | 15,965 | 46,379 | 62,344 | 6,023 | 2010 | -3 | ||||||||||||||||||||||||||||||
Washington Park Mall | Bartlesville, OK | 10,152 | 1,389 | 8,213 | — | 151 | 1,389 | 8,364 | 9,753 | 1,274 | 2010 | -3 | |||||||||||||||||||||||||||||||
West Valley Mall | Tracy, CA | 59,000 | 31,341 | 38,316 | — | 5,298 | 31,341 | 43,614 | 74,955 | 7,437 | 2010 | -3 | |||||||||||||||||||||||||||||||
Westwood Mall | Jackson, MI | — | 5,708 | 28,006 | — | 229 | 5,708 | 28,235 | 33,943 | 3,348 | 2010 | -3 | |||||||||||||||||||||||||||||||
White Mountain Mall | Rock Springs, WY | — | 3,010 | 11,419 | — | 4,190 | 3,010 | 15,609 | 18,619 | 1,920 | 2010 | -3 | |||||||||||||||||||||||||||||||
Total Held For Use Properties | $ | 1,314,499 | $ | 370,299 | $ | 1,672,231 | $ | 1,064 | $ | 124,561 | $ | 371,363 | $ | 1,796,792 | $ | 2,168,155 | $ | 181,918 | |||||||||||||||||||||||||
Other | 270,000 | — | — | — | 23,280 | — | 23,280 | 23,280 | 7,920 | ||||||||||||||||||||||||||||||||||
Total Held For Use Portfolio | $ | 1,584,499 | $ | 370,299 | $ | 1,672,231 | $ | 1,064 | $ | 147,841 | $ | 371,363 | $ | 1,820,072 | $ | 2,191,435 | $ | 189,838 | |||||||||||||||||||||||||
The Shoppes at Knollwood Mall | St. Louis Park, MN | $ | 33,481 | $ | 6,127 | $ | 32,905 | $ | — | $ | 21,489 | $ | 6,127 | $ | 54,394 | $ | 60,521 | $ | 4,874 | 2010 | -3 | ||||||||||||||||||||||
Held For Sale Property | $ | 33,481 | $ | 6,127 | $ | 32,905 | $ | — | $ | 21,489 | $ | 6,127 | $ | 54,394 | $ | 60,521 | $ | 4,874 | |||||||||||||||||||||||||
Total Portfolio | $ | 1,617,980 | $ | 376,426 | $ | 1,705,136 | $ | 1,064 | $ | 169,330 | $ | 377,490 | $ | 1,874,466 | $ | 2,251,956 | $ | 194,712 | |||||||||||||||||||||||||
Explanatory Notes: | |||||||||||||||||||||||||||||||||||||||||||
(1) See description of mortgages, notes, and loans payable in Note 5 to the consolidated and combined financial statements. | |||||||||||||||||||||||||||||||||||||||||||
(2) The aggregate cost of land, buildings, and improvements for federal income tax purposes was approximately $2.0 billion as of December 31, 2014. | |||||||||||||||||||||||||||||||||||||||||||
(3) Depreciation is computed 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 | ||||||||||||||||||||||||||||||||||||||||||
1. Reconciliation of Real Estate: | |||||||||||||||||||||||||||||||||||||||||||
The changes in real estate for the years ended December 31, 2014, 2013 and 2012 are as follows: | |||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||||||||||||||||||||
Balance at January 1, | $ | 1,948,131 | $ | 1,652,755 | $ | 1,462,482 | |||||||||||||||||||||||||||||||||||||
Improvements and additions | 120,031 | 68,236 | 34,865 | ||||||||||||||||||||||||||||||||||||||||
Acquisitions | 238,510 | 349,269 | 176,242 | ||||||||||||||||||||||||||||||||||||||||
Dispositions and write-offs | (31,752 | ) | (85,308 | ) | (20,834 | ) | |||||||||||||||||||||||||||||||||||||
Impairments | (22,964 | ) | (36,821 | ) | — | ||||||||||||||||||||||||||||||||||||||
Balance at December 31, | $ | 2,251,956 | $ | 1,948,131 | $ | 1,652,755 | |||||||||||||||||||||||||||||||||||||
2. Reconciliation of Accumulated Depreciation: | |||||||||||||||||||||||||||||||||||||||||||
The changes in accumulated depreciation for the years ended December 31, 2014, 2013 and 2012 are as follows: | |||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||||||||||||||||||||
Balance at January 1, | $ | 142,432 | $ | 116,336 | $ | 72,620 | |||||||||||||||||||||||||||||||||||||
Depreciation expense | 91,248 | 66,497 | 64,550 | ||||||||||||||||||||||||||||||||||||||||
Dispositions and write-offs | (31,752 | ) | (32,015 | ) | (20,834 | ) | |||||||||||||||||||||||||||||||||||||
Impairments | (7,216 | ) | (8,386 | ) | — | ||||||||||||||||||||||||||||||||||||||
Balance at December 31, | $ | 194,712 | $ | 142,432 | $ | 116,336 | |||||||||||||||||||||||||||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Principles of Combination and Consolidation and Basis of Presentation | 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 consolidated balance sheets as of December 31, 2014 and 2013 include the accounts of Rouse, as well as all subsidiaries of Rouse. The accompanying consolidated and combined statements of operations for the years ended December 31, 2014 and 2013 include the consolidated accounts of Rouse and for the year ended December 31, 2012 include the consolidated accounts of Rouse and the combined accounts of RPI Businesses. The accompanying financial statements for the periods prior to the Spin-Off Date are prepared on a carve out basis from the consolidated financial statements of GGP using the historical results of operations and bases of the assets and liabilities of the transferred businesses and includes allocations from GGP. Accordingly, the results presented for the year ended December 31, 2012 reflect the aggregate operations and changes in cash flows and equity on a carved-out basis for the period from January 1, 2012 through January 12, 2012 and on a consolidated basis from January 13, 2012 through December 31, 2012.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 non-controlling 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 non-controlling interests as permanent equity of the Company. All intercompany transactions have been eliminated in consolidation as of and for the years ended December 31, 2014, 2013 and 2012 except end-of-period intercompany balances on the Spin-Off Date between GGP and RPI Businesses which have been considered elements of RPI Businesses' equity. | |||||||||||||||||
The Company's historical financial results reflect allocations for certain corporate costs and we believe such allocations are reasonable; however, such results do not reflect what our expenses would have been had the Company been operating as a separate stand-alone public company. The corporate allocations for the year ended December 31, 2012 include allocations for the period from January 1, 2012 through January 12, 2012 which aggregated $0.4 million. These allocations have been included in "General and administrative expenses" on the Consolidated and Combined Statements of Operations. Costs of the services that were allocated or charged to the Company were based on either actual costs incurred or a proportion of costs estimated to be applicable to us based on a number of factors, most significantly the Company's percentages of GGP’s adjusted revenue and gross leasable area of assets and also the number of properties. | |||||||||||||||||
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. | |||||||||||||||||
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 project 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 require that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, a provision for impairment 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 a provision for impairment is determined to be necessary, the excess of the carrying amount of the asset over its estimated fair value is expensed to operations. The adjusted carrying amount, which represents the new cost basis of the asset, is depreciated over the remaining useful life of the asset. | |||||||||||||||||
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. | |||||||||||||||||
Derivatives, Policy [Policy Text Block] | 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 during 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 December 31, 2014 was $0.5 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 for 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 includes percentage rents in lieu of minimum rent from those leases where the Company receives 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 years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||
Years ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 1,785 | $ | 3,488 | $ | 3,440 | |||||||||||
Lease termination income | 2,204 | 413 | 433 | ||||||||||||||
Net amortization of above and below-market tenant leases | (13,073 | ) | (15,672 | ) | (21,700 | ) | |||||||||||
Amortization of tenant inducement | (28 | ) | (1,000 | ) | — | ||||||||||||
Percentage rents in lieu of minimum rent | 6,731 | 7,071 | 8,631 | ||||||||||||||
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: | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 14,431 | $ | 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 $3.4 million and $2.8 million as of December 31, 2014 and 2013, respectively. The following table summarizes the changes in allowance for doubtful accounts for all receivables: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Balance at beginning of period | $ | 2,798 | $ | 2,545 | $ | 2,943 | |||||||||||
Provision for doubtful accounts | 1,228 | 887 | 1,919 | ||||||||||||||
Write-offs | (673 | ) | (634 | ) | (2,317 | ) | |||||||||||
Balance at end of period | $ | 3,353 | $ | 2,798 | $ | 2,545 | |||||||||||
Tenant recoveries are recoveries 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 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 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. | |||||||||||||||||
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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 1 | $ | — | $ | 1 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (482 | ) | $ | — | $ | (482 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 74,237 | $ | — | $ | — | $ | 74,237 | |||||||||
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 years ended December 31, 2014 and 2013: | |||||||||||||||||
Collin Creek Mall (1)(2) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 60,120 | $ | 34,789 | |||||||||||||
Capital expenditures | 1,449 | 456 | |||||||||||||||
Depreciation and amortization expense | (4,723 | ) | (1,700 | ) | |||||||||||||
Loss on impairment of real estate | (5,079 | ) | (10,886 | ) | |||||||||||||
Ending carrying value, December 31, 2014 | $ | 51,767 | $ | 22,659 | |||||||||||||
Boulevard Mall(1)(3) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2013 | $ | 84,175 | $ | 51,687 | |||||||||||||
Capital expenditures | — | 885 | |||||||||||||||
Depreciation and amortization expense | (928 | ) | (2,624 | ) | |||||||||||||
Loss on impairment of real estate | (21,661 | ) | (15,159 | ) | |||||||||||||
Disposition of real estate asset | (61,586 | ) | — | ||||||||||||||
Ending carrying value, December 31, 2013 | $ | — | $ | 34,789 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
(2) Valued using a Terminal Capitalization Rate as of December 31, 2014. | |||||||||||||||||
(3) Valued using a Discounted Cash Flow Analysis with Discount Rate and Terminal Capitalization Rates as of December 31, 2014 and 2013 as reflected in the table below. | |||||||||||||||||
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 December 31, 2014 and December 31, 2013: | |||||||||||||||||
As of December 31, | |||||||||||||||||
Unobservable Quantitative Inputs | 2014 | 2013 | |||||||||||||||
Discount Rate | 11 | % | 10 | % | |||||||||||||
Terminal Capitalization Rate | 9.5% - 10.0% | 9 | % | ||||||||||||||
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 December 31, 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 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 Balance Sheets except for debt. As of December 31, 2014 and 2013, management’s estimates of fair value are presented below. The Company estimated the fair value of the debt using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. Based on 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. | |||||||||||||||||
Offering Costs | Offering Costs | ||||||||||||||||
Costs associated with the issuance of common stock and rights offering to the Company's stockholders were deferred and charged against the gross proceeds of the offering upon the sale of shares during the years ended December 31, 2014 and 2013 (see Note 10). | |||||||||||||||||
Leases | Leases | ||||||||||||||||
Leases which transfer substantially all the risks and benefits of ownership to tenants are considered finance leases and the present values of the minimum lease payments and the estimated residual values of the leased properties, if any, are accounted for as receivables. Leases which transfer substantially all the risks and benefits of ownership to the Company are considered capital leases and the present values of the minimum lease payments are accounted for as assets and liabilities. All other leases are treated as operating leases. As of December 31, 2014 and 2013, all of the Company's leases are treated as operating leases. | |||||||||||||||||
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 and included in "Depreciation and amortization" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. 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 and included in "Interest expense" on the Company's Consolidated and Combined Statements of Operations and Comprehensive Loss. | |||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||||||
The Company recognizes all stock-based compensation to employees, including grants of employee stock options and restricted stock awards, in the financial statements as compensation cost. The compensation cost is amortized over the respective vesting period based on its fair value on the date of grant. | |||||||||||||||||
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. | |||||||||||||||||
Reclassifications |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 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 | ||||||||||||||||
The following is a reconciliation of the carrying value of properties that were impaired during the years ended December 31, 2014 and 2013: | |||||||||||||||||
Collin Creek Mall (1)(2) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2014 | $ | 60,120 | $ | 34,789 | |||||||||||||
Capital expenditures | 1,449 | 456 | |||||||||||||||
Depreciation and amortization expense | (4,723 | ) | (1,700 | ) | |||||||||||||
Loss on impairment of real estate | (5,079 | ) | (10,886 | ) | |||||||||||||
Ending carrying value, December 31, 2014 | $ | 51,767 | $ | 22,659 | |||||||||||||
Boulevard Mall(1)(3) | Steeplegate Mall (1)(3) | ||||||||||||||||
Beginning carrying value, January 1, 2013 | $ | 84,175 | $ | 51,687 | |||||||||||||
Capital expenditures | — | 885 | |||||||||||||||
Depreciation and amortization expense | (928 | ) | (2,624 | ) | |||||||||||||
Loss on impairment of real estate | (21,661 | ) | (15,159 | ) | |||||||||||||
Disposition of real estate asset | (61,586 | ) | — | ||||||||||||||
Ending carrying value, December 31, 2013 | $ | — | $ | 34,789 | |||||||||||||
Explanatory Note: | |||||||||||||||||
(1) The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. | |||||||||||||||||
(2) Valued using a Terminal Capitalization Rate as of December 31, 2014. | |||||||||||||||||
(3) Valued using a Discounted Cash Flow Analysis with Discount Rate and Terminal Capitalization Rates as of December 31, 2014 and 2013 as reflected in the table below. | |||||||||||||||||
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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Tenant leases: | |||||||||||||||||
In-place value | $ | 97,745 | $ | (43,481 | ) | $ | 54,264 | ||||||||||
Above-market | 109,862 | (58,866 | ) | 50,996 | |||||||||||||
Below-market | (65,476 | ) | 22,184 | (43,292 | ) | ||||||||||||
Ground leases: | |||||||||||||||||
Below-market | 3,682 | (537 | ) | 3,145 | |||||||||||||
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 Expense | 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) | |||||||||||||||||
2015 | $ | 16,920 | $ | 7,619 | |||||||||||||
2016 | $ | 11,331 | $ | 5,161 | |||||||||||||
2017 | $ | 6,916 | $ | 3,068 | |||||||||||||
2018 | $ | 4,542 | $ | 644 | |||||||||||||
2019 | $ | 3,289 | $ | (649 | ) | ||||||||||||
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 years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
Years ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent amortization | $ | 1,785 | $ | 3,488 | $ | 3,440 | |||||||||||
Lease termination income | 2,204 | 413 | 433 | ||||||||||||||
Net amortization of above and below-market tenant leases | (13,073 | ) | (15,672 | ) | (21,700 | ) | |||||||||||
Amortization of tenant inducement | (28 | ) | (1,000 | ) | — | ||||||||||||
Percentage rents in lieu of minimum rent | 6,731 | 7,071 | 8,631 | ||||||||||||||
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: | ||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Straight-line rent receivables, net | $ | 14,431 | $ | 12,645 | |||||||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable | The following table summarizes the changes in allowance for doubtful accounts for all receivables: | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(In thousands) | |||||||||||||||||
Balance at beginning of period | $ | 2,798 | $ | 2,545 | $ | 2,943 | |||||||||||
Provision for doubtful accounts | 1,228 | 887 | 1,919 | ||||||||||||||
Write-offs | (673 | ) | (634 | ) | (2,317 | ) | |||||||||||
Balance at end of period | $ | 3,353 | $ | 2,798 | $ | 2,545 | |||||||||||
Schedule of weighted-average shares outstanding | |||||||||||||||||
Years ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Weighted average shares - basic and diluted | 57,203,196 | 49,344,927 | 46,149,893 | ||||||||||||||
Fair Value, Measurement Inputs, Disclosure | 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 December 31, 2014 and December 31, 2013: | ||||||||||||||||
As of December 31, | |||||||||||||||||
Unobservable Quantitative Inputs | 2014 | 2013 | |||||||||||||||
Discount Rate | 11 | % | 10 | % | |||||||||||||
Terminal Capitalization Rate | 9.5% - 10.0% | 9 | % | ||||||||||||||
Fair Value Measurements, Nonrecurring | 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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Recurring basis: | |||||||||||||||||
Assets: | |||||||||||||||||
Interest rate cap | $ | 1 | $ | — | $ | 1 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap | $ | (482 | ) | $ | — | $ | (482 | ) | $ | — | |||||||
Non-recurring basis: | |||||||||||||||||
Investment in Real Estate (1) | $ | 74,237 | $ | — | $ | — | $ | 74,237 | |||||||||
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 | |||||||||||||||||
Schedule of fair value of financial instruments | The primary sensitivity in these calculations is based on the selection of appropriate discount rates. | ||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount(1) | Estimated Fair | Carrying Amount(1) | Estimated Fair | ||||||||||||||
Value | Value | ||||||||||||||||
(In thousands) | |||||||||||||||||
Fixed-rate debt | $ | 1,249,195 | $ | 1,248,928 | $ | 1,021,432 | $ | 1,013,726 | |||||||||
Variable-rate debt | 335,304 | 336,791 | 433,114 | 434,508 | |||||||||||||
Total mortgages, notes and loans payable | $ | 1,584,499 | $ | 1,585,719 | $ | 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) | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Deferred lease costs | $ | 55,647 | $ | (14,683 | ) | $ | 40,964 | ||||||||||
Deferred financing costs | 19,151 | (7,504 | ) | 11,647 | |||||||||||||
Total | $ | 74,798 | $ | (22,187 | ) | $ | 52,611 | ||||||||||
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 | ||||||||||
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Business Combinations [Abstract] | ||||||||||||||||||||||||||
Schedule of Business Acquisitions, by Acquisition | The following table presents certain additional information regarding the Company's acquisitions during the years ended | |||||||||||||||||||||||||
December 31, 2014 and 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 | 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 following table presents the Company's acquisitions during the years ended December 31, 2014 and 2013: | ||||||||||||||||||||||||||
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 (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 on a 30 year schedule thereafter. | ||||||||||||||||||||||||||
(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, is interest only for the first three years and amortizes on a 30 year schedule thereafter. 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 on a 30 year schedule thereafter. 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. | ||||||||||||||||||||||||||
Business Acquisition, Pro Forma Information | Pro forma adjustments include above and below-market amortization, straight-line rent, interest expense, and depreciation and amortization. | |||||||||||||||||||||||||
For the Year Ended December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
(In thousands, except per share amounts) | As Adjusted (Unaudited) | |||||||||||||||||||||||||
Total revenues | $ | 307,027 | $ | 307,790 | $ | 273,306 | ||||||||||||||||||||
Net loss | (51,561 | ) | (56,836 | ) | (72,965 | ) | ||||||||||||||||||||
Net loss per share - basic and diluted | $ | (0.90 | ) | $ | (1.15 | ) | $ | (1.58 | ) | |||||||||||||||||
Weighted average shares - basic and dilutive | 57,203,196 | 49,344,927 | 46,149,893 | |||||||||||||||||||||||
PREPAID_EXPENSES_AND_OTHER_ASS1
PREPAID EXPENSES AND OTHER ASSETS, NET (Tables) | 12 Months Ended | |||||||
Dec. 31, 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: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Above-market tenant leases, net (Note 2) | $ | 50,996 | $ | 68,683 | ||||
Prepaid expenses | 4,755 | 4,776 | ||||||
Below-market ground leases, net (Note 2) | 3,145 | 1,781 | ||||||
Deposits | 1,447 | 682 | ||||||
Other | 2,347 | 330 | ||||||
Total prepaid expenses and other assets, net | $ | 62,690 | $ | 76,252 | ||||
MORTGAGES_NOTES_AND_LOANS_PAYA1
MORTGAGES, NOTES AND LOANS PAYABLE (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||
Summary of Mortgages, notes and loans payable | The following is a summary of significant property loan refinancings and acquisitions that occurred during the years ended December 31, 2014 and 2013 ($ in thousands): | ||||||||||||||||||||||
Property | Date | Balance at Date of Refinancing | Interest Rate | Balance of New Loan | New Interest Rate | Net Proceeds (1) | Maturity | ||||||||||||||||
31-Dec-14 | |||||||||||||||||||||||
Bayshore Mall (2) | Oct-14 | $ | — | — | % | $ | 46,500 | 3.96 | % | $ | 43,400 | Oct-24 | |||||||||||
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 | — | — | % | 111,276 | 5.3 | % | — | Dec-15 | ||||||||||||||
31-Dec-13 | |||||||||||||||||||||||
Lakeland Square (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 (2) (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 Lakeland Square 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 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: | |||||||||||||||||||||||
December 31, | |||||||||||||||||||||||
2014 | 2013 | Interest Rate at December 31, 2014 | Schedule Maturity Date | ||||||||||||||||||||
Fixed-rate debt: | (In thousands) | ||||||||||||||||||||||
Steeplegate Mall (1) | $ | 45,858 | $ | 47,970 | 4.94 | % | Aug-14 | ||||||||||||||||
Bel Air Mall (2) | 111,276 | — | 5.3 | Dec-15 | |||||||||||||||||||
Greenville Mall (2) | 40,602 | 41,375 | 5.29 | Dec-15 | |||||||||||||||||||
Vista Ridge Mall | 68,537 | 71,270 | 6.87 | Apr-16 | |||||||||||||||||||
Washington Park Mall | 10,505 | 10,872 | 5.35 | Apr-16 | |||||||||||||||||||
The Centre at Salisbury (2) | 115,000 | 115,000 | 5.79 | May-16 | |||||||||||||||||||
The Mall at Turtle Creek | 77,648 | 78,615 | 6.54 | Jun-16 | |||||||||||||||||||
Collin Creek Mall | 58,128 | 60,206 | 6.78 | Jul-16 | |||||||||||||||||||
Grand Traverse Mall | 59,479 | 60,429 | 5.02 | Feb-17 | |||||||||||||||||||
The Shoppes at Knollwood Mall (8) | — | 36,281 | — | — | |||||||||||||||||||
West Valley Mall (2) (3) | 59,000 | — | 3.24 | Sep-18 | |||||||||||||||||||
Pierre Bossier Mall | 46,654 | 47,400 | 4.94 | May-22 | |||||||||||||||||||
Pierre Bossier Anchor | 3,637 | 3,718 | 4.85 | May-22 | |||||||||||||||||||
Southland Center (MI) | 76,037 | 77,205 | 5.09 | Jul-22 | |||||||||||||||||||
Chesterfield Towne Center (2) | 107,967 | 109,737 | 4.75 | Oct-22 | |||||||||||||||||||
Animas Valley Mall | 50,053 | 50,911 | 4.41 | Nov-22 | |||||||||||||||||||
Lakeland Square (2) | 68,053 | 69,241 | 4.17 | Mar-23 | |||||||||||||||||||
Valley Hills Mall (2) | 66,492 | 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 (2) (7) | 46,500 | 27,720 | 3.96 | Oct-24 | |||||||||||||||||||
Sikes Senter (2) (4) | — | 55,494 | — | — | |||||||||||||||||||
Total Fixed-rate debt | $ | 1,248,426 | $ | 1,031,016 | |||||||||||||||||||
Less: Market rate adjustments | 769 | (9,583 | ) | ||||||||||||||||||||
$ | 1,249,195 | $ | 1,021,433 | ||||||||||||||||||||
Variable- rate debt: | |||||||||||||||||||||||
NewPark Mall (2) (5) | $ | 65,304 | $ | 66,113 | 3.42 | % | May-17 | ||||||||||||||||
West Valley Mall (2) | — | 59,000 | — | Sep-18 | |||||||||||||||||||
2013 Term Loan (6) | 260,000 | 260,000 | 2.92 | Nov-18 | |||||||||||||||||||
2013 Revolver (6) | 10,000 | 48,000 | 2.92 | Nov-17 | |||||||||||||||||||
Total Variable-rate debt: | $ | 335,304 | $ | 433,113 | |||||||||||||||||||
Total mortgages, notes and loan payable | $ | 1,584,499 | $ | 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 fixed 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 Senter 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. | |||||||||||||||||||||||
(7) On October 16, 2014, the Company placed a new non-recourse mortgage loan on Bayshore Mall located in Eureka, CA for $46.5 million. The loan bears interest at a fixed rate of 3.96%, matures in October 2024, and is interest only for the first three years. | |||||||||||||||||||||||
(8) As of December 31, 2014, the loan of $33.5 million, net of market rate adjustment, on The Shoppes at Knollwood Mall is shown as a component of "Liabilities of property held for sale" on the Consolidated Balance Sheets. The loan was defeased upon the sale of the property in January 2015. | |||||||||||||||||||||||
Schedule of Maturities of Long-term Debt | As of December 31, 2014, future scheduled maturities of outstanding long term debt obligations are as follows ($ in thousands): | ||||||||||||||||||||||
Total | |||||||||||||||||||||||
2015 | $ | 213,119 | |||||||||||||||||||||
2016 | 332,762 | ||||||||||||||||||||||
2017 | 140,759 | ||||||||||||||||||||||
2018 | 328,892 | ||||||||||||||||||||||
2019 | 11,752 | ||||||||||||||||||||||
Thereafter | 556,446 | ||||||||||||||||||||||
$ | 1,583,730 | ||||||||||||||||||||||
Unamortized market rate adjustment | 769 | ||||||||||||||||||||||
Total mortgages, notes and loans payable | $ | 1,584,499 | |||||||||||||||||||||
ACCOUNTS_PAYABLE_AND_ACCRUED_E1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Tables) | 12 Months Ended | |||||||
Dec. 31, 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: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
Below-market tenant leases, net (Note 2) | $ | 43,292 | $ | 40,247 | ||||
Construction payable | 16,272 | 21,821 | ||||||
Accounts payable and accrued expenses | 9,901 | 10,310 | ||||||
Deferred income | 5,471 | 6,539 | ||||||
Accrued dividend | 9,885 | 6,454 | ||||||
Accrued payroll and other employee liabilities | 9,352 | 7,942 | ||||||
Accrued real estate taxes | 9,028 | 5,640 | ||||||
Asset retirement obligation liability | 4,545 | 4,745 | ||||||
Accrued interest | 4,380 | 4,213 | ||||||
Tenant and other deposits | 1,336 | 1,249 | ||||||
Other | 514 | 523 | ||||||
Total accounts payable and accrued expenses, net | $ | 113,976 | $ | 109,683 | ||||
DERIVATIVES_Tables
DERIVATIVES (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Derivative Instruments, Gain (Loss) [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 December 31, 2014 and December 31, 2013: | ||||||||||||||||||||||||||||
Instrument Type | Location in consolidated balance sheets | Notional Amount | Designated Benchmark Interest Rate | Strike Rate | Fair Value at December 31, 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 | $ | 65,305 | One-month LIBOR | 4.5 | % | $ | 1 | $ | 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 | % | $ | (482 | ) | $ | — | 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 and Combined Statements of Operations and Comprehensive Loss for the year ended December 31, 2014. The Company had no cash flow hedges during the year ended December 31, 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) | |||||||||||||||||||||||||||||
Year Ended December 31, | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Pay fixed / receive variable rate swap | $ | (1,210 | ) | $ | — | Interest expense | $ | 728 | $ | — | n.a. | $ | — | $ | — | ||||||||||||||
Designated as Hedging Instrument [Member] | |||||||||||||||||||||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||||||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | As of December 31, 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 Instruments, Gain (Loss) [Line Items] | |||||||||||||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | As of December 31, 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 | $65,305 |
DISPOSITIONS_DISCONTINUED_OPER1
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | ||||||||||
Years ended December 31, | ||||||||||
2013 | 2012 | |||||||||
(In thousands, except per share amounts) | ||||||||||
Total revenues | $ | 4,812 | $ | 9,675 | ||||||
Operating expenses including depreciation and amortization | 3,082 | 8,780 | ||||||||
Provision for impairment | 21,661 | — | ||||||||
Total expenses | 24,743 | 8,780 | ||||||||
Operating income (loss) | (19,931 | ) | 895 | |||||||
Interest expense | (3,227 | ) | (6,786 | ) | ||||||
Net loss from discontinued operations | (23,158 | ) | (5,891 | ) | ||||||
Gain on extinguishment of debt | 13,995 | — | ||||||||
Net loss from discontinued operations | $ | (9,163 | ) | $ | (5,891 | ) | ||||
Net loss from discontinued operations per share- Basic and Diluted | $ | (0.19 | ) | $ | (0.13 | ) |
STOCK_BASED_COMPENSATION_PLANS1
STOCK BASED COMPENSATION PLANS (Tables) | 12 Months Ended | |||||||||
Dec. 31, 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 years ended December 31, 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 | (10,880 | ) | 14.72 | ||||
Forfeited | (42,120 | ) | 15.34 | (51,492 | ) | 14.43 | ||||
Expired | — | — | — | — | ||||||
Stock options outstanding at December 31, | 3,313,869 | $15.89 | 2,579,171 | $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 | 7.25 | $14.72 | |||||||
May-12 | 21,900 | 7.42 | 13.71 | |||||||
Aug-12 | 36,400 | 7.67 | 13.75 | |||||||
Oct-12 | 297,257 | 7.84 | 14.47 | |||||||
Feb-13 | 679,300 | 8.17 | 16.48 | |||||||
Feb-14 | 750,300 | 9.15 | 18.4 | |||||||
Jul-14 | 28,198 | 9.57 | 17.2 | |||||||
Stock options outstanding at December 31, 2014 | 3,313,869 | 7.92 | $15.89 | |||||||
Explanatory Note: | ||||||||||
(1) As of December 31, 2014 and December 31, 2013, 878,288 and 371,214, respectively, stock options became fully vested and are currently exercisable. As of December 31, 2014, and December 31, 2013, the intrinsic value of these options was $3.2 million and $2.8 million, respectively, and such stock options had a weighted average stock price of | ||||||||||
$14.93 and $14.65, respectively. The weighted average remaining contractual term as of December 31, 2014 and December 31, 2013 was 7.5 and 8.4 years, respectively. | ||||||||||
Summary of restricted stock activity | The following table summarizes restricted stock activity for the years ended December 31, 2014 and 2013: | |||||||||
2014 | 2013 | |||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | |||||||
Nonvested 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 | |||||
Cancelled | — | — | — | — | ||||||
Vested | (115,375 | ) | 15.08 | (17,465 | ) | 15.47 | ||||
Nonvested restricted stock grants outstanding at December 31, | 205,731 | $15.45 | 278,617 | $14.85 | ||||||
Schedule of weighted average assumptions under the Black-Scholes option-pricing model for estimation of fair value of options | The fair value of each option grant is estimated on the date of grant using the Black-Scholes pricing model with the following 2014 and 2013 weighted-average assumptions: | |||||||||
2014:00:00 | ||||||||||
Risk-free interest rate | 1.83% - 1.95% | |||||||||
Dividend yield | 3.70% - 3.95% | |||||||||
Expected volatility | 27.75% - 28.27% | |||||||||
Expected life (in years) | 6.5 | |||||||||
2013:00:00 | ||||||||||
Risk-free interest rate | 1.1 | % | ||||||||
Dividend yield | 4.25 | % | ||||||||
Expected volatility | 26 | % | ||||||||
Expected life (in years) | 6.5 | |||||||||
RENTALS_UNDER_OPERATING_LEASES1
RENTALS UNDER OPERATING LEASES (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases [Abstract] | |||||
Schedule of Minimum Future Rental Based on Operating Leases of the Entity's Consolidated Properties Held | The minimum future rentals based on operating leases of the Company's consolidated properties owned as of December 31, 2014 are as follows: | ||||
Year | Amount | ||||
(In thousands) | |||||
2015 | $ | 242,263 | |||
2016 | 201,027 | ||||
2017 | 161,901 | ||||
2018 | 126,967 | ||||
2019 | 105,235 | ||||
Subsequent | 409,646 | ||||
$ | 1,247,039 | ||||
RELATED_PARTY_TRANSACTIONS_Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Related Party Transactions [Abstract] | |||||
Related Party Transaction, Schedule of Future Minimum Rental Payments for Operating Leases | The following table describes the Company's future rental expenses related to the office leases for the Company's New York office: | ||||
Year | Amount | ||||
(In thousands) | |||||
2015 | $ | 1,076 | |||
2016 | 1,086 | ||||
2017 | 1,147 | ||||
2018 | 1,147 | ||||
2019 | 1,147 | ||||
Subsequent | 2,230 | ||||
$ | 7,833 | ||||
QUARTERLY_FINANCIAL_INFORMATIO1
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information | |||||||||||||||||
For the Quarters Ended | |||||||||||||||||
March 31, | June 30, | September 30, | December 31, | ||||||||||||||
2014 | |||||||||||||||||
Total revenues | $ | 67,839 | $ | 67,790 | $ | 74,783 | $ | 81,715 | |||||||||
Operating income | 13,340 | 10,677 | 322 | 7,100 | |||||||||||||
Net loss | (4,425 | ) | (8,175 | ) | (26,372 | ) | (12,711 | ) | |||||||||
Net loss per share - Basic and diluted | (0.08 | ) | (0.14 | ) | (0.46 | ) | (0.22 | ) | |||||||||
Dividends declared per share | 0.17 | 0.17 | 0.17 | 0.17 | |||||||||||||
Weighted average shares outstanding | 56,129,522 | 57,519,079 | 57,519,412 | 57,531,859 | |||||||||||||
2013 | |||||||||||||||||
Total revenues | $ | 57,496 | $ | 58,381 | $ | 60,315 | $ | 67,350 | |||||||||
Operating income | 12,640 | 12,387 | 13,133 | (912 | ) | ||||||||||||
Net loss | (29,486 | ) | 4,116 | (4,683 | ) | (24,692 | ) | ||||||||||
Net loss per share - Basic and diluted | (0.60 | ) | 0.08 | (0.09 | ) | (0.50 | ) | ||||||||||
Dividends declared per share | 0.13 | 0.13 | 0.13 | 0.13 | |||||||||||||
Weighted average shares outstanding | 49,332,151 | 49,342,013 | 49,346,798 | 49,358,281 | |||||||||||||
ORGANIZATION_Details
ORGANIZATION (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 12, 2012 |
segment | property | |||
Organization [Line Items] | ||||
Corporate costs | $260,689 | $206,294 | $197,274 | |
Number of operating segments | 1 | |||
2015 | 16,920 | |||
Segment Reporting, Disclosure of Major Customers | 0.1 | |||
GGP [Member] | ||||
Organization [Line Items] | ||||
Number of properties assets and liabilities are split over | 30 | |||
Corporate, Non-Segment [Member] | ||||
Organization [Line Items] | ||||
Corporate costs | $400 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Plant and Equipment) (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Building and improvements [Member] | ||
Properties | ||
Estimated useful lives | 40 years | |
Equipment and Fixtures [Member] | Maximum [Member] | ||
Properties | ||
Estimated useful lives | 10 years | |
Equipment and Fixtures [Member] | Minimum [Member] | ||
Properties | ||
Estimated useful lives | 5 years | |
Significant Unobservable Inputs (Level 3) | ||
Properties | ||
Fair Value Inputs, Terminal Capitalization Rate | 9.00% | |
Significant Unobservable Inputs (Level 3) | Maximum [Member] | ||
Properties | ||
Fair Value Inputs, Terminal Capitalization Rate | 10.00% | |
Significant Unobservable Inputs (Level 3) | Minimum [Member] | ||
Properties | ||
Fair Value Inputs, Terminal Capitalization Rate | 9.50% |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Impairment) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Mar. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Provision for impairment | $0 | $15,965 | $36,821 | $0 | ||
Gain on extinguishment of debt | 0 | 13,995 | 0 | |||
The Boulevard Mall [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Gain on extinguishment of debt | 14,000 | |||||
The Boulevard Mall [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Provision for impairment | 21,700 | |||||
Collin Creek Mall [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Provision for impairment | 5,100 | |||||
Steeplegate Mall [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Provision for impairment | $10,900 | $15,200 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Intangible Assets and Liabilities) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Intangible assets and liabilities | |||
Net Carrying Amount | ($43,292,000) | ($40,247,000) | |
Amortization of intangible assets | 26,600,000 | 17,200,000 | 22,400,000 |
Amortization of intangible assets and liabilities | 13,100,000 | 15,700,000 | 21,700,000 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2015 | 16,920,000 | ||
2016 | 11,331,000 | ||
2017 | 6,916,000 | ||
2018 | 4,542,000 | ||
2019 | 3,289,000 | ||
Estimated decrease to income due to future amortization | |||
2015 | 7,619,000 | ||
2016 | 5,161,000 | ||
2017 | 3,068,000 | ||
2018 | 644,000 | ||
2019 | -649,000 | ||
Increase (Decrease) in Intangible Assets, Current | 38,100,000 | ||
Tenant leases | |||
Intangible assets and liabilities | |||
Gross Liability | -65,476,000 | -59,641,000 | |
Accumulated Accretion | 22,184,000 | 19,394,000 | |
Net Carrying Amount | -43,292,000 | -40,247,000 | |
Tenant leases | In-place value [Member] | |||
Intangible assets and liabilities | |||
Gross Assets | 97,745,000 | 100,125,000 | |
Accumulated Amortization | -43,481,000 | -37,888,000 | |
Net Carrying Amount | 54,264,000 | 62,237,000 | |
Tenant leases | Acquired Above Market Lease Intangibles | |||
Intangible assets and liabilities | |||
Gross Assets | 109,862,000 | 132,986,000 | |
Accumulated Amortization | -58,866,000 | -64,303,000 | |
Net Carrying Amount | 50,996,000 | 68,683,000 | |
Ground leases | |||
Intangible assets and liabilities | |||
Gross Assets | 3,682,000 | 2,173,000 | |
Accumulated Amortization | -537,000 | -392,000 | |
Net Carrying Amount | $3,145,000 | $1,781,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Interest Hedging Instruments) (Details) (Accounts Payable and Accrued Liabilities [Member], Cash Flow Hedging [Member], Designated as Hedging Instrument [Member], USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Accounts Payable and Accrued Liabilities [Member] | Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Derivative Liability | $500 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition and Related Matters) (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
Accounting Policies [Abstract] | ||||
Straight-line rent amortization | $1,785,000 | $3,488,000 | $3,440,000 | |
Lease termination income | 2,204,000 | 413,000 | 433,000 | |
Net amortization of above and below-market tenant leases | -13,073,000 | -15,672,000 | -21,700,000 | |
Amortization of lease inducement | -28,000 | -1,000,000 | 0 | |
Percentage rents in lieu of minimum rent | 6,731,000 | 7,071,000 | 8,631,000 | |
Straight-line rent receivables, net | 14,431,000 | 12,645,000 | ||
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||||
Balance at beginning of period | 2,798,000 | 2,545,000 | 2,943,000 | |
Provision for doubtful accounts | 1,228,000 | 887,000 | 1,919,000 | |
Write-offs | -673,000 | -634,000 | -2,317,000 | |
Balance at end of period | $3,353,000 | $2,798,000 | $2,545,000 | $2,943,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Loss Per Share) (Details) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 12, 2012 | Feb. 06, 2013 | |
Employee Stock Option [Member] | ||||
Loss per share | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,313,869 | 2,579,171 | ||
Restricted Stock [Member] | ||||
Loss per share | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 205,731 | 278,617 | ||
Common Stock [Member] | ||||
Loss per share | ||||
Issuance of common stock related to the spin-off date, shares | 35,547,049 | |||
Common Class B [Member] | ||||
Loss per share | ||||
Issuance of common stock related to the spin-off date, shares | 359,056 | |||
Shares converted (shares) | 359,056 | |||
Conversion of Class B share to common shares (shares) | 359,056 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Weighted Average Shares Outstanding) (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Weighted-average shares outstanding | |||||||||||
Weighted average shares - basic and diluted (shares) | 57,531,859 | 57,519,412 | 57,519,079 | 56,129,522 | 49,358,281 | 49,346,798 | 49,342,013 | 49,332,151 | 57,203,196 | 49,344,927 | 46,149,893 |
Recovered_Sheet1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value Measurements) (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | ||
Total Fair Value Measurement | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Real Estate | $74,237 | [1] | $33,475 | [1] |
Quoted Price in Active Markets for Identical Assets (Level 1) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Real Estate | 0 | [1] | 0 | [1] |
Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Real Estate | 0 | [1] | 0 | [1] |
Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Real Estate | 74,237 | [1] | 33,475 | [1] |
Discount Rate | 0.00% | 0.00% | ||
Fair Value Inputs, Terminal Capitalization Rate | 9.00% | |||
Fair Value, Measurements, Recurring [Member] | Interest Rate Cap [Member] | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Asset | 1 | 45 | ||
Fair Value, Measurements, Recurring [Member] | Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Asset | 1 | 45 | ||
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Liability | -482 | |||
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Liability | ($482) | |||
[1] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOjFkYmI0ZDNkYmU0NTQ2NmNhOTI4YjY3ZDNjZjRmNWUzfFRleHRTZWxlY3Rpb246MkIzRkUwOUFDN0JDNjAxRTRDRUEzQjZFOUExNTJBQjIM} |
Recovered_Sheet2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Plant and Equipment Roll-forward) (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Movement in Property, Plant and Equipment [Roll Forward 2014] | |||||
Depreciation and amortization expense | ($100,302,000) | ($66,497,000) | ($67,709,000) | ||
The Boulevard Mall [Member] | |||||
Movement in Property, Plant and Equipment [Roll Forward 2014] | |||||
Beginning carrying value | 84,175,000 | [1] | |||
Capital expenditures | 0 | ||||
Depreciation and amortization expense | -928,000 | ||||
Loss on impairment of real estate | -21,661,000 | ||||
Gain (Loss) on Disposition of Assets | -61,586,000 | [1] | |||
Ending carrying value | 0 | [1] | |||
Collin Creek Mall [Member] | |||||
Movement in Property, Plant and Equipment [Roll Forward 2014] | |||||
Beginning carrying value | 60,120,000 | [1] | |||
Capital expenditures | 1,449,000 | ||||
Depreciation and amortization expense | -4,723,000 | ||||
Loss on impairment of real estate | -5,079,000 | ||||
Ending carrying value | 51,767,000 | [1] | |||
Steeplegate Mall [Member] | |||||
Movement in Property, Plant and Equipment [Roll Forward 2014] | |||||
Beginning carrying value | 34,789,000 | [1] | 51,687,000 | [1] | |
Capital expenditures | 456,000 | 885,000 | |||
Depreciation and amortization expense | -1,700,000 | -2,624,000 | |||
Loss on impairment of real estate | -10,886,000 | -15,159,000 | |||
Gain (Loss) on Disposition of Assets | 0 | [1] | |||
Ending carrying value | $22,659,000 | [1] | $34,789,000 | [1] | |
[1] | The carrying value includes each mall's respective land, building, in-place lease value, and above and below market lease values. |
Recovered_Sheet3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value of Financial Instruments | ||
Fixed-rate debt | $1,248,426 | $1,031,016 |
Variable-rate debt | 335,304 | 433,113 |
Total Mortgages, notes and loans payable | 1,584,499 | 1,454,546 |
Carrying Amount | ||
Fair Value of Financial Instruments | ||
Fixed-rate debt | 1,249,195 | 1,021,432 |
Variable-rate debt | 335,304 | 433,114 |
Total Mortgages, notes and loans payable | 1,584,499 | 1,454,546 |
Total Fair Value Measurement | ||
Fair Value of Financial Instruments | ||
Fixed-rate debt | 1,248,928 | 1,013,726 |
Variable-rate debt | 336,791 | 434,508 |
Total Mortgages, notes and loans payable | $1,585,719 | $1,448,234 |
Recovered_Sheet4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Deferred Expenses) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred lease costs | ||
Gross Asset | $55,647 | $43,570 |
Accumulated Amortization | -14,683 | -12,039 |
Net Carrying Amount | 40,964 | 31,531 |
Deferred finance costs | ||
Gross Asset | 19,151 | 18,979 |
Accumulated Amortization | -7,504 | -4,455 |
Net Carrying Amount | 11,647 | 14,524 |
Total | ||
Gross Asset | 74,798 | 62,549 |
Accumulated Amortization | -22,187 | -16,494 |
Deferred expenses, net | $52,611 | $46,055 |
Recovered_Sheet5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Asset Retirement Obligations) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Asset Retirement Obligations | ||
Preliminary estimate of the cost of the environmental remediation liability | $4,545 | $4,745 |
ACQUISITIONS_Details
ACQUISITIONS (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 29, 2014 | |||
Business Acquisition [Line Items] | ||||||||||||||
Noncontrolling Interest, ownership percentage by parent | 51.00% | |||||||||||||
Acquired Below Market Lease Intangibles | ($14,989,000) | ($15,991,000) | ||||||||||||
Acquisition related costs | 1,000,000 | 2,100,000 | 1,000,000 | |||||||||||
Total revenues | 81,715,000 | 74,783,000 | 67,790,000 | 67,839,000 | 67,350,000 | 60,315,000 | 58,381,000 | 57,496,000 | 292,127,000 | 243,542,000 | 224,299,000 | |||
Net income (loss) attributable to parent | -51,756,000 | -54,745,000 | -68,659,000 | |||||||||||
Total revenues | 307,027,000 | 273,306,000 | ||||||||||||
Net loss | -51,561,000 | -72,965,000 | ||||||||||||
Net loss per share - basic and diluted (usd per share) | ($0.90) | ($1.15) | ($1.58) | |||||||||||
Weighted average shares - basic and diluted (shares) | 57,531,859 | 57,519,412 | 57,519,079 | 56,129,522 | 49,358,281 | 49,346,798 | 49,342,013 | 49,332,151 | 57,203,196 | 49,344,927 | 46,149,893 | |||
In-place value [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 18,302,000 | 23,157,000 | ||||||||||||
Above-market tenant leases, net [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 8,652,000 | 9,984,000 | ||||||||||||
Land [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 26,938,000 | 51,055,000 | ||||||||||||
Building and improvements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 187,155,000 | 268,836,000 | ||||||||||||
Other Assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 4,709,000 | 4,583,000 | ||||||||||||
Bel Air Mall [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquired Below Market Lease Intangibles | -6,889,000 | [1] | -4,521,000 | |||||||||||
Bel Air Mall [Member] | In-place value [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 11,329,000 | [1] | 5,076,000 | |||||||||||
Bel Air Mall [Member] | Above-market tenant leases, net [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 3,952,000 | [1] | 1,098,000 | |||||||||||
Bel Air Mall [Member] | Land [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 8,969,000 | [1] | 9,088,000 | |||||||||||
Bel Air Mall [Member] | Building and improvements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 111,206,000 | [1] | 36,961,000 | |||||||||||
Bel Air Mall [Member] | Other Assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 3,350,000 | [1] | 1,430,000 | |||||||||||
The Mall at Barnes Crossing [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquired Below Market Lease Intangibles | -8,100,000 | [2] | ||||||||||||
The Mall at Barnes Crossing [Member] | Retail Site [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Stated percentage | 4.29% | 4.29% | ||||||||||||
The Mall at Barnes Crossing [Member] | In-place value [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 6,973,000 | [2] | ||||||||||||
The Mall at Barnes Crossing [Member] | Above-market tenant leases, net [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 4,700,000 | [2] | ||||||||||||
The Mall at Barnes Crossing [Member] | Land [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 17,969,000 | [2] | ||||||||||||
The Mall at Barnes Crossing [Member] | Building and improvements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 75,949,000 | [2] | ||||||||||||
The Mall at Barnes Crossing [Member] | Other Assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 1,359,000 | [2] | ||||||||||||
ChesterfieldTowneCenter [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquired Below Market Lease Intangibles | -6,741,000 | |||||||||||||
ChesterfieldTowneCenter [Member] | In-place value [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 8,755,000 | |||||||||||||
ChesterfieldTowneCenter [Member] | Above-market tenant leases, net [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 4,843,000 | |||||||||||||
ChesterfieldTowneCenter [Member] | Land [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 19,387,000 | |||||||||||||
ChesterfieldTowneCenter [Member] | Building and improvements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 135,825,000 | |||||||||||||
ChesterfieldTowneCenter [Member] | Other Assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 2,181,000 | |||||||||||||
The Centre at Salisbury [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquired Below Market Lease Intangibles | -4,729,000 | |||||||||||||
The Centre at Salisbury [Member] | In-place value [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 9,326,000 | |||||||||||||
The Centre at Salisbury [Member] | Above-market tenant leases, net [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 4,043,000 | |||||||||||||
The Centre at Salisbury [Member] | Land [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 22,580,000 | |||||||||||||
The Centre at Salisbury [Member] | Building and improvements [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 96,050,000 | |||||||||||||
The Centre at Salisbury [Member] | Other Assets [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase Price | 972,000 | |||||||||||||
Greenville Mall, Chesterfield Towne Center and The Mall at Barnes Crossing and Marketplace [Member] [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total revenues | 14,600,000 | |||||||||||||
Net income (loss) attributable to parent | 1,600,000 | |||||||||||||
Greenville Mall, Chesterfield Towne Center and The Centre at Salisbury [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total revenues | 4,800,000 | |||||||||||||
Net income (loss) attributable to parent | 1,100,000 | |||||||||||||
Retail Site [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Square Footage Acquired | 1,741,046 | 2,151,413 | ||||||||||||
Purchase Price | 230,767,000 | 341,400,000 | ||||||||||||
Retail Site [Member] | Bel Air Mall [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date Acquired | 22-May-14 | [3] | ||||||||||||
Square Footage Acquired | 1,004,439 | |||||||||||||
Purchase Price | 131,917,000 | [3] | ||||||||||||
Interest acquired | 100.00% | 100.00% | ||||||||||||
Debt assumed | 112,500,000 | 112,500,000 | ||||||||||||
Stated percentage | 5.30% | 5.30% | ||||||||||||
Retail Site [Member] | The Mall at Barnes Crossing [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date Acquired | 29-Aug-14 | [3],[4] | ||||||||||||
Square Footage Acquired | 736,607 | |||||||||||||
Purchase Price | 98,850,000 | [3],[4] | ||||||||||||
Debt assumed | 67,000,000 | 67,000,000 | ||||||||||||
Amortization term | 30 years | |||||||||||||
Noncontrolling Interest, ownership percentage by parent | 51.00% | 51.00% | ||||||||||||
Retail Site [Member] | GreenvilleMall [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date Acquired | 24-Jul-13 | [3],[5] | ||||||||||||
Square Footage Acquired | 413,759 | [3],[5] | ||||||||||||
Purchase Price | 48,900,000 | [3],[5] | ||||||||||||
Debt assumed | 41,700,000 | 41,700,000 | ||||||||||||
Stated percentage | 5.29% | 5.29% | ||||||||||||
Amortization term | 30 years | |||||||||||||
Premium or discount recorded | 200,000 | 200,000 | ||||||||||||
Retail Site [Member] | ChesterfieldTowneCenter [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date Acquired | 11-Dec-13 | [3],[6] | ||||||||||||
Square Footage Acquired | 1,016,258 | [3],[6] | ||||||||||||
Purchase Price | 165,500,000 | [3],[6] | ||||||||||||
Debt assumed | 109,700,000 | 109,700,000 | ||||||||||||
Stated percentage | 4.75% | 4.75% | ||||||||||||
Amortization term | 30 years | |||||||||||||
Premium or discount recorded | 1,300,000 | 1,300,000 | ||||||||||||
Retail Site [Member] | The Centre at Salisbury [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date Acquired | 11-Dec-13 | [3],[6] | ||||||||||||
Square Footage Acquired | 721,396 | [3],[6] | ||||||||||||
Purchase Price | 127,000,000 | [3],[6] | ||||||||||||
Debt assumed | 115,000,000 | 115,000,000 | ||||||||||||
Stated percentage | 5.79% | 5.79% | ||||||||||||
Premium or discount recorded | $1,200,000 | $1,200,000 | ||||||||||||
[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] | Rouse acquired a 100% interest in the mall. | |||||||||||||
[4] | 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, is interest only for the first three years and amortizes on a 30 year schedule thereafter. See Note 12 for further details. | |||||||||||||
[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. |
PREPAID_EXPENSES_AND_OTHER_ASS2
PREPAID EXPENSES AND OTHER ASSETS, NET (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Prepaid expenses and other assets | ||
Prepaid expenses | $4,755 | $4,776 |
Deposits | 1,447 | 682 |
Other | 2,347 | 330 |
Total prepaid expenses and other assets, net | 62,690 | 76,252 |
Ground leases | ||
Prepaid expenses and other assets | ||
Finite-lived intangible assets, net | 3,145 | 1,781 |
Above-market tenant leases, net [Member] | Tenant leases | ||
Prepaid expenses and other assets | ||
Finite-lived intangible assets, net | $50,996 | $68,683 |
MORTGAGES_NOTES_AND_LOANS_PAYA2
MORTGAGES, NOTES AND LOANS PAYABLE - Summary (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jul. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | 31-May-14 | Apr. 30, 2014 | Jul. 30, 2013 | Jun. 30, 2013 | Nov. 30, 2013 | Sep. 30, 2013 | Aug. 31, 2013 | Mar. 31, 2013 | Feb. 28, 2013 | 31-May-13 | Jun. 30, 2012 | Aug. 29, 2014 | Oct. 31, 2014 | Oct. 16, 2014 | Sep. 30, 2014 | Feb. 28, 2014 | Apr. 30, 2013 |
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | $1,248,426 | $1,031,016 | |||||||||||||||||||
Less: Market rate adjustments | 769 | -9,583 | |||||||||||||||||||
Fixed-rate debt at fair value | 1,249,195 | 1,021,433 | |||||||||||||||||||
Variable-rate debt | 335,304 | 433,113 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 1,584,499 | 1,454,546 | |||||||||||||||||||
Fixed rate debt, interest rate | 3.24% | ||||||||||||||||||||
Steeplegate Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 45,858 | 47,970 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.94% | ||||||||||||||||||||
Bel Air Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 111,276 | 0 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 111,276 | 0 | |||||||||||||||||||
Fixed rate debt, interest rate | 5.30% | ||||||||||||||||||||
GreenvilleMall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 40,602 | 41,375 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 41,700 | 0 | |||||||||||||||||||
Fixed rate debt, interest rate | 5.29% | ||||||||||||||||||||
Vista Ridge Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 68,537 | 71,270 | |||||||||||||||||||
Fixed rate debt, interest rate | 6.87% | ||||||||||||||||||||
Washington Park Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 10,505 | 10,872 | |||||||||||||||||||
Fixed rate debt, interest rate | 5.35% | ||||||||||||||||||||
The Centre at Salisbury [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 115,000 | 115,000 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 3,500 | 115,000 | 0 | ||||||||||||||||||
Fixed rate debt, interest rate | 5.79% | ||||||||||||||||||||
The Mall at Turtle Creek [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 77,648 | 78,615 | |||||||||||||||||||
Fixed rate debt, interest rate | 6.54% | ||||||||||||||||||||
Collin Creek Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 58,128 | 60,206 | |||||||||||||||||||
Fixed rate debt, interest rate | 6.78% | ||||||||||||||||||||
Grand Traverse Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 59,479 | 60,429 | |||||||||||||||||||
Fixed rate debt, interest rate | 5.02% | ||||||||||||||||||||
Knollwood Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 0 | 36,281 | |||||||||||||||||||
Fixed rate debt, interest rate | 0.00% | ||||||||||||||||||||
West Valley Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 59,000 | 0 | |||||||||||||||||||
Variable-rate debt | 0 | 59,000 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 59,000 | 47,100 | |||||||||||||||||||
Fixed rate debt, interest rate | 3.24% | ||||||||||||||||||||
Variable-rate debt, interest rate | 0.00% | ||||||||||||||||||||
Pierre Bossier Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 46,654 | 47,400 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.94% | ||||||||||||||||||||
Pierre Bossier Anchor [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 3,637 | 3,718 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.85% | ||||||||||||||||||||
Southland Center [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 76,037 | 77,205 | |||||||||||||||||||
Fixed rate debt, interest rate | 5.09% | ||||||||||||||||||||
ChesterfieldTowneCenter [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 107,967 | 109,737 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 109,737 | 0 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.75% | ||||||||||||||||||||
Animas Valley Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 50,053 | 50,911 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.41% | ||||||||||||||||||||
Lakeland Square Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 68,053 | 69,241 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 70,000 | 50,300 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.17% | ||||||||||||||||||||
Valley Hills [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 66,492 | 67,572 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 51,400 | 68,000 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.47% | ||||||||||||||||||||
Chula Vista Center [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 70,000 | 0 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 0 | 70,000 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.18% | ||||||||||||||||||||
The Mall at Barnes Crossing [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 67,000 | 0 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 0 | 67,000 | |||||||||||||||||||
Fixed rate debt, interest rate | 4.29% | ||||||||||||||||||||
Bay Shore Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 46,500 | 27,720 | 46,500 | ||||||||||||||||||
Total Mortgages, notes and loans payable | 46,500 | 0 | |||||||||||||||||||
Fixed rate debt, interest rate | 3.96% | 7.13% | |||||||||||||||||||
Sikes Center [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Fixed-rate debt | 0 | 55,494 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 54,618 | 0 | |||||||||||||||||||
Fixed rate debt, interest rate | 0.00% | ||||||||||||||||||||
NewPark Mall [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.05% | 3.25% | 7.50% | ||||||||||||||||||
Variable-rate debt | 65,304 | 66,113 | |||||||||||||||||||
Total Mortgages, notes and loans payable | 66,500 | 62,900 | |||||||||||||||||||
Variable-rate debt, interest rate | 3.42% | ||||||||||||||||||||
2013 Term Loan [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Variable-rate debt | 260,000 | 260,000 | |||||||||||||||||||
Variable-rate debt, interest rate | 2.92% | ||||||||||||||||||||
2013 Revolver [Member] | |||||||||||||||||||||
Mortgages, notes and loans payable [Line Item] | |||||||||||||||||||||
Variable-rate debt | $10,000 | $48,000 | |||||||||||||||||||
Variable-rate debt, interest rate | 2.92% |
MORTAGES_NOTES_AND_LOANS_PAYAB
MORTAGES, NOTES AND LOANS PAYABLE - Property Level Debt Narrative (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 28, 2014 | Jul. 31, 2014 | 31-May-14 | 31-May-13 | Apr. 30, 2013 | Mar. 06, 2014 | Sep. 30, 2013 | Aug. 31, 2013 | Oct. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 21, 2014 | |
property | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Number of real estate properties | 36 | ||||||||||||||
Long-term debt | $1,584,499,000 | $1,454,546,000 | |||||||||||||
Repayments of debt | 103,233,000 | 594,389,000 | 558,262,000 | ||||||||||||
Fixed rate debt, interest rate | 3.24% | ||||||||||||||
Funding Including Subsequent Funding | 71,500,000 | ||||||||||||||
NewPark Mall [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 66,500,000 | 62,900,000 | |||||||||||||
Subsequent Funding | 5,000,000 | ||||||||||||||
Property Level Debt [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 1,310,000,000 | ||||||||||||||
Market rate adjustments | 800,000 | ||||||||||||||
Long-term Debt, Weighted Average Interest Rate | 5.00% | 5.20% | |||||||||||||
Property Level Debt [Member] | Weighted Average [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Term | 4 years 10 months 10 days | 5 years | |||||||||||||
LakelandMall [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 65,000,000 | ||||||||||||||
West Valley Mall [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 59,000,000 | 47,100,000 | |||||||||||||
Fixed rate debt, interest rate | 3.24% | ||||||||||||||
Bay Shore Mall [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 46,500,000 | 0 | |||||||||||||
Repayments of debt | 27,600,000 | ||||||||||||||
Fixed rate debt, interest rate | 3.96% | 7.13% | |||||||||||||
Sikes Center [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 0 | 54,618,000 | |||||||||||||
Repayments of debt | 54,600,000 | ||||||||||||||
Fixed rate debt, interest rate | 0.00% | ||||||||||||||
LakelandMall [Member] | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 5,000,000 | ||||||||||||||
LakelandMall [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | $70,000,000 |
MORTGAGES_NOTES_AND_LOANS_PAYA3
MORTGAGES, NOTES AND LOANS PAYABLE - Schedule of Property Refinancing (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||||||||||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 31, 2014 | Aug. 31, 2014 | Jul. 31, 2014 | 31-May-14 | Mar. 31, 2013 | 31-May-13 | Jun. 30, 2013 | Jul. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 29, 2014 | Jun. 30, 2014 | Apr. 30, 2014 | Feb. 28, 2013 | Apr. 30, 2013 | Jun. 30, 2012 | Jul. 30, 2013 | Aug. 31, 2013 | Nov. 30, 2013 | Mar. 21, 2014 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | $1,584,499 | $1,454,546 | $1,454,546 | |||||||||||||||||||||
Net proceeds | 183,500 | 523,500 | 616,360 | |||||||||||||||||||||
Bay Shore Mall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 46,500 | 0 | ||||||||||||||||||||||
Interest rate, effective percentage | 3.96% | 0.00% | ||||||||||||||||||||||
Net proceeds | 43,400 | |||||||||||||||||||||||
The Mall at Barnes Crossing [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 0 | 67,000 | ||||||||||||||||||||||
Interest rate, effective percentage | 0.00% | 4.29% | ||||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
Chula Vista Center [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 70,000 | 0 | ||||||||||||||||||||||
Interest rate, effective percentage | 4.18% | 0.00% | ||||||||||||||||||||||
Net proceeds | 15,000 | |||||||||||||||||||||||
Sikes Center [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 0 | 54,618 | ||||||||||||||||||||||
Interest rate, effective percentage | 0.00% | 5.20% | ||||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
Bel Air Mall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 111,276 | 0 | ||||||||||||||||||||||
Interest rate, effective percentage | 5.30% | 0.00% | ||||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
Lakeland Square Mall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 70,000 | 50,300 | ||||||||||||||||||||||
Interest rate, effective percentage | 4.17% | 5.12% | ||||||||||||||||||||||
Net proceeds | 13,400 | |||||||||||||||||||||||
NewPark Mall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 66,500 | 62,900 | ||||||||||||||||||||||
Interest rate, effective percentage | 7.45% | |||||||||||||||||||||||
Net proceeds | 1,100 | |||||||||||||||||||||||
Valley Hills [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 51,400 | 68,000 | ||||||||||||||||||||||
Interest rate, effective percentage | 4.73% | 4.47% | ||||||||||||||||||||||
Net proceeds | 15,000 | |||||||||||||||||||||||
GreenvilleMall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 0 | 41,700 | ||||||||||||||||||||||
Interest rate, effective percentage | 0.00% | 5.29% | ||||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
West Valley Mall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 59,000 | 47,100 | ||||||||||||||||||||||
Interest rate, effective percentage | 3.24% | 3.43% | ||||||||||||||||||||||
Net proceeds | 11,400 | |||||||||||||||||||||||
ChesterfieldTowneCenter [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 109,737 | 109,737 | 0 | |||||||||||||||||||||
Interest rate, effective percentage | 4.75% | 4.75% | 0.00% | |||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
The Centre at Salisbury [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 3,500 | 115,000 | 115,000 | 0 | ||||||||||||||||||||
Interest rate, effective percentage | 5.79% | 5.79% | 0.00% | |||||||||||||||||||||
Net proceeds | 0 | |||||||||||||||||||||||
Minimum [Member] | LakelandMall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | 5,000 | |||||||||||||||||||||||
Maximum [Member] | LakelandMall [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Long-term debt | $70,000 |
MORTGAGES_NOTES_AND_LOANS_PAYA4
MORTGAGES, NOTES AND LOANS PAYABLE - Corporate Facilities (Details) (USD $) | 0 Months Ended | 12 Months Ended | |||
Nov. 22, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 12, 2012 | Dec. 30, 2012 | |
Debt Instrument [Line Items] | |||||
Current borrowing capacity | $510,000,000 | ||||
Maximum increase in borrowing capacity | 250,000,000 | ||||
Line of credit, maximum credit | 760,000,000 | ||||
Extinguishment of debt | 70,900,000 | ||||
Guarantee | 5,200,000 | ||||
Fees, Letter of Credit | 0.1 | ||||
Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit, maximum credit | 50,000,000 | ||||
Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Pledged Assets Not Separately Reported Real Estate before Accumulated Depreciation | 2,120,000,000 | ||||
Long-term Debt, Weighted Average Interest Rate | 4.60% | 4.60% | |||
Senior Secured Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||
Debt Instrument, Basis Spread on Variable Rate | 5.00% | ||||
Debt Instrument Variable Rate Basis Floor | 1.00% | ||||
Repayments of Debt | 100,000,000 | ||||
Renegotiated Senior Secured Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | ||||
Debt Instrument Variable Rate Basis Floor | 0.00% | ||||
2012 Revolver [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit, maximum credit | 150,000,000 | 50,000,000 | |||
Commitment Fee Amount | 400,000 | ||||
Line of Credit Facility Unused Capacity Commitment Fee Percentage for Unused Credit Facility Greater than or Equal to Fifty Percent | 0.30% | ||||
Line of Credit Facility Unused Capacity Commitment Fee Percentage for Unused Credit Facility Less than Fifty Percent | 0.25% | ||||
Revolving Credit Facility [Member] | 2013 Revolver [Member] | |||||
Debt Instrument [Line Items] | |||||
Current borrowing capacity | 250,000,000 | 285,000,000 | |||
Term | 4 years | ||||
Extension period | 1 year | ||||
Amount Outstanding | 10,000,000 | 48,000,000 | |||
Commitment Fee Percentage, If Greater Than 50 Percent | 0.20% | ||||
Commitment Fee Percentage, If Less Than 50 Percent | 0.30% | ||||
Commitment Fee Amount | 800,000 | 100,000 | |||
Secured Debt [Member] | 2013 Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Current borrowing capacity | 260,000,000 | ||||
Term | 5 years | ||||
Weighted Average [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Term | 4 years 8 months | 4 years 11 months | |||
Brookfield Asset Management Inc [Member] | Subordinated Unsecured Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit, maximum credit | 100,000,000 | ||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||
Debt Instrument Default Interest Rate | 2.00% | ||||
Commitment Fee Amount | $300,000 | ||||
Debt Instrument, Basis Spread on Variable Rate | 8.50% | ||||
Debt Instrument Variable Rate Basis Floor | 1.00% | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Default Interest Rate | 3.00% |
MORTGAGES_NOTES_AND_LOANS_PAYA5
MORTGAGES, NOTES AND LOANS PAYABLE - Maturities, Repayments of Principal (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
2015 | $213,119 | |
2016 | 332,762 | |
2017 | 140,759 | |
2018 | 328,892 | |
2019 | 11,752 | |
Thereafter | 556,446 | |
Long-term Debt, Gross | 1,583,730 | |
Unamortized market rate adjustment | 769 | |
Total Mortgages, notes and loans payable | $1,584,499 | $1,454,546 |
ACCOUNTS_PAYABLE_AND_ACCRUED_E2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Accounts Payable and Accrued Liabilities, Current [Abstract] | |||
Below-market tenant leases, net (Note 2) | $43,292 | $40,247 | |
Construction payable | 16,272 | 21,821 | |
Accounts payable and accrued expenses | 9,901 | 10,310 | |
Deferred income | 5,471 | 6,539 | |
Dividends declared, not yet paid | 9,885 | 6,454 | 3,479 |
Accrued payroll and other employee liabilities | 9,352 | 7,942 | |
Accrued real estate taxes | 9,028 | 5,640 | |
Asset retirement obligation liability | 4,545 | 4,745 | |
Accrued interest | 4,380 | 4,213 | |
Tenant and other deposits | 1,336 | 1,249 | |
Other | 514 | 523 | |
Total accounts payable and accrued expenses, net | $113,976 | $109,683 |
DERIVATIVES_Details
DERIVATIVES (Details) (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 |
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | |||
Derivative [Line Items] | |||
Number of Instruments | 1 | ||
Designated as Hedging Instrument [Member] | Interest Expense [Member] | |||
Derivative [Line Items] | |||
Gain Recognized in Earnings (Effective Portion) | $0 | ($1,210) | |
Loss Recognized in Earnings (Effective Portion) | 728 | 0 | |
Gain Recognized in Earnings (Ineffective Portion) | 0 | 0 | |
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | |||
Derivative [Line Items] | |||
Notional Amount | 59,000 | ||
Strike Rate | 1.50% | ||
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | |||
Derivative [Line Items] | |||
Derivative Liability, Fair Value, Gross Liability | -482 | 0 | |
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | Prepaid Expenses and Other Current Assets [Member] | |||
Derivative [Line Items] | |||
Notional Amount | 65,305 | ||
Strike Rate | 4.50% | ||
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | Prepaid Expenses and Other Current Assets [Member] | Fair Value, Measurements, Recurring [Member] | |||
Derivative [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | 1 | 45 | |
Not Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | |||
Derivative [Line Items] | |||
Notional Amount | $65,305 |
DERIVATIVES_Additional_Details
DERIVATIVES Additional (Details) (USD $) | Dec. 31, 2014 | Jan. 31, 2014 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Reclassification to interest expense | $0.70 | |
Fixed rate | 1.49% | |
Amount needed to settle its obligations under the agreement at its termination value | $0.60 | |
LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.75% |
DISPOSITIONS_DISCONTINUED_OPER2
DISPOSITIONS, DISCONTINUED OPERATIONS AND GAIN (LOSSES) ON DISPOSITIONS OF INTEREST IN OPERATING PROPERTIES (Details) (USD $) | 12 Months Ended | 1 Months Ended | 3 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Mar. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Real Estate Assets Held for Development and Sale | $55,647,000 | $0 | |||
Net loss from discontinued operations | 0 | -23,158,000 | -5,891,000 | ||
Gain on extinguishment of debt | 0 | 13,995,000 | 0 | ||
Net loss from discontinued operations | 0 | -9,163,000 | -5,891,000 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 38,590,000 | 0 | |||
Fixed rate debt, interest rate | 3.24% | ||||
Knollwood Mall [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Mortgage Loans | 33,481,000 | ||||
Disposal Group, Including Discontinued Operation, Other Liabilities | 5,109,000 | ||||
The Boulevard Mall [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Total revenues | 4,812,000 | 9,675,000 | |||
Operating expenses including depreciation and amortization | 3,082,000 | 8,780,000 | |||
Provision for impairment | 21,661,000 | 0 | |||
Total expenses | 24,743,000 | 8,780,000 | |||
Operating income (loss) | -19,931,000 | 895,000 | |||
Interest expense | -3,227,000 | -6,786,000 | |||
Net loss from discontinued operations | -23,158,000 | -5,891,000 | |||
Gain on extinguishment of debt | 14,000,000 | ||||
Net loss from discontinued operations | -9,163,000 | -5,891,000 | |||
Net loss from discontinued operations per share- Basic and Diluted (in usd per share) | ($0.19) | ($0.13) | |||
Subsequent Event [Member] | Knollwood Mall [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from Sale of Productive Assets | 106,700,000 | ||||
Repayments of Debt | 35,100,000 | ||||
Proceeds from Sale of Other Productive Assets | $54,700,000 | ||||
Fixed rate debt, interest rate | 5.35% |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
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 | $0.07 | $0.08 | $0.10 |
COMMON_STOCK_Details
COMMON STOCK (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||
In Thousands, except Share data, unless otherwise specified | Jan. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 12, 2012 | Oct. 30, 2014 | Aug. 01, 2013 | 2-May-13 | Feb. 28, 2013 |
Common Stock disclosures | |||||||||||||||||
Issuance of common stock related to the rights offering, shares | 8,050,000 | ||||||||||||||||
Sale of treasury stock (in shares) | 10,559 | ||||||||||||||||
Treasury shares sold (in dollars per share) | $17.91 | ||||||||||||||||
Common stock dividend declared (in dollars per share) | $0.17 | $0.17 | $0.17 | $0.17 | $0.13 | $0.13 | $0.13 | $0.13 | $0.68 | $0.52 | $0.21 | ||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 1,376 | ||||||||||||||||
Share Price | $19.50 | ||||||||||||||||
Proceeds received from equity offering | $150,700 | $156,974 | $0 | $200,000 | |||||||||||||
Underwriting Discount | 6,300 | 6,278 | 0 | 0 | |||||||||||||
Additional Paid-In Capital | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Proceeds received from equity offering | $150,616 | ||||||||||||||||
Common Class A [Member] | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Common stock related to the spin-off and transfer of GGP equity on the spin-off date (in shares) | 35,547,049 | ||||||||||||||||
Par value (in dollars per share) | $0.01 | $0.01 | $0.01 | $0.01 | |||||||||||||
Issuance of common stock related to the rights offering, shares | 13,333,333 | ||||||||||||||||
Common Class A [Member] | Common stock | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Common stock related to the spin-off and transfer of GGP equity on the spin-off date (in shares) | 35,547,049 | ||||||||||||||||
Issuance of common stock related to the rights offering, shares | 8,050,000 | 13,333,333 | |||||||||||||||
Sale of treasury stock (in shares) | 10,559 | ||||||||||||||||
Common Class B [Member] | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Common stock related to the spin-off and transfer of GGP equity on the spin-off date (in shares) | 359,056 | 359,056 | |||||||||||||||
Par value (in dollars per share) | $0.01 | $0.01 | $0.01 | $0.01 | |||||||||||||
Common Class B [Member] | Common stock | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Common stock related to the spin-off and transfer of GGP equity on the spin-off date (in shares) | 359,056 | ||||||||||||||||
Brookfield | Common Class A [Member] | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Percentage of ownership interest held by related party | 33.60% | 33.60% | |||||||||||||||
Dividend Declared [Member] | |||||||||||||||||
Common Stock disclosures | |||||||||||||||||
Common stock dividend declared (in dollars per share) | $0.17 | $0.17 | $0.17 | $0.17 |
STOCK_BASED_COMPENSATION_PLANS2
STOCK BASED COMPENSATION PLANS (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Common stock reserved for issuance (in shares) | 4,887,997 | |||
Maximum number of shares that can be granted to participant | 2,500,000 | |||
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 | -10,880 | ||
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] | 2,579,171 | |
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) | $16.48 | $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) | $15.89 | $15.14 | ||
[1] | As of DecemberB 31, 2014 and December 31, 2013, 878,288 and 371,214, respectively, stock options became fully vested and are currently exercisable. As of DecemberB 31, 2014, and December 31, 2013, the intrinsic value of these options was $3.2 million and $2.8 million, respectively, and such stock options had a weighted average stock price of $14.93 and $14.65, respectively. The weighted average remaining contractual term as of DecemberB 31, 2014 and December 31, 2013 was 7.5 and 8.4 years, respectively. |
STOCK_BASED_COMPENSATION_PLANS3
STOCK BASED COMPENSATION PLANS (Details 2) (Employee Stock Option [Member], USD $) | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 3,313,869 | [1] | 2,579,171 | 1,945,643 |
Weighted Average Remaining Contractual Term (in years) | 7 years 11 months | |||
Weighted Average Exercise Price (in dollars per share) | $15.89 | $15.14 | $14.64 | |
Stock options becoming fully vested and exercisable (in shares) | 878,288 | 371,214 | ||
Intrinsic value of options vested | $3.20 | $2.80 | ||
Weighted Average Exercise Price (in dollars per share) | $14.93 | $14.65 | ||
Weighted average contractual term | 7 years 6 months | 8 years 4 months 7 days | ||
Recognition of share-based compensation expense | $1.80 | $1.40 | $1 | |
March 2012 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 1,500,514 | |||
Weighted Average Remaining Contractual Term (in years) | 7 years 3 months | |||
Weighted Average Exercise Price (in dollars per share) | $14.72 | |||
May 2012 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 21,900 | |||
Weighted Average Remaining Contractual Term (in years) | 7 years 5 months 1 day | |||
Weighted Average Exercise Price (in dollars per share) | $13.71 | |||
August 2012 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 36,400 | |||
Weighted Average Remaining Contractual Term (in years) | 7 years 8 months 1 day | |||
Weighted Average Exercise Price (in dollars per share) | $13.75 | |||
October 2012 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 297,257 | |||
Weighted Average Remaining Contractual Term (in years) | 7 years 10 months 1 day | |||
Weighted Average Exercise Price (in dollars per share) | $14.47 | |||
February 2013 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 679,300 | |||
Weighted Average Remaining Contractual Term (in years) | 8 years 2 months 1 day | |||
Weighted Average Exercise Price (in dollars per share) | $16.48 | |||
Award Issuance Period February 2014 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 750,300 | |||
Weighted Average Remaining Contractual Term (in years) | 9 years 1 month 26 days | |||
Weighted Average Exercise Price (in dollars per share) | $18.40 | |||
Award Issuance Period July 2014 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares | 28,198 | |||
Weighted Average Remaining Contractual Term (in years) | 9 years 6 months 25 days | |||
Weighted Average Exercise Price (in dollars per share) | $17.20 | |||
[1] | As of DecemberB 31, 2014 and December 31, 2013, 878,288 and 371,214, respectively, stock options became fully vested and are currently exercisable. As of DecemberB 31, 2014, and December 31, 2013, the intrinsic value of these options was $3.2 million and $2.8 million, respectively, and such stock options had a weighted average stock price of $14.93 and $14.65, respectively. The weighted average remaining contractual term as of DecemberB 31, 2014 and December 31, 2013 was 7.5 and 8.4 years, respectively. |
STOCK_BASED_COMPENSATION_PLANS4
STOCK BASED COMPENSATION PLANS (Details 3) (USD $) | 6 Months Ended | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jun. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Assumptions used in estimating values of options granted | ||||
Unrecognized compensation cost (in dollars) | $7.40 | |||
Compensation expense expected to be recognized in 2015 | 3.2 | |||
Compensation expense expected to be recognized in 2016 | 2.4 | |||
Compensation expense expected to be recognized in 2017 | 1.1 | |||
Compensation expense expected to be recognized in 2018 | 0.6 | |||
Compensation expense expected to be recognized in 2019 | 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) | 263,669 | 278,617 | 263,669 | |
Granted (in shares) | 42,489 | 36,573 | ||
Forfeited (in shares) | 0 | -4,160 | ||
Cancelled (in shares) | 0 | 0 | ||
Vested (in shares) | -115,375 | -17,465 | ||
Nonvested restricted stock grants outstanding as of end of period (in shares) | 205,731 | 278,617 | 263,669 | |
Weighted average grant date fair value | ||||
Nonvested restricted stock grants outstanding as of beginning of period (in dollars per share) | $14.69 | $14.85 | $14.69 | |
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) | $15.08 | $15.47 | ||
Nonvested restricted stock grants outstanding as of end of period (in dollars per share) | $15.45 | $14.85 | $14.69 | |
Additional disclosures | ||||
Weighted average remaining contractual term | 0 years 10 months 16 days | |||
Recognition of share-based compensation expense | 1.9 | 1.6 | 1.5 | |
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 | |||
Additional disclosures | ||||
Recognition of share-based compensation expense | $1.80 | $1.40 | $1 | |
Assumptions used in estimating values of options granted | ||||
Risk-free interest rate (as a percent) | 1.10% | |||
Dividend yield (as a percent) | 4.25% | |||
Expected volatility (as a percent) | 26.00% | |||
Expected life | 6 years 6 months | 6 years 6 months | ||
Stock options [Member] | Minimum [Member] | ||||
Assumptions used in estimating values of options granted | ||||
Term of US treasury note used to determine estimated risk-free interest rate | 5 years | |||
Risk-free interest rate (as a percent) | 1.83% | |||
Dividend yield (as a percent) | 3.70% | |||
Expected volatility (as a percent) | 27.75% | |||
Stock options [Member] | Maximum [Member] | ||||
Assumptions used in estimating values of options granted | ||||
Term of US treasury note used to determine estimated risk-free interest rate | 10 years | |||
Risk-free interest rate (as a percent) | 1.95% | |||
Dividend yield (as a percent) | 3.95% | |||
Expected volatility (as a percent) | 28.27% |
NONCONTROLLING_INTEREST_Detail
NON-CONTROLLING INTEREST (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Aug. 29, 2014 | Jun. 29, 2012 | |
Non-controlling interest | |||
Noncontrolling Interest, ownership percentage by parent | 51.00% | ||
Holdings | 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 |
RENTALS_UNDER_OPERATING_LEASES2
RENTALS UNDER OPERATING LEASES (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | |
2015 | $242,263 |
2016 | 201,027 |
2017 | 161,901 |
2018 | 126,967 |
2019 | 105,235 |
Subsequent | 409,646 |
Operating Leases, Future Minimum Payments Receivable | $1,247,039 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 12, 2012 | Oct. 31, 2012 | Aug. 31, 2012 | |
Related party transactions | ||||||
Maximum borrowing capacity under revolving subordinated credit facility with a wholly-owned subsidiary of Brookfield | 760,000,000 | |||||
2015 | 16,920,000 | |||||
GGP [Member] | Transition services agreement [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 | 100,000 | 1,500,000 | ||||
Brookfield Asset Management Inc [Member] | Office leases [Member] | Building [Member] | ||||||
Related party transactions | ||||||
Cost associated with agreement entered with the related party | 1,100,000 | 1,100,000 | 1,000,000 | |||
Amount payable to related party | 0 | |||||
Term of lease agreement assumed upon spin off | 10 years | |||||
Brookfield Asset Management Inc [Member] | Office leases [Member] | Build out of office space [Member] | ||||||
Related party transactions | ||||||
Cost associated with agreement entered with the related party | 0 | 1,700,000 | ||||
Amount payable to related party | 0 | 10,000 | ||||
Brookfield Asset Management Inc [Member] | Office Lease Agreement Two [Member] | Building [Member] | ||||||
Related party transactions | ||||||
Amount payable to related party | 0 | |||||
Term of lease | 5 years | |||||
Rent free period | 12 months | |||||
Brookfield Asset Management Inc [Member] | Credit agreement [Member] | Revolving subordinated credit facility [Member] | ||||||
Related party transactions | ||||||
Cost associated with agreement entered with the related party | 500,000 | 400,000 | ||||
Maximum borrowing capacity under revolving subordinated credit facility with a wholly-owned subsidiary of Brookfield | 100,000,000 | |||||
Upfront fee related to credit facility | 500,000 | |||||
Semi annual revolving credit fee | 300,000 | |||||
BCO [Member] | ||||||
Related party transactions | ||||||
Cost associated with agreement entered with the related party | 2,200,000 | 1,200,000 | ||||
Amount payable to related party | 200,000 | 0 | ||||
Infrastructure costs incurred | 300,000 | 2,800,000 | ||||
Monthly information technology services fee | 3,100,000 | 2,000,000 | ||||
Monthly information technology services fee payable | 259,409 | 0 | ||||
Capitalized Computer Software, Gross | 8,000,000 | |||||
2015 | 3,600,000 | |||||
BCO [Member] | Buildings and Equipment [Member] | ||||||
Related party transactions | ||||||
Related Party Transaction Business Infrastructure Total Costs Incurred | 8,300,000 | 8,000,000 | ||||
U.S. Holdings [Member] | ||||||
Related party transactions | ||||||
Interest rate basis | LIBOR | |||||
Interest receivable (as a percent) | 1.05% | |||||
Note receivable funds notice period | 3 days | |||||
Interest income | 300,000 | 500,000 | 0 | |||
Demand deposit from affiliate | 0 | |||||
Outstanding and Payable [Member] | BCO [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | 300,000 | |||||
Other [Member] | BCO [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | 1,000,000 | |||||
BCO [Member] | Buildings and Equipment [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | 7,100,000 |
RELATED_PARTY_TRANSACTIONS_Fut
RELATED PARTY TRANSACTIONS - Future Minimum Lease Payments Due (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Related Party Transactions [Abstract] | |
2015 | $1,076 |
2016 | 1,086 |
2017 | 1,147 |
2018 | 1,147 |
2019 | 1,147 |
Subsequent | 2,230 |
Total future minimum lease payments due | $7,833 |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES - Narrative (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantee | $3.50 |
QUARTERLY_FINANCIAL_INFORMATIO2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $81,715 | $74,783 | $67,790 | $67,839 | $67,350 | $60,315 | $58,381 | $57,496 | $292,127 | $243,542 | $224,299 |
Operating income | 7,100 | 322 | 10,677 | 13,340 | -912 | 13,133 | 12,387 | 12,640 | 31,438 | 37,248 | 27,025 |
Net loss | ($12,711) | ($26,372) | ($8,175) | ($4,425) | ($24,692) | ($4,683) | $4,116 | ($29,486) | ($51,685) | ($54,745) | ($68,659) |
Net loss per share - Basic and diluted (in dollars per share) | ($0.22) | ($0.46) | ($0.14) | ($0.08) | ($0.50) | ($0.09) | $0.08 | ($0.60) | ($0.90) | ($1.11) | ($1.49) |
Common stock dividend declared (in dollars per share) | $0.17 | $0.17 | $0.17 | $0.17 | $0.13 | $0.13 | $0.13 | $0.13 | $0.68 | $0.52 | $0.21 |
Weighted average shares outstanding (shares) | 57,531,859 | 57,519,412 | 57,519,079 | 56,129,522 | 49,358,281 | 49,346,798 | 49,342,013 | 49,332,151 | 57,203,196 | 49,344,927 | 46,149,893 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 12 Months Ended | 3 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2015 | Jan. 31, 2015 | Feb. 28, 2015 | |
Subsequent Event [Line Items] | ||||||
Fixed-rate debt | $1,248,426,000 | $1,031,016,000 | ||||
Fixed rate debt, interest rate | 3.24% | |||||
Repayments of debt | 103,233,000 | 594,389,000 | 558,262,000 | |||
Dividends declared, not yet paid | 9,885,000 | 6,454,000 | 3,479,000 | |||
Mt. Shasta Mall [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Purchase price | 49,000,000 | |||||
Knollwood Mall [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Gross proceeds | 106,700,000 | |||||
Mortgage debt balance | 35,100,000 | |||||
Net proceeds | 54,700,000 | |||||
Mt. Shasta Mall [Member] | Mortgages [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Fixed-rate debt | 31,900,000 | |||||
Fixed rate debt, interest rate | 4.19% | |||||
Washington Park Mall [Member] | Mortgages [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Repayments of debt | 10,400,000 | |||||
Dividend Declared [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared, not yet paid | $0.18 |
Schedule_III_Real_Estate_and_A1
Schedule III Real Estate and Accumulated Depreciation (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 1,617,980 | [1] | |||
Initial Cost | |||||
Land | 376,426 | ||||
Building & Improvements | 1,705,136 | ||||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1,064 | ||||
Building & Improvements | 169,330 | ||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 377,490 | [2] | |||
Building & Improvements | 1,874,466 | [2] | |||
Total | 2,251,956 | 1,948,131 | 1,652,755 | 1,462,482 | |
Accumulated Depreciation | 194,712 | 142,432 | 116,336 | 72,620 | |
us-gaap_RealEstateAndAccumulatedDepreciationAmountOfEncumbrancesHeldForUse | 1,584,499 | [1] | |||
us-gaap_RealEstateAndAccumulatedDepreciationInitialCostOfLandHeldForUse | 370,299 | ||||
us-gaap_RealEstateAndAccumulatedDepreciationInitialCostOfBuildingsAndImprovementsHeldForUse | 1,672,231 | ||||
us-gaap_SECScheduleIIIRealEstateAndAccumulatedDepreciationCostsCapitalizedSubHeldForUse | 1,064 | ||||
us-gaap_SECScheduleIIIRealEstateAndAccumulatedDepreciationCostsCapitalizedSubsequentToAcquisitionBuildHeldForUse | 147,841 | ||||
us-gaap_RealEstateAndAccumulatedDepreciationCarryingAmountOfLandHeldForUse | 371,363 | [2] | |||
us-gaap_RealEstateAndAccumulatedDepreciationCarryingAmountOfBuildingsAndImprovemenHeldForUse | 1,820,072 | [2] | |||
us-gaap_RealEstateGrossAtCarryingValueHeldForUse | 2,191,435 | ||||
us-gaap_RealEstateAccumulatedDepreciationHeldForUse | 189,838 | ||||
Equipment and Fixtures [Member] | Minimum [Member] | |||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Useful life | 5 years | ||||
Equipment and Fixtures [Member] | Maximum [Member] | |||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Useful life | 10 years | ||||
Building and improvements [Member] | |||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Useful life | 40 years | ||||
Animas Valley Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 50,053 | [1] | |||
Initial Cost | |||||
Land | 6,509 | [2] | |||
Building & Improvements | 32,270 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -421 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 6,509 | [2] | |||
Building & Improvements | 31,849 | [2] | |||
Total | 38,358 | [2] | |||
Accumulated Depreciation | 4,627 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
The Mall at Barnes Crossing [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 67,000 | [1] | |||
Initial Cost | |||||
Land | 18,300 | [2] | |||
Building & Improvements | 82,583 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 0 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 18,300 | [2] | |||
Building & Improvements | 82,583 | [2] | |||
Total | 100,883 | [2] | |||
Accumulated Depreciation | 1,503 | [2] | |||
Date Acquired | 31-Dec-14 | [2] | |||
Bay Shore Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 46,500 | [1] | |||
Initial Cost | |||||
Land | 4,770 | [2] | |||
Building & Improvements | 33,306 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 780 | [2] | |||
Building & Improvements | 12,780 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 5,550 | [2] | |||
Building & Improvements | 46,086 | [2] | |||
Total | 51,636 | [2] | |||
Accumulated Depreciation | 4,837 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Bel Air Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 111,276 | [1] | |||
Initial Cost | |||||
Land | 8,969 | [2] | |||
Building & Improvements | 122,537 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 205 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 8,969 | [2] | |||
Building & Improvements | 122,742 | [2] | |||
Total | 131,711 | [2] | |||
Accumulated Depreciation | 5,496 | [2] | |||
Date Acquired | 31-Dec-14 | [2] | |||
Birchwood Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 8,316 | [2] | |||
Building & Improvements | 44,884 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 1,100 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 8,316 | [2] | |||
Building & Improvements | 45,984 | [2] | |||
Total | 54,300 | [2] | |||
Accumulated Depreciation | 6,260 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Cache Valley Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 3,963 | [2] | |||
Building & Improvements | 26,842 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | -70 | [2] | |||
Building & Improvements | 6,268 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 3,893 | [2] | |||
Building & Improvements | 33,110 | [2] | |||
Total | 37,003 | [2] | |||
Accumulated Depreciation | 4,595 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
ChesterfieldTowneCenter [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 106,867 | [1] | |||
Initial Cost | |||||
Land | 19,546 | [2] | |||
Building & Improvements | 146,148 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | -159 | [2] | |||
Building & Improvements | -2,086 | ||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 19,387 | [2] | |||
Building & Improvements | 144,062 | [2] | |||
Total | 163,449 | [2] | |||
Accumulated Depreciation | 5,643 | [2] | |||
Date Acquired | 31-Dec-13 | [2] | |||
Chula Vista Center [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 70,000 | [1] | |||
Initial Cost | |||||
Land | 13,214 | [2] | |||
Building & Improvements | 71,598 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1,149 | [2] | |||
Building & Improvements | 14,485 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 14,363 | [2] | |||
Building & Improvements | 86,083 | [2] | |||
Total | 100,446 | [2] | |||
Accumulated Depreciation | 9,530 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Collin Creek [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 58,148 | [1] | |||
Initial Cost | |||||
Land | 14,747 | [2] | |||
Building & Improvements | 48,103 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | -1,067 | [2] | |||
Building & Improvements | -10,016 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 13,680 | [2] | |||
Building & Improvements | 38,087 | [2] | |||
Total | 51,767 | [2] | |||
Accumulated Depreciation | 0 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Colony Square Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 4,253 | [2] | |||
Building & Improvements | 29,577 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 441 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 4,253 | [2] | |||
Building & Improvements | 30,018 | [2] | |||
Total | 34,271 | [2] | |||
Accumulated Depreciation | 4,010 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Gateway Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 7,097 | [2] | |||
Building & Improvements | 36,573 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 6,211 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 7,097 | [2] | |||
Building & Improvements | 42,784 | [2] | |||
Total | 49,881 | [2] | |||
Accumulated Depreciation | 5,222 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Grand Traverse Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 59,479 | [1] | |||
Initial Cost | |||||
Land | 11,420 | [2] | |||
Building & Improvements | 46,409 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 180 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 11,420 | [2] | |||
Building & Improvements | 46,589 | [2] | |||
Total | 58,009 | [2] | |||
Accumulated Depreciation | 5,892 | [2] | |||
Date Acquired | 31-Dec-12 | [2] | |||
GreenvilleMall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 40,696 | [1] | |||
Initial Cost | |||||
Land | 9,088 | [2] | |||
Building & Improvements | 42,087 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -101 | ||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 9,088 | [2] | |||
Building & Improvements | 41,986 | [2] | |||
Total | 51,074 | [2] | |||
Accumulated Depreciation | 3,674 | [2] | |||
Date Acquired | 31-Dec-13 | [2] | |||
Lakeland Square Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 68,053 | [1] | |||
Initial Cost | |||||
Land | 10,938 | [2] | |||
Building & Improvements | 56,867 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1,308 | [2] | |||
Building & Improvements | 17,168 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 12,246 | [2] | |||
Building & Improvements | 74,035 | [2] | |||
Total | 86,281 | [2] | |||
Accumulated Depreciation | 9,470 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Lansing Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 9,615 | [2] | |||
Building & Improvements | 49,220 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 350 | [2] | |||
Building & Improvements | 17,497 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 9,965 | [2] | |||
Building & Improvements | 66,717 | [2] | |||
Total | 76,682 | [2] | |||
Accumulated Depreciation | 7,524 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
The Mall at Sierra Vista [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 7,078 | [2] | |||
Building & Improvements | 36,441 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -67 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 7,078 | [2] | |||
Building & Improvements | 36,374 | [2] | |||
Total | 43,452 | [2] | |||
Accumulated Depreciation | 4,656 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Mall St Vincent [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 4,604 | [2] | |||
Building & Improvements | 21,927 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 12,136 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 4,604 | [2] | |||
Building & Improvements | 34,063 | [2] | |||
Total | 38,667 | [2] | |||
Accumulated Depreciation | 3,347 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
New Park Mall LP [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 65,305 | [1] | |||
Initial Cost | |||||
Land | 17,847 | [2] | |||
Building & Improvements | 58,384 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 2,867 | [2] | |||
Building & Improvements | 8,858 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 20,714 | [2] | |||
Building & Improvements | 67,242 | [2] | |||
Total | 87,956 | [2] | |||
Accumulated Depreciation | 7,788 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
North Plains Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 2,217 | [2] | |||
Building & Improvements | 11,768 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 1,126 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 2,217 | [2] | |||
Building & Improvements | 12,894 | [2] | |||
Total | 15,111 | [2] | |||
Accumulated Depreciation | 1,810 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Pierre Bossier Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 50,291 | [1] | |||
Initial Cost | |||||
Land | 7,522 | [2] | |||
Building & Improvements | 38,247 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 817 | [2] | |||
Building & Improvements | 11,977 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 8,339 | [2] | |||
Building & Improvements | 50,224 | [2] | |||
Total | 58,563 | [2] | |||
Accumulated Depreciation | 5,707 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Sikes Center [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 5,915 | [2] | |||
Building & Improvements | 34,075 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 3,559 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 5,915 | [2] | |||
Building & Improvements | 37,634 | [2] | |||
Total | 43,549 | [2] | |||
Accumulated Depreciation | 4,730 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Silver Lake Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 3,237 | [2] | |||
Building & Improvements | 12,914 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 3,228 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 3,237 | [2] | |||
Building & Improvements | 16,142 | [2] | |||
Total | 19,379 | [2] | |||
Accumulated Depreciation | 2,067 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Southland Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 23,407 | [2] | |||
Building & Improvements | 81,474 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 9,511 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 23,407 | [2] | |||
Building & Improvements | 90,985 | [2] | |||
Total | 114,392 | [2] | |||
Accumulated Depreciation | 18,602 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Southland Center [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 76,037 | [1] | |||
Initial Cost | |||||
Land | 13,697 | [2] | |||
Building & Improvements | 51,860 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1 | [2] | |||
Building & Improvements | 6,358 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 13,698 | [2] | |||
Building & Improvements | 58,218 | [2] | |||
Total | 71,916 | [2] | |||
Accumulated Depreciation | 7,316 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Spring Hill Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 8,219 | [2] | |||
Building & Improvements | 23,679 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1,206 | [2] | |||
Building & Improvements | 2,224 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 9,425 | [2] | |||
Building & Improvements | 25,903 | [2] | |||
Total | 35,328 | [2] | |||
Accumulated Depreciation | 3,641 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Steeplegate Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 45,858 | [1] | |||
Initial Cost | |||||
Land | 11,438 | [2] | |||
Building & Improvements | 42,030 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | -6,118 | [2] | |||
Building & Improvements | -24,880 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 5,320 | [2] | |||
Building & Improvements | 17,150 | [2] | |||
Total | 22,470 | [2] | |||
Accumulated Depreciation | 0 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
The Centre at Salisbury [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 115,728 | [1] | |||
Initial Cost | |||||
Land | 22,580 | [2] | |||
Building & Improvements | 105,376 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -436 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 22,580 | [2] | |||
Building & Improvements | 104,940 | [2] | |||
Total | 127,520 | [2] | |||
Accumulated Depreciation | 5,522 | [2] | |||
Date Acquired | 31-Dec-13 | [2] | |||
Three Rivers [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 2,079 | [2] | |||
Building & Improvements | 11,142 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 17,823 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 2,079 | [2] | |||
Building & Improvements | 28,965 | [2] | |||
Total | 31,044 | [2] | |||
Accumulated Depreciation | 1,620 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Turtle Creek [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 79,630 | [1] | |||
Initial Cost | |||||
Land | 22,254 | [2] | |||
Building & Improvements | 79,579 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 314 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 22,254 | [2] | |||
Building & Improvements | 79,893 | [2] | |||
Total | 102,147 | [2] | |||
Accumulated Depreciation | 8,143 | [2] | |||
Date Acquired | 31-Dec-12 | [2] | |||
Valley Hills [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 66,492 | [1] | |||
Initial Cost | |||||
Land | 10,047 | [2] | |||
Building & Improvements | 61,817 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -568 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 10,047 | [2] | |||
Building & Improvements | 61,249 | [2] | |||
Total | 71,296 | [2] | |||
Accumulated Depreciation | 8,684 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Vista Ridge [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 67,934 | [1] | |||
Initial Cost | |||||
Land | 15,965 | [2] | |||
Building & Improvements | 46,560 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | -181 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 15,965 | [2] | |||
Building & Improvements | 46,379 | [2] | |||
Total | 62,344 | [2] | |||
Accumulated Depreciation | 6,023 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Washington Park Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 10,152 | [1] | |||
Initial Cost | |||||
Land | 1,389 | [2] | |||
Building & Improvements | 8,213 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 151 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 1,389 | [2] | |||
Building & Improvements | 8,364 | [2] | |||
Total | 9,753 | [2] | |||
Accumulated Depreciation | 1,274 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
West Valley Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 59,000 | [1] | |||
Initial Cost | |||||
Land | 31,341 | [2] | |||
Building & Improvements | 38,316 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 5,298 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 31,341 | [2] | |||
Building & Improvements | 43,614 | [2] | |||
Total | 74,955 | [2] | |||
Accumulated Depreciation | 7,437 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Westwood Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 5,708 | [2] | |||
Building & Improvements | 28,006 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 229 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 5,708 | [2] | |||
Building & Improvements | 28,235 | [2] | |||
Total | 33,943 | [2] | |||
Accumulated Depreciation | 3,348 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
White Mountain Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 0 | [1] | |||
Initial Cost | |||||
Land | 3,010 | [2] | |||
Building & Improvements | 11,419 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 4,190 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 3,010 | [2] | |||
Building & Improvements | 15,609 | [2] | |||
Total | 18,619 | [2] | |||
Accumulated Depreciation | 1,920 | [2] | |||
Date Acquired | 31-Dec-10 | [2] | |||
Properties Excluding Other Properties [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 1,314,499 | [1] | |||
Initial Cost | |||||
Land | 370,299 | ||||
Building & Improvements | 1,672,231 | ||||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 1,064 | ||||
Building & Improvements | 124,561 | ||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 371,363 | [2] | |||
Building & Improvements | 1,796,792 | [2] | |||
Total | 2,168,155 | ||||
Accumulated Depreciation | 181,918 | ||||
Other Properties [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 270,000 | [1] | |||
Initial Cost | |||||
Land | 0 | ||||
Building & Improvements | 0 | ||||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | ||||
Building & Improvements | 23,280 | ||||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 0 | [2] | |||
Building & Improvements | 23,280 | [2] | |||
Total | 23,280 | ||||
Accumulated Depreciation | 7,920 | ||||
Knollwood Mall [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 33,481 | [1] | |||
Initial Cost | |||||
Land | 6,127 | [2] | |||
Building & Improvements | 32,905 | [2] | |||
Cost Capitalized Subsequent to Acquisition | |||||
Land | 0 | [2] | |||
Building & Improvements | 21,489 | [2] | |||
Gross Amounts at Which Carried at Close of Period (2) | |||||
Land | 6,127 | [2] | |||
Building & Improvements | 54,394 | [2] | |||
Total | 60,521 | [2] | |||
Accumulated Depreciation | 4,874 | [2] | |||
[1] | See description of mortgages, notes, and loans payable in Note 5 to the consolidated and combined financial statements. | ||||
[2] | YearsBuildings and improvementsB 40Equipment and fixturesB 5-10Tenant improvements Shorter of useful life or applicable lease term |
Schedule_III_Real_Estate_and_A2
Schedule III Real Estate and Accumulated Depreciation (Details 2) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Balance at January 1, | $1,948,131 | $1,652,755 | $1,462,482 | ||
Improvements and additions | 120,031 | 68,236 | 34,865 | ||
Acquisitions | 238,510 | 349,269 | 176,242 | ||
Dispositions and write-offs | -31,752 | -85,308 | -20,834 | ||
SEC Schedule III, Real Estate Accumulated Depreciation, Real Estate Sold | -32,015 | ||||
Real Estate Accumulated Depreciation, Write-down or Reserve Amount | 7,216 | 8,386 | 0 | ||
Impairments | -22,964 | -36,821 | 0 | ||
Balance at December 31, | 2,251,956 | 1,948,131 | 1,652,755 | 1,462,482 | |
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Balance at January 1, | 142,432 | 116,336 | 72,620 | ||
Depreciation expense | 91,248 | 66,497 | 64,550 | ||
Balance at December 31, | 194,712 | 142,432 | 116,336 | 72,620 | |
Building and improvements [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Life Used for Depreciation | 40 years | ||||
Other Properties [Member] | |||||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Balance at December 31, | 23,280 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Balance at December 31, | 7,920 | ||||
Animas Valley Mall [Member] | |||||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Balance at December 31, | 38,358 | [1] | |||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Balance at December 31, | $4,627 | [1] | |||
Minimum [Member] | Equipment and Fixtures [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Life Used for Depreciation | 5 years | ||||
Maximum [Member] | Equipment and Fixtures [Member] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Life Used for Depreciation | 10 years | ||||
[1] | YearsBuildings and improvementsB 40Equipment and fixturesB 5-10Tenant improvements Shorter of useful life or applicable lease term |