DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | Rouse Properties, Inc. | |
Entity Central Index Key | 1,528,558 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding (shares) | 58,006,454 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Investment in real estate: | ||
Land | $ 378,881 | $ 371,363 |
Buildings and equipment | 1,916,384 | 1,820,072 |
Less accumulated depreciation | (203,450) | (189,838) |
Net investment in real estate | 2,091,815 | 2,001,597 |
Cash and cash equivalents | 2,907 | 14,308 |
Restricted cash | 44,810 | 48,055 |
Accounts receivable, net | 32,599 | 35,492 |
Deferred expenses, net | 51,215 | 52,611 |
Prepaid expenses and other assets, net | 53,746 | 62,690 |
Real Estate Assets Held for Development and Sale | 0 | 55,647 |
Total assets | 2,277,092 | 2,270,400 |
Liabilities: | ||
Mortgages, notes and loans payable | 1,603,118 | 1,584,499 |
Accounts payable and accrued expenses, net | 113,293 | 113,976 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | 38,590 |
Total liabilities | 1,716,411 | 1,737,065 |
Commitments and contingencies | 0 | 0 |
Equity: | ||
Preferred stock: $0.01 par value; 50,000,000 shares authorized, no shares issued and outstanding as of June 30, 2015 and December 31, 2014 | 0 | 0 |
Common stock | 578 | 578 |
Additional paid-in capital | 663,523 | 679,275 |
Accumulated deficit | (119,161) | (162,881) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (717) | (482) |
Total stockholders' equity | 544,223 | 516,490 |
Non-controlling interest | 16,458 | 16,845 |
Total equity | 560,681 | 533,335 |
Total liabilities and equity | $ 2,277,092 | $ 2,270,400 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Preferred Stock [Member] | ||
Par value of shares (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 |
Number of preferred shares issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common Class A [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 57,746,765 | 49,652,596 |
Common stock, shares outstanding (in shares) | 57,742,605 | 49,648,436 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net Income (Loss) Attributable to Noncontrolling Interest | $ 15 | $ 0 | $ 9 | $ 0 |
Net Income (Loss) Attributable to Parent | (688) | (8,175) | 43,720 | (12,601) |
Revenues: | ||||
Minimum rents | 50,770 | 46,820 | 102,304 | 92,790 |
Tenant recoveries | 18,892 | 18,729 | 38,842 | 37,912 |
Overage rents | 732 | 474 | 2,322 | 1,938 |
Other | 2,015 | 1,767 | 3,502 | 2,988 |
Total revenues | 72,409 | 67,790 | 146,970 | 135,628 |
Expenses: | ||||
Property operating costs | 17,053 | 17,159 | 33,965 | 33,895 |
Real estate taxes | 6,881 | 6,073 | 14,355 | 12,266 |
Property maintenance costs | 2,347 | 2,600 | 5,694 | 5,776 |
Marketing | 549 | 540 | 938 | 1,081 |
Provision for doubtful accounts | 61 | 194 | 558 | 388 |
General and administrative | 6,889 | 6,541 | 13,359 | 12,481 |
Provision for impairment | 0 | 0 | 2,900 | 0 |
Depreciation and amortization | 23,877 | 23,419 | 49,863 | 44,463 |
Other | 1,792 | 587 | 3,951 | 1,261 |
Total expenses | 59,449 | 57,113 | 125,583 | 111,611 |
Operating income | 12,960 | 10,677 | 21,387 | 24,017 |
Interest income | 2 | 104 | 14 | 276 |
Interest expense | (17,484) | (18,833) | (36,635) | (36,647) |
Gain (Loss) on extinguishment of debt | 4,054 | 0 | 26,894 | |
Provision for income taxes | (191) | (123) | (427) | (247) |
Income (loss) from continuing operations before gain on sale of real estate assets | (659) | (8,175) | 11,233 | (12,601) |
Gains (Losses) on Sales of Investment Real Estate | (14) | 0 | 32,496 | 0 |
Loss from continuing operations | (673) | (8,175) | 43,729 | (12,601) |
Discontinued operations: | ||||
Net income (loss) | $ (673) | $ (8,175) | $ 43,729 | $ (12,601) |
Earnings Per Share, Diluted | $ (0.01) | $ 0.75 | ||
Earnings Per Share, Basic | (0.01) | $ (0.14) | 0.76 | $ (0.22) |
Dividends declared per share (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.36 | $ 0.34 |
Other comprehensive loss: | ||||
Unrealized loss on financial instrument | $ 171 | $ (369) | $ (235) | $ (655) |
Comprehensive income (loss) | $ (502) | $ (8,544) | $ 43,494 | $ (13,256) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Non-controlling Interest | Common Class B [Member]Common Stock [Member] | Common Class A [Member] | Common Class A [Member]Common Stock [Member] |
Stock Issued During Period, Value, Stock Options Exercised | $ 1,777 | $ 1,777 | ||||||
Balance (in shares) at Dec. 31, 2013 | 0 | 49,648,436 | ||||||
Balance at Dec. 31, 2013 | 455,281 | 565,798 | $ (111,125) | $ 0 | $ 111 | $ 497 | ||
Increase (Decrease) in Shareholders' Equity | ||||||||
Net income (loss) | (12,601) | (12,601) | ||||||
Unrealized loss on financial instrument | (655) | (655) | ||||||
Stock Issued During Period, Shares, New Issues | 8,050,000 | |||||||
Stock Issued During Period, Value, New Issues | $ 81 | |||||||
Proceeds from Issuance of Common Stock | 156,976 | |||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | 655 | |||||||
Offering costs | (150,697) | (150,616) | ||||||
Dividends | (467) | (467) | ||||||
Issuance and amortization of stock compensation (in shares) | 0 | |||||||
Issuance and amortization of stock compensation | (20,767) | (20,767) | $ 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 42,489 | |||||||
Noncontrolling Interest, Increase from Business Combination | $ 45 | 45 | ||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 2,566 | |||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 3,598 | 3,598 | ||||||
Balance (in shares) at Dec. 31, 2014 | 0 | 49,652,596 | 57,743,981 | |||||
Balance at Dec. 31, 2014 | 533,335 | (482) | 16,845 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||||
Net income (loss) | 43,729 | $ 43,720 | ||||||
Noncontrolling Interest in Net Income (Loss) Joint Venture Partners, Nonredeemable | $ 9 | |||||||
Unrealized loss on financial instrument | (235) | $ (235) | ||||||
Comprehensive loss | (235) | |||||||
Stock Issued During Period, Shares, New Issues | 8,050,000 | |||||||
Proceeds from Issuance of Common Stock | 0 | |||||||
Dividends | (20,860) | (20,860) | ||||||
Issuance and amortization of stock compensation (in shares) | 53,550 | |||||||
Issuance and amortization of stock compensation | $ (1,510) | $ (1,510) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 243,373 |
CONSOLIDATED STATEMENTS OF EQU6
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jan. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Common Stock, Dividends, Per Share, Cash Paid | $ 0 | $ 0.13 | |
Stock Issued During Period, Shares, New Issues | 8,050,000 | ||
Underwriting Discount | $ 6,279 | $ 0 | $ 6,279 |
Common Stock [Member] | |||
Underwriting Discount | $ 6,200 | ||
Common Stock [Member] | Common Class A [Member] | |||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.13 | ||
Stock Issued During Period, Shares, New Issues | 8,050,000 | 8,050,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 43,729,000 | $ (12,601,000) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Provision for doubtful accounts | 558,000 | 388,000 |
Depreciation | 45,030,000 | 40,337,000 |
Amortization | 4,833,000 | 4,126,000 |
Amortization/write-off of deferred finance costs | 1,650,000 | 2,153,000 |
Amortization/write-off of debt market rate adjustments | (376,000) | 1,728,000 |
Amortization of above/below market leases and tenant inducements | 4,262,000 | 7,464,000 |
Straight-line rent amortization | (322,000) | (1,087,000) |
Provision for impairment | 2,900,000 | 0 |
Gain on extinguishment of debt | 26,894,000 | 0 |
Gain (Loss) on Sale of Properties | (32,496,000) | 0 |
Stock based compensation | 1,510,000 | 1,777,000 |
Net changes: | ||
Accounts receivable | 1,843,000 | 186,000 |
Prepaid expenses and other assets | 2,667,000 | 1,668,000 |
Deferred expenses | (6,657,000) | (7,296,000) |
Restricted cash | (594,000) | (1,013,000) |
Accounts payable and accrued expenses | (166,000) | (2,964,000) |
Net cash provided by operating activities | 41,477,000 | 34,866,000 |
Cash Flows from Investing Activities: | ||
Acquisition/development of real estate and property additions/improvements | (154,100,000) | (19,412,000) |
Proceeds from Sale of Productive Assets | 90,197,000 | 0 |
Payments Development, Building and Tenant Improvement | 63,189,000 | 47,665,000 |
Demand deposit from affiliate | 0 | (10,014,000) |
Restricted cash | 5,115,000 | 3,760,000 |
Net cash used in investing activities | (121,977,000) | (73,331,000) |
Cash Flows from Financing Activities: | ||
Proceeds received from rights offering | 0 | 156,976,000 |
Underwriting Discount | 0 | (6,279,000) |
Proceeds from Stock Options Exercised | 3,598,000 | 28,000 |
Payments for offering costs | 0 | (467,000) |
Proceeds from refinance/issuance of mortgages, notes and loans payable | 131,050,000 | 0 |
Borrowing under revolving line of credit | 95,000,000 | 10,000,000 |
Principal payments on mortgages, notes and loans payable | (54,368,000) | (37,933,000) |
Repayments under revolving credit line | (84,775,000) | (58,000,000) |
Dividends paid | (20,240,000) | (17,335,000) |
Proceeds from (Payments to) Noncontrolling Interests | (441,000) | 0 |
Deferred financing costs | (725,000) | (455,000) |
Net cash provided by financing activities | 69,099,000 | 46,535,000 |
Net change in cash and cash equivalents | (11,401,000) | 8,070,000 |
Cash and cash equivalents at beginning of period | 14,308,000 | 14,224,000 |
Cash and cash equivalents at end of period | 2,907,000 | |
Supplemental Disclosure of Cash Flow Information: | ||
Interest paid, net of capitalized interest | 34,530,000 | 31,703,000 |
Capitalized interest | (1,136,000) | (1,198,000) |
Non-Cash Transactions: | ||
Change in accrued capital expenditures included in accounts payable and accrued expenses | (9,343,000) | (5,759,000) |
Dividends declared, not yet paid | 10,505,000 | 9,885,000 |
Capitalized market rate adjustments and deferred financing amortization | 133,000 | 193,000 |
Supplemental non-cash information related to acquisition accounting: | ||
Land | 0 | 8,969,000 |
Buildings and equipment, net | 0 | 103,123,000 |
Deferred expenses, net | 0 | 1,841,000 |
Mortgages, notes and loans payable | 0 | (112,505,000) |
Prepaid expenses and other assets | 0 | 5,461,000 |
Accounts payable and accrued expenses | $ 0 | $ (6,889,000) |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Readers of this Quarterly Report should refer to the Company’s (as defined below) audited Consolidated and Combined Financial Statements for the year ended December 31, 2014, which are included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (the “Annual Report”), as certain footnote disclosures which would substantially duplicate those contained in the Annual Report have been omitted from this Quarterly Report. In the opinion of management, all adjustments necessary for a fair presentation (which include only normal recurring adjustments) have been included in this Quarterly Report . Capitalized terms used, but not defined in this Quarterly Report, have the same meanings as in the Annual Report. General Rouse Properties, Inc. is a Delaware corporation that was created to hold certain assets and liabilities of General Growth Properties, Inc. ("GGP"). Prior to January 12, 2012, Rouse Properties, Inc. and its subsidiaries ("Rouse" or the "Company") were a wholly-owned subsidiary of GGP Limited Partnership (“GGP LP”). GGP distributed the assets and liabilities of 30 of its wholly-owned properties (“RPI Businesses”) to Rouse on January 12, 2012 (the “Spin-Off Date”). Before the spin-off, the Company had not conducted any business as a separate company and had no material assets or liabilities. The operations, assets and liabilities of the business were transferred to the Company by GGP on the Spin-Off Date and are presented as if the transferred business was our business for all historical periods prior to the Spin-Off Date. As such, the Company's assets and liabilities on the Spin-Off Date were reflective of GGP's respective carrying values. Unless the context otherwise requires, references to “we”, “us” and “our” refer to Rouse. Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The accompanying consolidated financial statements include the accounts of Rouse, as well as all subsidiaries of Rouse and all joint ventures in which the Company has a controlling interest. For consolidated joint ventures, the 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 each of the three and six months ended June 30, 2015 and 2014 . 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. The Company does not distinguish its 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 ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
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 their cost basis less accumulated depreciation. Real estate taxes and interest costs incurred during development periods are capitalized. Capitalized interest costs are based on qualified expenditures and interest rates in place during the development period. Capitalized real estate taxes, interest and interest related costs are amortized over lives which are consistent with the developed assets. Pre-development costs, which generally include legal and professional fees and other directly-related third party costs, are capitalized as part of the property being developed. In the event a development is no longer deemed to be probable, the costs previously capitalized are expensed. Tenant improvements, either paid directly or in the form of construction allowances paid to tenants, are capitalized and depreciated over the shorter of the useful life or applicable lease term. Maintenance and repair costs are expensed when incurred. Expenditures for significant betterments and improvements are capitalized. In leasing tenant space, the Company may provide funding to the lessee through a tenant allowance. In accounting for a tenant allowance, the Company determines whether the allowance represents funding for the construction of leasehold improvements and evaluates the ownership of such improvements. If the Company is considered the owner of the leasehold improvements for accounting purposes, it capitalizes the amount of the tenant allowance and depreciates it over the shorter of the useful life of the leasehold improvements or the related lease term. If the tenant allowance represents a payment for a purpose other than funding leasehold improvements, or in the event that the Company is not considered the owner of the improvements for accounting purposes, the allowance is capitalized as a lease incentive and is recognized over the lease term as a reduction of rental revenue on a straight-line basis. Depreciation and amortization expense is computed using the straight-line method based upon the following estimated useful lives: Years Buildings and improvements 40 Equipment and fixtures 5 - 10 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 requires that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of such asset to its fair value. The Company reviews all real estate assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income and occupancy percentages, high loan to value ratios, and carrying values in excess of the fair values. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and developments in progress, are assessed by project and include, but are not limited to, significant changes to the Company’s plans with respect to the project, significant changes in projected completion dates, revenues or cash flows, development costs, market factors and sustainability of development projects. If an indicator of potential impairment exists, the asset is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. The cash flow estimates used both for determining recoverability and estimating fair value are inherently judgmental and reflect current and projected trends in rental, occupancy and capitalization rates, and estimated holding periods for the applicable assets. Although the estimated fair value of certain assets may exceed the carrying amount, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent 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. The Company determined there were events and circumstances which changed management's estimated holding period for Collin Creek Mall. The lender had placed the loan into special servicing status and communicated to the Company that it would be unwilling to extend the term and discount the loan. As a result of the continued decline in the operating results of the property, management concluded it was in the best interest of the Company to convey the property to its lender prior to maturity in full satisfaction of the debt. Therefore, the Company revised its intended hold period of this property to less than one year. The change in the hold period impacted the undiscounted cash flows utilized in the impairment analysis and the Company concluded that the carrying amount of the property was not recoverable. The Company recorded an impairment charge of $2.9 million during the six months ended June 30, 2015 , to reduce the aggregate carrying value to the estimated fair value of the property. This impairment charge is included in "Provision for impairment" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). In April 2015, the property associated with Collin Creek Mall was conveyed to its lender in full satisfaction of the debt. No impairment charges were recorded for the three months ended June 30, 2015 and the three and six months ended June 30, 2014. 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 (In thousands) June 30, 2015 Tenant leases: In-place value $ 91,618 $ (37,924 ) $ 53,694 Above-market 100,876 (54,533 ) 46,343 Below-market (62,611 ) 20,907 (41,704 ) Ground leases: Below-market 3,682 (616 ) 3,066 December 31, 2014 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 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 income by $4.8 million and $6.0 million for the three months ended June 30, 2015 and 2014 , respectively. Amortization of in-place intangible assets decreased the Company's income by $10.8 million and $11.9 million for the six months ended June 30, 2015 and 2014 , respectively. Amortization of in-place intangibles is included in "Depreciation and amortization" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). Amortization of above-market and below-market lease intangibles decreased the Company's revenue by $1.7 million and $3.6 million for the three months ended June 30, 2015 and 2014 , respectively. Amortization of above-market and below-market lease intangibles decreased the Company's revenue by $4.2 million and $7.4 million for the six months ended June 30, 2015 and 2014 , respectively. Amortization of above-market and below-market lease intangibles is included in "Minimum rents" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). Future amortization/accretion of these intangibles is estimated to decrease the Company's net income as follows: Year In-place lease intangibles Above/(below) market leases, net (In thousands) Remainder of 2015 $ 10,663 $ 3,523 2016 14,151 5,316 2017 8,298 3,413 2018 5,687 989 2019 3,996 (498 ) 2020 3,057 (992 ) Cash and Cash Equivalents The Company considers all demand deposits with a maturity of three months or less, at the date of purchase, to be cash equivalents. Restricted Cash Restricted cash consists of security deposits and cash escrowed under loan agreements for debt service, real estate taxes, property insurance, tenant improvements, capital renovations and capital improvements. Interest Rate Hedging Instruments The Company recognizes its derivative financial instruments in either "Prepaid expenses and other assets, net" or "Accounts payable and accrued expenses, net", as applicable, in the Consolidated Balance Sheets and measures those instruments at fair value. The accounting for changes in fair value (i.e., gain or loss) of a derivative depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. To qualify as a hedging instrument, a derivative must pass prescribed effectiveness tests, performed quarterly using both quantitative and qualitative methods. The Company entered into a derivative agreement as of March 31, 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 June 30, 2015 was $0.7 million and is included in "Accounts payable and accrued expenses, net" in the Company's Consolidated Balance Sheets. The fair value of the Company's interest rate hedge is classified as Level 2 in the fair value measurement table. To the extent they are effective, changes in fair value of cash flow hedges are reported in "Accumulated other comprehensive income (loss)" ("AOCI/L") and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The ineffective portion of the hedge, if any, is recognized in current earnings during the period of change in fair value. The gain or loss on the termination of an effective cash flow hedge is reported in AOCI/L and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The Company also assesses the credit risk that the counterparty will not perform according to the terms of the contract. Revenue Recognition and Related Matters Minimum rent revenues are recognized on a straight-line basis over the terms of the related leases. Minimum rent revenues also include amounts collected from tenants to allow the termination of their leases prior to their scheduled expiration dates as well as the amortization related to above and below-market tenant leases on acquired properties and tenant inducements. Minimum rent revenues also include percentage rents in lieu of minimum rent from those leases where 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 three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended June 30, 2015 2015 2014 2015 2014 (In thousands) Straight-line rent amortization $ 364 $ 462 $ 322 $ 1,087 Lease termination income 205 456 638 456 Net amortization of above and below-market tenant leases (1,723 ) (3,639 ) (4,182 ) (7,396 ) Amortization of tenant inducements (10 ) (10 ) (18 ) (10 ) Percentage rent in lieu of minimum rent 1,400 1,361 2,997 2,968 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: June 30, 2015 December 31, 2014 (In thousands) Straight-line rent receivables, net $ 13,962 $ 14,431 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 the portion of the recognized deferred rent that is not deemed to be probable of collection, an allowance for doubtful accounts has been provided. Accounts receivable are shown net of an allowance for doubtful accounts of $2.9 million and $3.4 million as of June 30, 2015 and December 31, 2014 , respectively. Tenant recoveries are amounts due from tenants that are established in the leases or computed based upon a formula related to real estate taxes, insurance and other property operating expenses and are generally recognized as revenues in the period in which the related costs are incurred. The Company makes certain assumptions and judgments in estimating the reimbursements at the end of each reporting period. The Company does not expect the actual results to materially differ from the estimated reimbursement. Overage rent is paid by a tenant when its sales exceed an agreed-upon minimum amount. Overage rent is calculated by multiplying the sales in excess of the minimum amount by a percentage defined in the lease. Overage rent is recognized on an accrual basis once tenant sales exceed contractual tenant lease thresholds. Other revenues generally consist of amounts earned by the Company for vending, advertising, and marketing revenues earned at the Company's malls and is recognized on an accrual basis over the related service period. Income (Loss) Per Share Basic net income (loss) per share is computed by dividing the net income (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 the incremental weighted average shares that would have been outstanding assuming all potentially dilutive securities were converted into common stock at the earliest date possible to the weighted-average number of shares of common stock outstanding for the period. As of June 30, 2015 and 2014 , there were 3,598,473 and 3,285,671 stock options outstanding, respectively, that potentially could be converted into shares of common stock and 82,670 and 215,049 shares of non-vested restricted stock outstanding, respectively. The impact of dilutive stock options and non-vested restricted stock have been considered in the calculation of diluted weighted average shares outstanding for the six months ended June 30, 2015. The stock options and shares of restricted stock are excluded from the weighted average shares dilution computation for the three months ended June 30, 2015 and for the three and six months ended June 30, 2014, as their effect is anti-dilutive. 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) June 30, 2015 Recurring basis: Assets: Interest rate cap $ — $ — $ — $ — Liabilities: Interest rate swap $ (717 ) $ — $ (717 ) $ — Non-recurring basis: Investment in Real Estate (1) $ — $ — $ — $ — December 31, 2014 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 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 and disposed of during the six months ended June 30, 2015: Collin Creek Mall (1)(2) Steeplegate Mall (1)(2) (In thousands) Beginning carrying value, January 1, 2015 $ 51,767 $ 22,659 Capital expenditures — — Depreciation and amortization expense (539 ) (219 ) Loss on impairment of real estate (2,900 ) — Disposition of real estate asset (48,328 ) (22,440 ) Ending carrying value, June 30, 2015 $ — $ — Explanatory Notes: (1) The carrying value includes the mall's respective land, building, in place lease value, and above and below market lease value. (2) The property was conveyed to its mortgage lender during the six months ended June 30, 2015. 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 of 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 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 June 30, 2015 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 June 30, 2015 and December 31, 2014 , management’s estimates of fair value are presented below. The Company estimated the fair value of the debt by using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. As a result of the frequency and availability of market data, the inputs used to measure the estimated fair value of debt are Level 3 inputs. The primary sensitivity in these calculations is based on the selection of appropriate discount rates. June 30, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value (In thousands) Fixed-rate debt $ 1,233,011 $ 1,272,138 $ 1,249,195 $ 1,248,928 Variable-rate debt 370,107 373,827 335,304 336,791 Total mortgages, notes and loans payable, net $ 1,603,118 $ 1,645,965 $ 1,584,499 $ 1,585,719 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 Statements of Operations and Comprehensive Income (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 are included in "Interest expense" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). The following table summarizes our deferred lease and financing costs: Gross Asset Accumulated Amortization Net Carrying Amount (In thousands) June 30, 2015 Deferred lease costs $ 55,629 $ (14,434 ) $ 41,195 Deferred financing costs 16,261 (6,241 ) 10,020 Total $ 71,890 $ (20,675 ) $ 51,215 December 31, 2014 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 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 June 30, 2015 and December 31, 2014 , estimated costs of environmental remediation of approximately $4.5 million have been recorded as a liability in "Accounts payable and accrued expenses, net" on the Company's Consolidated Balance Sheets. During the three and six months ended June 30, 2014, the Company reversed its environmental liability on the Boulevard Mall of $0.4 million , and is included in "Other expense" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). The Company does not believe actual remediation costs will be materially different than the estimates as of June 30, 2015 . 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. Discontinued Operations Prior to 2014, the Company reclassified to discontinued operations any material operations and gains or losses on disposal related to properties that were held for sale or disposed of during the period in accordance with the applicable accounting standards. In 2014, the Company early adopted Accounting Standards Update ("ASU") No. 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity" issued by the Financial Accounting Standards Board ("FASB"). ASU No. 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. The Company applied the revised definition to all disposals on a prospective basis beginning January 1, 2014. Recent Accounting Pronouncements 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, but specifically exclude leases. 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. On April 1, 2015, the FASB board voted to postpone the effective date of the new revenue recognition standard by one year. The ASU is now effective for the reporting periods after December 15, 2017. 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. In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" , which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability. For public business entities, this ASU is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Entities should apply the new guidance on a retrospective basis, wherein the balance sheet of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. The Company is currently evaluating the impact of the guidance in this ASU. |
ACQUISITIONS (Notes)
ACQUISITIONS (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS The Company includes the results of operations of real estate assets acquired in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) from the date of the related transactions. The following table presents the Company's acquisitions as of June 30, 2015 and December 31, 2014 : Date Acquired Property Name Location Square Footage Acquired Purchase Price 2015 Acquisitions (In thousands) 01/28/2015 Mt. Shasta Mall (1)(3) Redding, CA 521,000 $ 49,000 06/03/2015 Fig Garden Village (1)(2) Fresno, CA 301,459 106,100 2015 Acquisitions Total 822,459 $ 155,100 2014 Acquisitions 05/22/2014 Bel Air Mall (1)(4) Mobile, AL 1,004,439 $ 131,917 08/29/2014 The Mall at Barnes Crossing (5) Tupelo, MS 736,607 98,850 2014 Acquisitions Total 1,741,046 $ 230,767 Explanatory Notes: (1) Rouse acquired a 100% interest in the mall. (2) The Company closed on a new $74.2 million non-recourse mortgage loan that bears interest at 4.14% , matures in June 2025, is interest only for the first five years and amortizes over 30 years thereafter. (3) The Company closed on a new $31.9 million non-recourse mortgage loan that bears interest at 4.19% , matures in March 2025, is interest only for the first three years and amortizes over 30 years thereafter. (4) The Company assumed an existing $112.5 million non-recourse mortgage loan that bears interest at 5.30% , matures in December 2025 and amortizes on a 30 year schedule. (5) 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 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. The following table presents certain additional information regarding the Company's acquisitions as of June 30, 2015 and December 31, 2014: Property Name Land Building and Improvements Acquired Lease Intangibles Acquired Above Market Lease Intangibles Acquired Below Market Lease Intangibles Other 2015 Acquisitions (In thousands) Mt. Shasta Mall $ 7,809 $ 38,008 $ 3,779 $ 915 $ (1,813 ) $ 302 Fig Garden Village 18,709 79,250 7,344 4,305 (2,868 ) (640 ) Total $ 26,518 $ 117,258 $ 11,123 $ 5,220 $ (4,681 ) $ (338 ) 2014 Acquisitions 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 The Company incurred acquisition and transaction related costs of $0.6 million and $0.2 million for the three months ended June 30, 2015 and 2014, respectively, and $1.1 million and $0.4 million for the six months ended June 30, 2015 and 2014 . Acquisition and transaction related costs consist of due diligence costs such as legal fees, environmental studies and closing costs. These costs were recorded in "Other" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). During the three and six months ended June 30, 2015 , the Company recorded approximately $2.3 million and $3.6 million , respectively, in revenues and $1.6 million and $1.7 million , respectively, in net loss related to the acquisition of Fig Garden Village and Mt. Shasta Mall. During the three and six months ended June 30, 2014 , the Company recorded approximately $1.9 million in revenues and $1.2 million in net loss related to the acquisitions of Bel Air Mall. The following condensed pro forma financial information for each of the six months ended June 30, 2015 and 2014 includes pro forma adjustments related to the acquisition of Fig Garden Village, Mt. Shasta Mall and Bel Air Mall, which is presented assuming the acquisition had been consummated as of January 1, 2014. The following condensed pro forma financial information is not necessarily indicative of what the actual results of operations of the Company would have been assuming the acquisition had been consummated as of January 1, nor does it purport to represent the results of operations for future periods. Pro forma adjustments include above and below-market amortization, straight-line rent, interest expense, and depreciation and amortization. Six months ended June 30, 2015 2014 As Adjusted (Unaudited) (In thousands, except per share amounts) Total revenues $ 151,026 $ 150,230 Net loss 42,549 (15,658 ) Net income (loss) per share - basic $ 0.74 $ (0.28 ) Net income (loss) per share - diluted $ 0.73 $ (0.28 ) Weighted average shares - basic 57,667,380 56,828,173 Weighted average shares - diluted 58,101,849 56,828,173 |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS, NET | 6 Months Ended |
Jun. 30, 2015 | |
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: June 30, December 31, (In thousands) Above-market tenant leases, net (Note 2) $ 46,343 $ 50,996 Prepaid expenses 3,387 4,755 Below-market ground leases, net (Note 2) 3,066 3,145 Deposits 408 1,447 Other 542 2,347 Total prepaid expenses and other assets, net $ 53,746 $ 62,690 |
MORTGAGES, NOTES AND LOANS PAYA
MORTGAGES, NOTES AND LOANS PAYABLE | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
MORTGAGES, NOTES AND LOANS PAYABLE | MORTGAGES, NOTES AND LOANS PAYABLE, NET Mortgages, notes and loans payable are summarized as follows: June 30, December 31, Interest Rate at June 30, 2015 Scheduled Maturity Date Fixed-rate debt: (in thousands) Steeplegate Mall $ — $ 45,858 — % — Bel Air Mall (1) 110,167 111,276 5.30 December 2015 Greenville Mall 40,196 40,602 5.29 December 2015 Vista Ridge Mall 67,112 68,537 6.87 April 2016 Washington Park Mall — 10,505 — — The Centre at Salisbury 115,000 115,000 5.79 May 2016 The Mall at Turtle Creek 77,133 77,648 6.54 June 2016 Collin Creek Mall — 58,128 — — Grand Traverse Mall 58,982 59,479 5.02 February 2017 West Valley Mall (2) 59,000 59,000 3.24 September 2018 Pierre Bossier Mall 46,257 46,654 4.94 May 2022 Pierre Bossier Anchor 3,594 3,637 4.85 May 2022 Southland Center (MI) 75,424 76,037 5.09 July 2022 Chesterfield Towne Center 107,242 107,967 4.75 October 2022 Animas Valley Mall 49,607 50,053 4.41 November 2022 Lakeland Square 67,436 68,053 4.17 March 2023 Valley Hills Mall 65,929 66,492 4.47 July 2023 Chula Vista Center (1)(3) 70,000 70,000 4.18 July 2024 The Mall at Barnes Crossing (1) 67,000 67,000 4.29 September 2024 Bayshore Mall (1) 46,500 46,500 3.96 October 2024 Mt. Shasta Mall (1) 31,850 — 4.19 March 2025 Fig Garden Village (1) 74,200 — 4.14 June 2025 Total fixed-rate debt $ 1,232,629 $ 1,248,426 Add: Market rate adjustments 382 769 $ 1,233,011 $ 1,249,195 Variable-rate debt: NewPark Mall (4) $ 64,882 $ 65,304 3.44 % May 2017 2013 Term Loan (5)(6) 285,000 260,000 2.54 November 2018 2013 Revolver (5)(6) 20,225 10,000 2.53 November 2017 Total variable-rate debt: $ 370,107 $ 335,304 Total mortgages, notes and loans payable, net $ 1,603,118 $ 1,584,499 Explanatory Notes: (1 ) 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. (2) During January 2014, the Company entered into a swap transaction which fixes the interest rate on the loan for this property to 3.24% . See Note 7 for further details. (3 ) 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 debt was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing, and upon repayment, Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. (4) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. (5) LIBOR (30 day) plus 235 basis points. (6) On June 30, 2015, the Company exercised a portion of its "accordion feature" on the 2013 Senior Facility, increasing the 2013 Term Loan from $260.0 million to $285.0 million and increasing the availability on the 2013 Revolver from $285.0 million to $310.0 million . Property-Level Debt The Company had individual property-level debt (the “Property-Level Debt”) on 19 of its 35 assets, totaling $1.30 billion (excluding $0.4 million of market rate adjustments) as of June 30, 2015 . As of June 30, 2015 , the Property-Level Debt had a weighted average interest rate of 4.8% and an average remaining term of 5.0 years. The Property-Level Debt is generally non-recourse to the Company and is stand-alone (i.e., not cross-collateralized) first mortgage debt with the exception of customary contingent guarantees and indemnities. The following is a summary of significant property loan refinancings and acquisitions that have occurred during the six months ended June 30, 2015 and the year ended December 31, 2014 ($ in thousands): Property Date Balance at Date of Refinancing Interest Rate Balance of New Loan New Interest Rate Net Proceeds (1) Maturity June 30, 2015: Fig Garden Village (2) June 2015 $ — — % $ 74,200 4.14 % $ — June 2025 Mt. Shasta Mall (3) February 2015 — — % 31,850 4.19 % — March 2025 December 31, 2014: Bayshore Mall (3) October 2014 $ — — % $ 46,500 3.96 % $ 43,400 October 2024 The Mall at Barnes Crossing (3) August 2014 — — % 67,000 4.29 % — September 2024 Chula Vista Center (4) July 2014 — — % 70,000 4.18 % 15,000 July 2024 Sikes Senter (4) July 2014 54,618 5.20 % — — % — — Bel Air Mall May 2014 — — % 112.505 5.30 % — December 2015 Explanatory Notes: (1) Net proceeds are net of closing costs. (2) The loan is interest-only for the first five years. (3) The loan is interest-only for the first three years. (4) 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. In January 2015, the loan associated with The Shoppes at Knollwood with a mortgage debt balance of $35.1 million was defeased simultaneously with the sale of the property. As of December 31, 2014, the loan was shown as a component of "Liabilities of property held for sale" on the Consolidated Balance Sheets. In February 2015, the Company repaid the $10.4 million mortgage debt balance on Washington Park Mall which had a fixed interest rate of 5.35% . In February 2015, the loan associated with Vista Ridge Mall was transferred to special servicing. In March 2015, the property associated with Steeplegate Mall was conveyed to its lender in full satisfaction of the debt. The loan had an outstanding balance of approximately $45.9 million . In April 2015, the property associated with Collin Creek Mall was conveyed to its lender in full satisfaction of the debt. The loan had an outstanding balance of approximately $57.6 million . Corporate Facility 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. The Company has the option, subject to the satisfaction of certain conditions precedent, to exercise an "accordion" feature 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 . During the six months ended June 30, 2015 , through an amendment to the 2013 Senior Facility, the Company exercised a portion of its "accordion" feature which increased the aggregate amount of commitments under the 2013 Senior Facility from $545.0 million to $595.0 million . The exercise increased availability on the 2013 Revolver from $285.0 million to $310.0 million and increased the 2013 Term Loan from $260.0 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 June 30, 2015 , the Company has drawn $20.2 million on the 2013 Revolver. The Company is required to pay an unused fee related to the 2013 Revolver equal to 0.20% per year if the aggregate unused amount is greater than or equal to 50% of the 2013 Revolver or 0.30% per year if the aggregate unused amount is less than 50% of the 2013 Revolver. During the three and six months ended June 30, 2015 , the Company incurred $0.2 million and $0.4 million , respectively, of unused fees related to the 2013 Revolver. During the three and six months ended June 30, 2014 , the Company incurred $0.2 million and $0.4 million , respectively, of unused fees related to the 2013 Revolver. Under the 2013 Revolver, letters of credit totaling $0.9 million were outstanding as of June 30, 2015 in connection with three properties. Additionally, the Company had $2.4 million of letters of credit outstanding in relation to The Shoppes at Knollwood Mall. During the three and six months ended June 30, 2015 , the Company incurred $0.03 million and $0.06 million , respectively, of letter of credit fees. During the three and six months ended June 30, 2014 , the Company incurred $0.03 million and $0.05 million , respectively, of letter of credit fees. 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. The default interest rate following a payment event of default under the 2013 Senior Facility is 3.0% more than the then-applicable interest rate. No assurance can be given that the Company would be successful in obtaining such waiver or amendment in this current financial climate, or that any accommodations that the Company was 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 June 30, 2015 , the Company was in compliance with all of the debt covenants related to the 2013 Senior Facility. As of June 30, 2015 , $2.08 billion of land, buildings and equipment (before accumulated depreciation) have been pledged as collateral for our mortgages, notes and loans payable. Certain mortgage notes payable may be prepaid but are generally subject to a prepayment penalty equal to a yield-maintenance premium, defeasance or a percentage of the loan balance. The weighted-average interest rate on our collateralized mortgages, notes and loans payable was approximately 4.4% and 4.6% , as of June 30, 2015 and December 31, 2014 , respectively. The average remaining term was 4.7 years as of June 30, 2015 and December 31, 2014. |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET | 6 Months Ended |
Jun. 30, 2015 | |
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: June 30, 2015 December 31, 2014 (In thousands) Below market tenant leases, net (Note 2) $ 41,704 $ 43,292 Construction payable 17,267 16,272 Accrued dividend 10,505 9,885 Accounts payable and accrued expenses 9,727 9,901 Accrued real estate taxes 9,272 9,028 Accrued interest 6,238 4,380 Deferred income 5,367 5,471 Asset retirement obligation liability 4,480 4,545 Accrued payroll and other employee liabilities 4,431 9,352 Tenants and other deposits 1,639 1,336 Other 2,663 514 Total accounts payable and accrued expenses, net $ 113,293 $ 113,976 |
DERIVATIVES DERIVATIVES
DERIVATIVES DERIVATIVES | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES Cash Flow Hedges of Interest Rate Risk The Company records its derivative instruments in its Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative, whether the derivative has been designated as a hedge and if so, whether the hedge has met the criteria necessary to apply hedge accounting. The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from the counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. The effective portion of changes in fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) ("AOCI/L") and is subsequently reclassified into earnings in the period in which the hedged forecasted transactions affect earnings. During the three and six months ended June 30, 2015 , such derivatives were used to hedge the variable cash flows associated with existing variable-rate borrowings. The ineffective portion of the change in fair value of the derivatives is recognized in earnings. During the three and six months ended June 30, 2015 , the Company recorded no hedge ineffectiveness for the interest rate swap. Amounts reported in AOCI/L related to derivatives are reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. As of June 30, 2015 , the Company expects that an additional $0.7 million will be reclassified as an increase to interest expense over the next 12 months. Interest Rate Swap The Company entered into an interest rate swap to hedge the risk of changes in cash flows on borrowings related to the West Valley Mall in January 2014. The interest related to this loan was computed at a variable rate of LIBOR + 1.75% and the Company swapped this for a fixed rate of 1.49% plus a spread of 1.75% . The interest rate swap protects the Company from increases in the hedged cash flows attributable to increases in LIBOR. The interest rate swap matures in June 2018. As of June 30, 2015 , the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Instruments Notional Amount (in thousands) Interest rate swap 1 $59,000 Non-Designated Hedges - Interest Rate Caps Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the hedge accounting requirements. Changes in the fair value of the derivative not designated as hedges are recorded directly in earnings. For the three and six months ended June 30, 2015 , such amounts equaled $84 and $559 , respectively. As of June 30, 2015 , 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 $64,882 The t able 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 June 30, 2015 and December 31, 2014 : Instrument Type Location in consolidated balance sheets Notional Amount Designated Benchmark Interest Rate Strike Rate Fair Value at June 30, 2015 Fair Value at December 31, 2014 Maturity Date Derivative not designated as hedging instruments (dollars in thousands) Interest Rate Cap Prepaid expenses and other assets, net $ 64,882 One-month LIBOR 4.5 % $ — $ 1 May 2016 Derivative designated as hedging instruments Pay fixed / receive variable rate swap Accounts payable and accrued expenses, net $ 59,000 One-month LIBOR 1.49 % $ (717 ) $ (482 ) June 2018 The table below presents the effect of the Company’s derivative financial instruments on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2015 and June 30, 2014. 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) Three Months Ended June 30, 2015 2014 2015 2014 2015 2014 (dollars in thousands) Pay fixed / receive variable rate swap $ (24 ) $ (569 ) Interest expense $ 195 $ 200 n.a. $ — $ — Six Months Ended June 30, Pay fixed / receive variable rate swap $ (625 ) $ (980 ) Interest expense $ 390 $ 325 n.a. $ — $ — Credit Risk-Related Contingent Features The borrower (a special purpose entity) has an agreement with its derivative counterparty that contains a provision whereby, if the borrower defaults on any of its indebtedness, including a default whereby repayment of such indebtedness has not been accelerated by the lender, the borrower could also be declared in default on its derivative obligations. The borrower has not posted any collateral related to this agreement. As of June 30, 2015 , the fair value of the derivative liability, which includes accrued interest but excludes any adjustment for nonperformance risk, related to this agreement was $0.8 million . If the borrower had breached this provision as of June 30, 2015 , it would have been required to settle its obligations under the agreement at its termination value of $0.8 million . |
DISPOSITIONS OF REAL ESTATE ASS
DISPOSITIONS OF REAL ESTATE ASSETS | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISPOSITIONS OF REAL ESTATE ASSETS | DISPOSITIONS OF REAL ESTATE ASSETS In 2014, the Company adopted ASU 2014-08, which changed the definition and criteria of property dispositions classified as discontinued operations, on a prospective basis. Under terms of the new guidance, the following dispositions were not considered to be discontinued operations. The results of operations of the properties below, as well as any gain on extinguishment of debt and impairment losses related to the properties, are included in "Income from continuing operations" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for all periods presented, as applicable. The Shoppes at Knollwood Mall In January 2015, the Company sold The Shoppes at Knollwood Mall located in St. Louis Park, MN, for gross proceeds of $106.7 million . The mortgage debt of $35.1 million was defeased simultaneously with the sale of the property. The Company recognized a gain of $32.5 million as a result of the disposition, which is reflected in "Gain (loss) on sale of real estate assets" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the six months ended June 30, 2015. At closing, the Company entered into a development agreement with the buyer to complete the redevelopment of the property. The buyer escrowed $7.9 million in funds for payment of costs associated with the completion of the redevelopment project. As of June 30, 2015, the redevelopment has been substantially completed. Any difference between escrowed funds and costs to complete will be reflected in "Gain (loss) on sale of real estate assets" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). Steeplegate Mall In March 2015, the Company conveyed Steeplegate Mall, located in Concord, NH, to its mortgage lender in full satisfaction of the debt. The loan had a net outstanding balance of approximately $45.9 million . The Company recognized a $22.8 million gain related to the debt extinguishment which is reflected in "Gain on extinguishment of debt" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the six months ended June 30, 2015. Collin Creek Mall In April 2015, the Company conveyed Collin Creek Mall, located in Plano, TX, to its mortgage lender in full satisfaction of the debt. The loan had a net outstanding balance of approximately $57.6 million . The Company recognized a $4.1 million gain related to the debt extinguishment which is reflected in "Gain on extinguishment of debt" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2015. There were no dispositions during the three and six months ended June 30, 2014. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company elected to be taxed as a real estate investment trust ("REIT") beginning with the filing of its tax return for the 2011 fiscal year. As of June 30, 2015 , the Company has met the requirements of a REIT and has filed its tax returns for the 2013 calendar year accordingly. Subject to its ability to continue 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 tax treatment 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 three months ended June 30, 2015 and 2014 , the Company incurred approximately $0.01 million and $0.02 million , respectively, in taxes associated with the TRS, which are recorded in "Provision for income taxes" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). For the six months ended June 30, 2015 and 2014 , the Company incurred approximately $0.03 million and $0.04 million , respectively, which are recorded in "Provision for income taxes" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). |
COMMON STOCK
COMMON STOCK | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
COMMON STOCK | COMMON STOCK On January 13, 2014, the Company issued 8,050,000 shares of common stock in an underwritten public offering at a public offering price of $19.50 per share. Net proceeds of the public offering were approximately $150.7 million after deducting the underwriting discount of $6.3 million , but before deducting offering expenses. Brookfield Asset Management, Inc. and its affiliates (collectively, “Brookfield”) owned approximately 33.4% of the Company's common stock as of June 30, 2015 . Dividends On February 26, 2015, the Company's Board of Directors declared a first quarter common stock dividend of $0.18 per share, which was paid on April 30, 2015 to stockholders of record on April 15, 2015. On May 4, 2015, the Company's Board of Director's declared a common stock dividend of $0.18 per share, which was paid on July 31, 2015 to stockholders of record on July 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 dividend 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 maximum number of shares of common stock that may be issued under the ESPP is 500,000 subject to adjustments under certain circumstances. As of June 30, 2015 , 3,942 shares have been issued under the ESPP since its commencement. |
STOCK BASED COMPENSATION PLANS
STOCK BASED COMPENSATION PLANS | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK BASED COMPENSATION PLANS | NOTE 11 STOCK BASED COMPENSATION PLANS Incentive Stock Plans On January 12, 2012, the Company adopted the Rouse Properties, Inc. 2012 Equity Incentive Plan (the "Equity Plan"). On February 26, 2015, the Company's Board of Directors approved an amendment ("Plan Amendment") to the Equity Plan increasing the total number of shares available for issuance. On May 8, 2015, the Plan Amendment was approved by its stockholders. 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 six months ended June 30, 2015 and 2014 : 2015 2014 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Stock options outstanding at January 1, 3,313,869 $15.89 2,579,171 $15.14 Granted 1,057,000 17.67 750,300 18.40 Exercised (243,373 ) 14.80 (1,680 ) 16.48 Forfeited (527,763 ) 16.51 (42,120 ) 15.34 Expired (1,260 ) 18.40 — — Stock options outstanding at June 30, 3,598,473 $16.40 3,285,671 $15.88 Stock Options Outstanding (1) Issuance Shares Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price March 2012 1,108,860 6.75 $14.72 May 2012 13,140 6.92 13.71 August 2012 36,400 7.17 13.75 October 2012 284,875 7.33 14.47 February 2013 588,320 7.67 16.48 February 2014 621,180 8.67 18.40 July 2014 28,198 9.08 17.20 February 2015 717,500 9.67 17.18 March 2015 200,000 9.75 19.76 Stock options outstanding at June 30, 2015 3,598,473 8.16 $16.40 Explanatory Note: (1) As of June 30, 2015 , 1,224,057 stock options are fully vested and are currently exercisable. As of June 30, 2015 , the intrinsic value of these options was $1.0 million , and such stock options had a weighted average exercise price of $15.50 and a weighted average remaining contractual term of 7.2 years. The Company recognized $0.5 million and $0.5 million in compensation expense related to the stock options for the three months ended June 30, 2015 and 2014 , respectively, and $1.0 million and $0.9 million in compensation expense related to the stock options for the six months ended June 30, 2015 and 2014 , respectively, which is recorded in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Income (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 six months ended June 30, 2015 and 2014 : 2015 2014 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Non-vested restricted stock grants outstanding at January 1, 205,731 $15.45 278,617 $14.85 Granted 53,550 17.18 42,489 18.40 Forfeited (58,242 ) 15.41 — — Canceled — — — — Vested (118,369 ) 15.29 (106,057 ) 14.95 Non-vested restricted stock grants outstanding at June 30, 82,670 $16.83 215,049 $15.48 The weighted average remaining contractual term (in years) of granted, non-vested restricted stock awards as of June 30, 2015 was 1.3 years. The Company recognized $0.2 million and $0.5 million in compensation expense related to restricted stock for the three months ended June 30, 2015 and 2014 , respectively, and $0.5 million and $0.9 million in compensation expense related to restricted stock for the six months ended June 30, 2015 and 2014 , respectively, which is recorded in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). Other Disclosures As of June 30, 2015 , there was $7.6 million of total unrecognized compensation expense related to all nonvested options and restricted stock grants. Of this total, $1.5 million in 2015, $2.6 million in 2016, $1.7 million in 2017, $1.1 million in 2018, $ 0.6 million in 2019 and $0.1 million in 2020 will be recognized, respectively, in "General and administrative" on the Company's Consolidated Statements of Operations and Comprehensive Income (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. |
NON-CONTROLLING INTEREST
NON-CONTROLLING INTEREST | 6 Months Ended |
Jun. 30, 2015 | |
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 Financial Statements as of June 30, 2015 and December 31, 2014 and for the three and six months ended June 30, 2015 on a consolidated basis, with the interests of the third parties reflected as a non-controlling interest. In connection with the acquisition, the Company formed a joint venture with the other interest holders in the properties. Pursuant to the joint venture arrangements, the Company has the exclusive authority to manage the business of the joint venture, except for certain actions (e.g., disposing of the properties and incurring debt under certain circumstances) that would require the consent of a third-party partner. At any time after August 29, 2017 (or earlier under certain circumstances), the Company will have the right to purchase its partners’ interests in the joint venture at a purchase price generally equal to their fair market value (the “Call Price”). Consideration paid to the Company's partners for their interests in the joint venture may, under certain circumstances, be in the form of shares of the Company's common stock and/or common units (“Units”) of the Company's operating partnership, Rouse Properties, LP (the “Operating Partnership”). If the consideration for the Call Price includes Units, the Company, the Operating Partnership and a third-party partner will enter into a tax protection agreement that will provide for indemnification of such partner under certain circumstances against certain tax liabilities incurred by such partner, if such liabilities result from a transaction involving a taxable disposition of The Mall at Barnes Crossing or the failure to offer to such partner the opportunity to guarantee certain indebtedness. |
EARNINGS PER SHARE (Notes)
EARNINGS PER SHARE (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Earnings per share ("EPS") is calculated using the two class method, which allocates earnings among common stock and participating securities to calculate EPS when an entity's capital structure includes either two or more classes of common stock or common stock and participating securities. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities. As such, unvested restricted stock of the Company are considered participating securities. The dilutive effect of options and their equivalents (including fixed awards and nonvested stock issued under stock-based compensation plans), is computed using the “treasury” method. The following table presents a reconciliation of net income (loss) used in basic and diluted EPS calculations ($ in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net income (loss) attributable to Rouse Properties Inc. $ (673 ) $ (8,175 ) $ 43,729 $ (12,601 ) Net income attributable to non-controlling interests (15 ) — (9 ) — Income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders and Participating Security Holders $ (688 ) $ (8,175 ) $ 43,720 $ (12,601 ) Earnings allocable to common shares: Numerator for basic and diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders $ (688 ) $ (8,175 ) $ 43,799 $ (12,601 ) Denominator for basic and diluted earnings per share Weighted average common shares outstanding - basic 57,726,603 57,519,079 57,667,380 56,828,173 Add: effect of assumed shares issued under treasury stock method for stock options and restricted shares — — 434,469 — Weighted average common shares outstanding - diluted 57,726,603 57,519,079 58,101,849 56,828,173 Basic and Diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- basic $ (0.01 ) $ (0.14 ) $ 0.76 $ (0.22 ) Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- diluted $ (0.01 ) $ (0.14 ) $ 0.75 $ (0.22 ) Earnings allocable to Participating Security Holders: Numerator for basic and diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to Participating Security Holders $ — $ — $ 329 $ — Denominator for basic and diluted earnings per share Weighted average common shares outstanding - basic 57,726,603 57,519,079 57,667,380 56,828,173 Add: effect of assumed shares issued under treasury stock method for stock options and restricted shares — — 434,469 — Weighted average common shares outstanding - diluted 57,726,603 57,519,079 58,101,849 56,828,173 Basic and Diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- basic $ — $ — $ 0.01 $ — Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- diluted $ — $ — $ 0.01 $ — |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Office Lease with Brookfield Upon its spin-off from GGP, the Company assumed a 10 -year lease agreement with Brookfield, as landlord, for office space for its corporate office in New York City. Costs associated with the office lease were $0.3 million for each of the three months ended June 30, 2015 and 2014 and $0.5 million for each of the six months ended June 30, 2015 and 2014 . There were $0.1 million in costs outstanding and payable to Brookfield as of June 30, 2015 . 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. As of June 30, 2015 , the Company had approximately $8.3 million of infrastructure costs which were capitalized in "Buildings and equipment" on the Company's Consolidated Balance Sheets. As of June 30, 2015, the Company accelerated the remaining depreciation of costs related to the Brookfield Platform resulting in additional depreciation expense which is included in "Depreciation and amortization" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). The Company was also required to pay a monthly information technology services fee to BCO. Approximately $0.3 million and $0.8 million in costs were incurred for the three months ended June 30, 2015 and 2014 , respectively, and $1.0 million and $1.5 million for the six months ended June 30, 2015 and 2014 , respectively, related to the BCO information technology services fee. As of June 30, 2015 , there were $0.3 million of costs outstanding and payable associated with this fee. As of June 30, 2015 , the Company completed the development of its own information technology platform ("Rouse Platform") and had incurred approximately $8.8 million of infrastructure costs. As of June 30, 2015 , $6.9 million was included in "Buildings and equipment" on the Company's Consolidated Balance Sheets related to the purchase, design and implementation of various technology applications and infrastructure costs on the Rouse Platform. The remaining $1.9 million was included in "Other" on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) related to the planning, scoping and data governance associated with developing the Rouse Platform. As of June 30, 2015 , $0.07 million of costs were outstanding and payable, respectively. 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, lease administration, and other similar types of services. Approximately $0.03 million and $0.5 million in costs were incurred for the three months ended June 30, 2015 and 2014 , respectively, and $0.1 million and $0.9 million in costs were incurred for the six months ended June 30, 2015 and 2014 , respectively. As of June 30, 2015 , there were $0.03 million of costs outstanding and payable, respectively, related to these services. 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 was secured by a note from U.S. Holdings and was 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 three days notice. The Company earned approximately $0.1 million and $0.3 million in interest income for the three and six months ended June 30, 2014 , respectively. As of December 31, 2014 , the agreement was terminated. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On July 1, 2015, the Company repaid the outstanding balance on the $59.0 million mortgage loan with a fixed interest rate of 5.02% on Grand Traverse Mall located in Traverse City, MI. On July 29, 2015, Grand Traverse Mall was added to the 2013 Term Loan collateral pool with no change in the outstanding balance. On July 30, 2015, the Company's Board of Directors declared a second quarter common stock dividend of $0.18 per share which will be paid on October 30, 2015 to stockholders of record on October 15, 2015. |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Properties | Properties Acquisition accounting was applied to real estate assets within the Rouse portfolio either when GGP emerged from bankruptcy in November 2010 or upon any subsequent acquisition. After acquisition accounting is applied, the real estate assets are carried at their cost basis less accumulated depreciation. Real estate taxes and interest costs incurred during development periods are capitalized. Capitalized interest costs are based on qualified expenditures and interest rates in place during the development period. Capitalized real estate taxes, interest and interest related costs are amortized over lives which are consistent with the developed assets. Pre-development costs, which generally include legal and professional fees and other directly-related third party costs, are capitalized as part of the property being developed. In the event a development is no longer deemed to be probable, the costs previously capitalized are expensed. Tenant improvements, either paid directly or in the form of construction allowances paid to tenants, are capitalized and depreciated over the shorter of the useful life or applicable lease term. Maintenance and repair costs are expensed when incurred. Expenditures for significant betterments and improvements are capitalized. In leasing tenant space, the Company may provide funding to the lessee through a tenant allowance. In accounting for a tenant allowance, the Company determines whether the allowance represents funding for the construction of leasehold improvements and evaluates the ownership of such improvements. If the Company is considered the owner of the leasehold improvements for accounting purposes, it capitalizes the amount of the tenant allowance and depreciates it over the shorter of the useful life of the leasehold improvements or the related lease term. If the tenant allowance represents a payment for a purpose other than funding leasehold improvements, or in the event that the Company is not considered the owner of the improvements for accounting purposes, the allowance is capitalized as a lease incentive and is recognized over the lease term as a reduction of rental revenue on a straight-line basis. Depreciation and amortization expense is computed using the straight-line method based upon the following estimated useful lives: Years Buildings and improvements 40 Equipment and fixtures 5 - 10 Tenant improvements Shorter of useful life or applicable lease term |
Impairment | Impairment Operating properties and intangible assets Accounting for the impairment or disposal of long-lived assets requires that if impairment indicators exist and the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of such asset to its fair value. The Company reviews all real estate assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment indicators are assessed separately for each property and include, but are not limited to, significant decreases in real estate property net operating income and occupancy percentages, high loan to value ratios, and carrying values in excess of the fair values. Impairment indicators for pre-development costs, which are typically costs incurred during the beginning stages of a potential development and developments in progress, are assessed by project and include, but are not limited to, significant changes to the Company’s plans with respect to the project, significant changes in projected completion dates, revenues or cash flows, development costs, market factors and sustainability of development projects. If an indicator of potential impairment exists, the asset is tested for recoverability by comparing its carrying amount to the estimated future undiscounted cash flows. The cash flow estimates used both for determining recoverability and estimating fair value are inherently judgmental and reflect current and projected trends in rental, occupancy and capitalization rates, and estimated holding periods for the applicable assets. Although the estimated fair value of certain assets may exceed the carrying amount, a real estate asset is only considered to be impaired when its carrying amount cannot be recovered through estimated future undiscounted cash flows. To the extent 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. |
Interest Rate Hedging Instruments | Interest Rate Hedging Instruments The Company recognizes its derivative financial instruments in either "Prepaid expenses and other assets, net" or "Accounts payable and accrued expenses, net", as applicable, in the Consolidated Balance Sheets and measures those instruments at fair value. The accounting for changes in fair value (i.e., gain or loss) of a derivative depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. To qualify as a hedging instrument, a derivative must pass prescribed effectiveness tests, performed quarterly using both quantitative and qualitative methods. The Company entered into a derivative agreement as of March 31, 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 June 30, 2015 was $0.7 million and is included in "Accounts payable and accrued expenses, net" in the Company's Consolidated Balance Sheets. The fair value of the Company's interest rate hedge is classified as Level 2 in the fair value measurement table. To the extent they are effective, changes in fair value of cash flow hedges are reported in "Accumulated other comprehensive income (loss)" ("AOCI/L") and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The ineffective portion of the hedge, if any, is recognized in current earnings during the period of change in fair value. The gain or loss on the termination of an effective cash flow hedge is reported in AOCI/L and reclassified into earnings in the same period or periods during which the hedged item affects earnings. The Company also assesses the credit risk that the counterparty will not perform according to the terms of the contract. |
Revenue Recognition and Related Matters | Revenue Recognition and Related Matters Minimum rent revenues are recognized on a straight-line basis over the terms of the related leases. Minimum rent revenues also include amounts collected from tenants to allow the termination of their leases prior to their scheduled expiration dates as well as the amortization related to above and below-market tenant leases on acquired properties and tenant inducements. Minimum rent revenues also include percentage rents in lieu of minimum rent from those leases where 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 three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended June 30, 2015 2015 2014 2015 2014 (In thousands) Straight-line rent amortization $ 364 $ 462 $ 322 $ 1,087 Lease termination income 205 456 638 456 Net amortization of above and below-market tenant leases (1,723 ) (3,639 ) (4,182 ) (7,396 ) Amortization of tenant inducements (10 ) (10 ) (18 ) (10 ) Percentage rent in lieu of minimum rent 1,400 1,361 2,997 2,968 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: June 30, 2015 December 31, 2014 (In thousands) Straight-line rent receivables, net $ 13,962 $ 14,431 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 the portion of the recognized deferred rent that is not deemed to be probable of collection, an allowance for doubtful accounts has been provided. Accounts receivable are shown net of an allowance for doubtful accounts of $2.9 million and $3.4 million as of June 30, 2015 and December 31, 2014 , respectively. Tenant recoveries are amounts due from tenants that are established in the leases or computed based upon a formula related to real estate taxes, insurance and other property operating expenses and are generally recognized as revenues in the period in which the related costs are incurred. The Company makes certain assumptions and judgments in estimating the reimbursements at the end of each reporting period. The Company does not expect the actual results to materially differ from the estimated reimbursement. Overage rent is paid by a tenant when its sales exceed an agreed-upon minimum amount. Overage rent is calculated by multiplying the sales in excess of the minimum amount by a percentage defined in the lease. Overage rent is recognized on an accrual basis once tenant sales exceed contractual tenant lease thresholds. Other revenues generally consist of amounts earned by the Company for vending, advertising, and marketing revenues earned at the Company's malls and is recognized on an accrual basis over the related service period. |
Loss Per Share | er Share Basic net income (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted net income per share |
Fair Value | Fair Value The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). GAAP establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value: • Level 1 — quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; • Level 2 — observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and • Level 3 — unobservable inputs that are used when little or no market data is available. The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in our assessment of fair value. Considerable judgment is necessary to interpret Level 2 and 3 inputs in determining the fair value of our financial and non-financial assets and liabilities. Accordingly, the Company's fair value estimates, which are made at the end of each reporting period, may be different than the amounts that may ultimately be realized upon the sale or disposition of these assets. The following table sets forth information regarding the Company's financial and non-financial instruments that are measured at fair value on a recurring and non-recurring basis by the above categories: Total Fair Value Measurement Quoted Price in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) June 30, 2015 Recurring basis: Assets: Interest rate cap $ — $ — $ — $ — Liabilities: Interest rate swap $ (717 ) $ — $ (717 ) $ — Non-recurring basis: Investment in Real Estate (1) $ — $ — $ — $ — December 31, 2014 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 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 and disposed of during the six months ended June 30, 2015: Collin Creek Mall (1)(2) Steeplegate Mall (1)(2) (In thousands) Beginning carrying value, January 1, 2015 $ 51,767 $ 22,659 Capital expenditures — — Depreciation and amortization expense (539 ) (219 ) Loss on impairment of real estate (2,900 ) — Disposition of real estate asset (48,328 ) (22,440 ) Ending carrying value, June 30, 2015 $ — $ — Explanatory Notes: (1) The carrying value includes the mall's respective land, building, in place lease value, and above and below market lease value. (2) The property was conveyed to its mortgage lender during the six months ended June 30, 2015. 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 of 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 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 June 30, 2015 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 June 30, 2015 and December 31, 2014 , management’s estimates of fair value are presented below. The Company estimated the fair value of the debt by using a future discounted cash flow analysis based on the use and weighting of multiple market inputs. As a result of the frequency and availability of market data, the inputs used to measure the estimated fair value of debt are Level 3 inputs. The primary sensitivity in these calculations is based on the selection of appropriate discount rates. |
Deferred Expenses | Deferred Expenses |
Asset Retirement Obligations | Asset Retirement Obligations The Company evaluates any potential asset retirement obligations, including those related to disposal of asbestos containing materials and environmental remediation liabilities. The Company recognizes the fair value of such obligations in the period incurred if a reasonable estimate of fair value can be determined. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. For example, estimates and assumptions have been made with respect to fair values of assets and liabilities for purposes of applying the acquisition method of accounting, the useful lives of assets, capitalization of development and leasing costs, recoverable amounts of receivables, impairment of long-lived assets, valuation of hedging instruments and fair value of debt. Actual results could differ from these and other estimates. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In 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, but specifically exclude leases. 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. On April 1, 2015, the FASB board voted to postpone the effective date of the new revenue recognition standard by one year. The ASU is now effective for the reporting periods after December 15, 2017. 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. In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" , which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability. For public business entities, this ASU is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Entities should apply the new guidance on a retrospective basis, wherein the balance sheet of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. The Company is currently evaluating the impact of the guidance in this ASU. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Depreciation and amortization expense is computed using the straight-line method based upon the following estimated useful lives: Years Buildings and improvements 40 Equipment and fixtures 5 - 10 Tenant improvements Shorter of useful life or applicable lease term |
Schedule of intangible assets and liabilities | The following table summarizes our intangible assets and liabilities as a result of the application of acquisition accounting: Gross Asset Accumulated Net Carrying (In thousands) June 30, 2015 Tenant leases: In-place value $ 91,618 $ (37,924 ) $ 53,694 Above-market 100,876 (54,533 ) 46,343 Below-market (62,611 ) 20,907 (41,704 ) Ground leases: Below-market 3,682 (616 ) 3,066 December 31, 2014 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 |
Schedule of Finite-Lived Intangible Assets | Future amortization/accretion of these intangibles is estimated to decrease the Company's net income as follows: Year In-place lease intangibles Above/(below) market leases, net (In thousands) Remainder of 2015 $ 10,663 $ 3,523 2016 14,151 5,316 2017 8,298 3,413 2018 5,687 989 2019 3,996 (498 ) 2020 3,057 (992 ) |
Summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent | The following is a summary of amortization of straight-line rent, lease termination income, net amortization related to above and below-market tenant leases, amortization of tenant inducements, and percentage rent in lieu of minimum rent for the three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended June 30, 2015 2015 2014 2015 2014 (In thousands) Straight-line rent amortization $ 364 $ 462 $ 322 $ 1,087 Lease termination income 205 456 638 456 Net amortization of above and below-market tenant leases (1,723 ) (3,639 ) (4,182 ) (7,396 ) Amortization of tenant inducements (10 ) (10 ) (18 ) (10 ) Percentage rent in lieu of minimum rent 1,400 1,361 2,997 2,968 |
Schedule of straight-line rent receivables | The following is a summary of straight-line rent receivables, which are included in "Accounts receivable, net," in the Company's Consolidated Balance Sheets and are reduced for allowances for doubtful accounts: June 30, 2015 December 31, 2014 (In thousands) Straight-line rent receivables, net $ 13,962 $ 14,431 |
Schedule of assets and liabilities measured at fair value on a recurring and non-recurring basis | The following table sets forth information regarding the Company's financial and non-financial instruments that are measured at fair value on a recurring and non-recurring basis by the above categories: Total Fair Value Measurement Quoted Price in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) June 30, 2015 Recurring basis: Assets: Interest rate cap $ — $ — $ — $ — Liabilities: Interest rate swap $ (717 ) $ — $ (717 ) $ — Non-recurring basis: Investment in Real Estate (1) $ — $ — $ — $ — December 31, 2014 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 |
Schedule of Reconciliation of Carrying Value of Properties | The following is a reconciliation of the carrying value of properties that were impaired and disposed of during the six months ended June 30, 2015: Collin Creek Mall (1)(2) Steeplegate Mall (1)(2) (In thousands) Beginning carrying value, January 1, 2015 $ 51,767 $ 22,659 Capital expenditures — — Depreciation and amortization expense (539 ) (219 ) Loss on impairment of real estate (2,900 ) — Disposition of real estate asset (48,328 ) (22,440 ) Ending carrying value, June 30, 2015 $ — $ — Explanatory Notes: |
Schedule of fair value of financial instruments | The primary sensitivity in these calculations is based on the selection of appropriate discount rates. June 30, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value (In thousands) Fixed-rate debt $ 1,233,011 $ 1,272,138 $ 1,249,195 $ 1,248,928 Variable-rate debt 370,107 373,827 335,304 336,791 Total mortgages, notes and loans payable, net $ 1,603,118 $ 1,645,965 $ 1,584,499 $ 1,585,719 |
Summary of deferred lease and financing costs | Gross Asset Accumulated Amortization Net Carrying Amount (In thousands) June 30, 2015 Deferred lease costs $ 55,629 $ (14,434 ) $ 41,195 Deferred financing costs 16,261 (6,241 ) 10,020 Total $ 71,890 $ (20,675 ) $ 51,215 December 31, 2014 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 |
ACQUISITIONS Acquisitions (Tabl
ACQUISITIONS Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Pro Forma Information | Six months ended June 30, 2015 2014 As Adjusted (Unaudited) (In thousands, except per share amounts) Total revenues $ 151,026 $ 150,230 Net loss 42,549 (15,658 ) Net income (loss) per share - basic $ 0.74 $ (0.28 ) Net income (loss) per share - diluted $ 0.73 $ (0.28 ) Weighted average shares - basic 57,667,380 56,828,173 Weighted average shares - diluted 58,101,849 56,828,173 |
Schedule of Acquistions | The following table presents the Company's acquisitions as of June 30, 2015 and December 31, 2014 : Date Acquired Property Name Location Square Footage Acquired Purchase Price 2015 Acquisitions (In thousands) 01/28/2015 Mt. Shasta Mall (1)(3) Redding, CA 521,000 $ 49,000 06/03/2015 Fig Garden Village (1)(2) Fresno, CA 301,459 106,100 2015 Acquisitions Total 822,459 $ 155,100 2014 Acquisitions 05/22/2014 Bel Air Mall (1)(4) Mobile, AL 1,004,439 $ 131,917 08/29/2014 The Mall at Barnes Crossing (5) Tupelo, MS 736,607 98,850 2014 Acquisitions Total 1,741,046 $ 230,767 Explanatory Notes: (1) Rouse acquired a 100% interest in the mall. (2) The Company closed on a new $74.2 million non-recourse mortgage loan that bears interest at 4.14% , matures in June 2025, is interest only for the first five years and amortizes over 30 years thereafter. (3) The Company closed on a new $31.9 million non-recourse mortgage loan that bears interest at 4.19% , matures in March 2025, is interest only for the first three years and amortizes over 30 years thereafter. (4) The Company assumed an existing $112.5 million non-recourse mortgage loan that bears interest at 5.30% , matures in December 2025 and amortizes on a 30 year schedule. (5) 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 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. The following table presents certain additional information regarding the Company's acquisitions as of June 30, 2015 and December 31, 2014: Property Name Land Building and Improvements Acquired Lease Intangibles Acquired Above Market Lease Intangibles Acquired Below Market Lease Intangibles Other 2015 Acquisitions (In thousands) Mt. Shasta Mall $ 7,809 $ 38,008 $ 3,779 $ 915 $ (1,813 ) $ 302 Fig Garden Village 18,709 79,250 7,344 4,305 (2,868 ) (640 ) Total $ 26,518 $ 117,258 $ 11,123 $ 5,220 $ (4,681 ) $ (338 ) 2014 Acquisitions 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 |
PREPAID EXPENSES AND OTHER AS26
PREPAID EXPENSES AND OTHER ASSETS, NET (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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: June 30, December 31, (In thousands) Above-market tenant leases, net (Note 2) $ 46,343 $ 50,996 Prepaid expenses 3,387 4,755 Below-market ground leases, net (Note 2) 3,066 3,145 Deposits 408 1,447 Other 542 2,347 Total prepaid expenses and other assets, net $ 53,746 $ 62,690 |
MORTGAGES, NOTES AND LOANS PA27
MORTGAGES, NOTES AND LOANS PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Mortgages, notes and loans payable | Mortgages, notes and loans payable are summarized as follows: June 30, December 31, Interest Rate at June 30, 2015 Scheduled Maturity Date Fixed-rate debt: (in thousands) Steeplegate Mall $ — $ 45,858 — % — Bel Air Mall (1) 110,167 111,276 5.30 December 2015 Greenville Mall 40,196 40,602 5.29 December 2015 Vista Ridge Mall 67,112 68,537 6.87 April 2016 Washington Park Mall — 10,505 — — The Centre at Salisbury 115,000 115,000 5.79 May 2016 The Mall at Turtle Creek 77,133 77,648 6.54 June 2016 Collin Creek Mall — 58,128 — — Grand Traverse Mall 58,982 59,479 5.02 February 2017 West Valley Mall (2) 59,000 59,000 3.24 September 2018 Pierre Bossier Mall 46,257 46,654 4.94 May 2022 Pierre Bossier Anchor 3,594 3,637 4.85 May 2022 Southland Center (MI) 75,424 76,037 5.09 July 2022 Chesterfield Towne Center 107,242 107,967 4.75 October 2022 Animas Valley Mall 49,607 50,053 4.41 November 2022 Lakeland Square 67,436 68,053 4.17 March 2023 Valley Hills Mall 65,929 66,492 4.47 July 2023 Chula Vista Center (1)(3) 70,000 70,000 4.18 July 2024 The Mall at Barnes Crossing (1) 67,000 67,000 4.29 September 2024 Bayshore Mall (1) 46,500 46,500 3.96 October 2024 Mt. Shasta Mall (1) 31,850 — 4.19 March 2025 Fig Garden Village (1) 74,200 — 4.14 June 2025 Total fixed-rate debt $ 1,232,629 $ 1,248,426 Add: Market rate adjustments 382 769 $ 1,233,011 $ 1,249,195 Variable-rate debt: NewPark Mall (4) $ 64,882 $ 65,304 3.44 % May 2017 2013 Term Loan (5)(6) 285,000 260,000 2.54 November 2018 2013 Revolver (5)(6) 20,225 10,000 2.53 November 2017 Total variable-rate debt: $ 370,107 $ 335,304 Total mortgages, notes and loans payable, net $ 1,603,118 $ 1,584,499 Explanatory Notes: (1 ) 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. (2) During January 2014, the Company entered into a swap transaction which fixes the interest rate on the loan for this property to 3.24% . See Note 7 for further details. (3 ) 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 debt was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing, and upon repayment, Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. (4) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. (5) LIBOR (30 day) plus 235 basis points. The following is a summary of significant property loan refinancings and acquisitions that have occurred during the six months ended June 30, 2015 and the year ended December 31, 2014 ($ in thousands): Property Date Balance at Date of Refinancing Interest Rate Balance of New Loan New Interest Rate Net Proceeds (1) Maturity June 30, 2015: Fig Garden Village (2) June 2015 $ — — % $ 74,200 4.14 % $ — June 2025 Mt. Shasta Mall (3) February 2015 — — % 31,850 4.19 % — March 2025 December 31, 2014: Bayshore Mall (3) October 2014 $ — — % $ 46,500 3.96 % $ 43,400 October 2024 The Mall at Barnes Crossing (3) August 2014 — — % 67,000 4.29 % — September 2024 Chula Vista Center (4) July 2014 — — % 70,000 4.18 % 15,000 July 2024 Sikes Senter (4) July 2014 54,618 5.20 % — — % — — Bel Air Mall May 2014 — — % 112.505 5.30 % — December 2015 Explanatory Notes: (1) Net proceeds are net of closing costs. (2) The loan is interest-only for the first five years. (3) The loan is interest-only for the first three years. (4) 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. In January 2015, the loan associated with The Shoppes at Knollwood with a mortgage debt balance of $35.1 million was defeased simultaneously with the sale of the property. As of December 31, 2014, the loan was shown as a component of "Liabilities of property held for sale" on the Consolidated Balance Sheets. In February 2015, the Company repaid the $10.4 million mortgage debt balance on Washington Park Mall which had a fixed interest rate of 5.35% . In February 2015, the loan associated with Vista Ridge Mall was transferred to special servicing. In March 2015, the property associated with Steeplegate Mall was conveyed to its lender in full satisfaction of the debt. The loan had an outstanding balance of approximately $45.9 million . In April 2015, the property associated with Collin Creek Mall was conveyed to its lender in full satisfaction of the debt. The loan had an outstanding balance of approximately $57.6 million . |
ACCOUNTS PAYABLE AND ACCRUED 28
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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: June 30, 2015 December 31, 2014 (In thousands) Below market tenant leases, net (Note 2) $ 41,704 $ 43,292 Construction payable 17,267 16,272 Accrued dividend 10,505 9,885 Accounts payable and accrued expenses 9,727 9,901 Accrued real estate taxes 9,272 9,028 Accrued interest 6,238 4,380 Deferred income 5,367 5,471 Asset retirement obligation liability 4,480 4,545 Accrued payroll and other employee liabilities 4,431 9,352 Tenants and other deposits 1,639 1,336 Other 2,663 514 Total accounts payable and accrued expenses, net $ 113,293 $ 113,976 |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative [Line Items] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The t able 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 June 30, 2015 and December 31, 2014 : Instrument Type Location in consolidated balance sheets Notional Amount Designated Benchmark Interest Rate Strike Rate Fair Value at June 30, 2015 Fair Value at December 31, 2014 Maturity Date Derivative not designated as hedging instruments (dollars in thousands) Interest Rate Cap Prepaid expenses and other assets, net $ 64,882 One-month LIBOR 4.5 % $ — $ 1 May 2016 Derivative designated as hedging instruments Pay fixed / receive variable rate swap Accounts payable and accrued expenses, net $ 59,000 One-month LIBOR 1.49 % $ (717 ) $ (482 ) June 2018 |
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location [Table Text Block] | The table below presents the effect of the Company’s derivative financial instruments on the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2015 and June 30, 2014. 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) Three Months Ended June 30, 2015 2014 2015 2014 2015 2014 (dollars in thousands) Pay fixed / receive variable rate swap $ (24 ) $ (569 ) Interest expense $ 195 $ 200 n.a. $ — $ — Six Months Ended June 30, Pay fixed / receive variable rate swap $ (625 ) $ (980 ) Interest expense $ 390 $ 325 n.a. $ — $ — |
Designated as Hedging Instrument [Member] | |
Derivative [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | As of June 30, 2015 , the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Instruments Notional Amount (in thousands) Interest rate swap 1 $59,000 |
Not Designated as Hedging Instrument [Member] | |
Derivative [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | s of June 30, 2015 , 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 $64,882 |
STOCK BASED COMPENSATION PLANS
STOCK BASED COMPENSATION PLANS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 six months ended June 30, 2015 and 2014 : 2015 2014 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Stock options outstanding at January 1, 3,313,869 $15.89 2,579,171 $15.14 Granted 1,057,000 17.67 750,300 18.40 Exercised (243,373 ) 14.80 (1,680 ) 16.48 Forfeited (527,763 ) 16.51 (42,120 ) 15.34 Expired (1,260 ) 18.40 — — Stock options outstanding at June 30, 3,598,473 $16.40 3,285,671 $15.88 |
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 March 2012 1,108,860 6.75 $14.72 May 2012 13,140 6.92 13.71 August 2012 36,400 7.17 13.75 October 2012 284,875 7.33 14.47 February 2013 588,320 7.67 16.48 February 2014 621,180 8.67 18.40 July 2014 28,198 9.08 17.20 February 2015 717,500 9.67 17.18 March 2015 200,000 9.75 19.76 Stock options outstanding at June 30, 2015 3,598,473 8.16 $16.40 Explanatory Note: (1) As of June 30, 2015 , 1,224,057 stock options are fully vested and are currently exercisable. As of June 30, 2015 , the intrinsic value of these options was $1.0 million , and such stock options had a weighted average exercise price of $15.50 and a weighted average remaining contractual term of 7.2 years. |
Summary of restricted stock activity | The following table summarizes restricted stock activity for the six months ended June 30, 2015 and 2014 : 2015 2014 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Non-vested restricted stock grants outstanding at January 1, 205,731 $15.45 278,617 $14.85 Granted 53,550 17.18 42,489 18.40 Forfeited (58,242 ) 15.41 — — Canceled — — — — Vested (118,369 ) 15.29 (106,057 ) 14.95 Non-vested restricted stock grants outstanding at June 30, 82,670 $16.83 215,049 $15.48 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Reconciliation of Net Income (Loss) | The following table presents a reconciliation of net income (loss) used in basic and diluted EPS calculations ($ in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net income (loss) attributable to Rouse Properties Inc. $ (673 ) $ (8,175 ) $ 43,729 $ (12,601 ) Net income attributable to non-controlling interests (15 ) — (9 ) — Income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders and Participating Security Holders $ (688 ) $ (8,175 ) $ 43,720 $ (12,601 ) Earnings allocable to common shares: Numerator for basic and diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders $ (688 ) $ (8,175 ) $ 43,799 $ (12,601 ) Denominator for basic and diluted earnings per share Weighted average common shares outstanding - basic 57,726,603 57,519,079 57,667,380 56,828,173 Add: effect of assumed shares issued under treasury stock method for stock options and restricted shares — — 434,469 — Weighted average common shares outstanding - diluted 57,726,603 57,519,079 58,101,849 56,828,173 Basic and Diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- basic $ (0.01 ) $ (0.14 ) $ 0.76 $ (0.22 ) Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- diluted $ (0.01 ) $ (0.14 ) $ 0.75 $ (0.22 ) Earnings allocable to Participating Security Holders: Numerator for basic and diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to Participating Security Holders $ — $ — $ 329 $ — Denominator for basic and diluted earnings per share Weighted average common shares outstanding - basic 57,726,603 57,519,079 57,667,380 56,828,173 Add: effect of assumed shares issued under treasury stock method for stock options and restricted shares — — 434,469 — Weighted average common shares outstanding - diluted 57,726,603 57,519,079 58,101,849 56,828,173 Basic and Diluted earnings per share Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- basic $ — $ — $ 0.01 $ — Net income (loss) attributable to Rouse Properties Inc. and allocable to common shareholders- diluted $ — $ — $ 0.01 $ — |
ORGANIZATION (Details)
ORGANIZATION (Details) | 6 Months Ended | |
Jun. 30, 2015segmentproperty | Jul. 01, 2014shares | |
Organization [Line Items] | ||
Number of Operating Segments | 1 | |
Segment Reporting, Disclosure of Major Customers | .1 | |
GGP [Member] | ||
Organization [Line Items] | ||
Number of properties assets and liabilities are split over | property | 30 | |
Employee Stock [Member] | ||
Organization [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 500,000 |
SUMMARY OF SIGNIFICANT ACCOUN33
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Plant and Equipment)(Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Properties | ||
Preliminary estimate of the cost of the environmental remediation liability | $ 4,480 | $ 4,545 |
Building and improvements | ||
Properties | ||
Estimated useful lives | 40 years | |
Equipment and fixtures | Maximum [Member] | ||
Properties | ||
Estimated useful lives | 10 years | |
Equipment and fixtures | Minimum [Member] | ||
Properties | ||
Estimated useful lives | 5 years |
SUMMARY OF SIGNIGANT ACCOUNTING
SUMMARY OF SIGNIGANT ACCOUNTING POLICIES (Impairment)(Details) - Disposal Groups, Including Discontinued Operations, Name [Domain] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Provision for impairment | $ 0 | $ 0 | $ 2,900 | $ 0 |
Gain (Loss) on extinguishment of debt | $ 4,054 | $ 0 | $ 26,894 |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Intangible Assets and Liabilities)(Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Intangible assets and liabilities | |||||
Net Carrying Amount | $ (41,704) | $ (41,704) | $ (43,292) | ||
Amortization of Intangible Assets | 4,800 | $ 6,000 | 10,800 | $ 11,900 | |
Amortization of intangible assets and liabilities | 1,700 | $ 3,600 | 4,200 | $ 7,400 | |
Estimated decrease to income due to future amortization | |||||
Remainder of 2015 | 10,663 | 10,663 | |||
2,015 | 14,151 | 14,151 | |||
2,016 | 8,298 | 8,298 | |||
2,017 | 5,687 | 5,687 | |||
2,018 | 3,996 | 3,996 | |||
2,019 | 3,057 | 3,057 | |||
Future Amortization and Accretion Expense Future Amortization [Abstract] | |||||
Remainder of 2015 | 3,523 | 3,523 | |||
2,015 | 5,316 | 5,316 | |||
2,016 | 3,413 | 3,413 | |||
2,017 | 989 | 989 | |||
2,018 | (498) | (498) | |||
2,019 | (992) | (992) | |||
Tenant leases | |||||
Intangible assets and liabilities | |||||
Gross Liability | (62,611) | (62,611) | (65,476) | ||
Accumulated Accretion | 20,907 | 20,907 | 22,184 | ||
Net Carrying Amount | (41,704) | (41,704) | (43,292) | ||
Tenant leases | Leases, Acquired-in-Place | |||||
Intangible assets and liabilities | |||||
Gross Assets | 91,618 | 91,618 | 97,745 | ||
Accumulated Amortization | (37,924) | (37,924) | (43,481) | ||
Net Carrying Amount | 53,694 | 53,694 | 54,264 | ||
Tenant leases | Above-market tenant leases, net | |||||
Intangible assets and liabilities | |||||
Gross Assets | 100,876 | 100,876 | 109,862 | ||
Accumulated Amortization | (54,533) | (54,533) | (58,866) | ||
Net Carrying Amount | 46,343 | 46,343 | 50,996 | ||
Ground leases | |||||
Intangible assets and liabilities | |||||
Gross Assets | 3,682 | 3,682 | 3,682 | ||
Accumulated Amortization | (616) | (616) | (537) | ||
Net Carrying Amount | $ 3,066 | $ 3,066 | $ 3,145 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Interest Rate Hedging Instruments) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accounts Payable and Accrued Liabilities [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ||
Derivative [Line Items] | ||
Derivative Liability | $ 700 | |
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | ||
Derivative [Line Items] | ||
Derivative Liability | $ 717 | $ 482 |
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value | $ 482 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition and Related Matters)(Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||||
Straight-line rent amortization | $ 364 | $ 462 | $ 322 | $ 1,087 | |
Lease termination income | 205 | 456 | 638 | 456 | |
Net amortization of above and below-market tenant leases | (1,723) | (3,639) | (4,182) | (7,396) | |
Amortization of lease inducement | (10) | (10) | (18) | (10) | |
Percentage rents in lieu of minimum rent | 1,400 | $ 1,361 | 2,997 | $ 2,968 | |
Straight-line rent receivables, net | 13,962 | 13,962 | $ 14,431 | ||
Allowance for doubtful accounts | $ 2,900 | $ 2,900 | $ 3,400 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Loss Per Share)(Details) - shares | Jun. 30, 2015 | Jan. 01, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Jan. 01, 2014 | Dec. 31, 2013 | |
Employee Stock Option [Member] | |||||||
Income (Loss) per share | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,598,473 | [1] | 3,313,869 | 3,285,671 | 2,579,171 | ||
Restricted Stock [Member] | |||||||
Income (Loss) per share | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 82,670 | 205,731 | 215,049 | 278,617 | |||
[1] | (1) As of June 30, 2015, 1,224,057 stock options are fully vested and are currently exercisable. As of June 30, 2015, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $15.50 and a weighted average remaining contractual term of 7.2 years. |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value Measurements)(Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Investment in Real Estate, Fair Value Disclosure | [1] | $ 0 | $ 74,237 |
Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Investment in Real Estate, Fair Value Disclosure | [1] | 0 | 74,237 |
Interest Rate Cap [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 0 | 1 | |
Interest Rate Swap [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Liability | (717) | (482) | |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Liability | (717) | (482) | |
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | $ 0 | ||
Prepaid Expenses and Other Current Assets [Member] | Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | $ 1 | ||
[1] | The carrying value includes each mall's respective land, building, and in-place lease value. |
SUMMARY OF SIGNIFICIANT ACCOUNT
SUMMARY OF SIGNIFICIANT ACCOUNTING POLICIES (Schedule of Reconciliation of Carrying Value of Properties) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | ||
Real Estate Properties [Line Items] | |||
Depreciation and amortization expense | $ 203,450 | $ 189,838 | |
Steeplegate Mall [Member] | |||
Real Estate Properties [Line Items] | |||
Beginning carrying value, January 1, 2014 | [1] | 22,659 | |
Capital expenditures | [1] | 0 | |
Real Estate, Depreciation and Amortization Expense | [1] | (219) | |
Loss on impairment of real estate | [1] | 0 | |
Beginning carrying value, January 1, 2014 | [1] | 0 | |
Collin Creek Mall [Member] | |||
Real Estate Properties [Line Items] | |||
Beginning carrying value, January 1, 2014 | [2] | 51,767 | |
Capital expenditures | [2] | 0 | |
Real Estate, Depreciation and Amortization Expense | [2] | (539) | |
Loss on impairment of real estate | [2] | (2,900) | |
Beginning carrying value, January 1, 2014 | [2] | 0 | |
Collin Creek Mall [Member] | |||
Real Estate Properties [Line Items] | |||
Gain (Loss) on Disposition of Assets | [1] | (48,328) | |
Steeplegate Mall [Member] | |||
Real Estate Properties [Line Items] | |||
Gain (Loss) on Disposition of Assets | [1] | $ (22,440) | |
[1] | (2) The property was conveyed to its mortgage lender during the six months ended June 30, 2015. | ||
[2] | The carrying value includes each mall's respective land, building, and in-place lease value. |
SUMMARY OF SIGNIFICANT ACCOUN41
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fair Value)(Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | ||
Fair Value of Financial Instruments | |||
Fixed-rate debt | $ 1,232,629 | $ 1,248,426 | |
Variable-rate debt | 370,107 | 335,304 | |
Total Mortgages, notes and loans payable | 1,603,118 | 1,584,499 | |
Estimated Fair Value | |||
Fair Value of Financial Instruments | |||
Fixed-rate debt | 1,272,138 | 1,248,928 | |
Variable-rate debt | 373,827 | 336,791 | |
Total Mortgages, notes and loans payable | 1,645,965 | 1,585,719 | |
Carrying Amount | |||
Fair Value of Financial Instruments | |||
Fixed-rate debt | 1,233,011 | 1,249,195 | |
Variable-rate debt | 370,107 | 335,304 | |
Total Mortgages, notes and loans payable | 1,603,118 | $ 1,584,499 | |
Collin Creek Mall [Member] | |||
Fair Value of Financial Instruments | |||
Gain (Loss) on Disposition of Assets | [1] | $ (48,328) | |
[1] | (2) The property was conveyed to its mortgage lender during the six months ended June 30, 2015. |
SUMMARY OF SIGNIFICANT ACCOUN42
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Deferred Expenses)(Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Deferred lease costs | ||
Gross Asset | $ 55,629 | $ 55,647 |
Accumulated Amortization | (14,434) | (14,683) |
Net Carrying Amount | 41,195 | 40,964 |
Deferred finance costs | ||
Gross Asset | 16,261 | 19,151 |
Accumulated Amortization | (6,241) | (7,504) |
Net Carrying Amount | 10,020 | 11,647 |
Total | ||
Gross Asset | 71,890 | 74,798 |
Accumulated Amortization | (20,675) | (22,187) |
Net Carrying Amount | $ 51,215 | $ 52,611 |
SUMMARY OF SIGNIFICANT ACCOUN43
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Asset Retirement Obligations)(Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | |
Asset Retirement Obligations | |||
Preliminary estimate of the cost of the environmental remediation liability | $ 4,480 | $ 4,545 | |
Asset Retirement Reversal | $ (400) |
ACQUISITIONS (Schedule of Acqui
ACQUISITIONS (Schedule of Acquistions) (Details) $ in Thousands | May. 22, 2015 | Jan. 28, 2015 | Aug. 30, 2014 | Jun. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2014 | Jun. 30, 2015USD ($)ft² | Jun. 30, 2014USD ($)ft² | Dec. 31, 2014USD ($) | Aug. 29, 2014 | |
Business Acquisition [Line Items] | |||||||||||
Controlling interest percentage | 51.00% | ||||||||||
Retail Site [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Square Footage Acquired | ft² | 822,459,000 | 1,741,046 | |||||||||
Purchase Price | $ 155,100 | $ 230,767 | |||||||||
Retail Site [Member] | Fig Garden Village [Member] [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Date Acquired | Jan. 28, 2015 | Jun. 3, 2015 | |||||||||
Retail Site [Member] | Fig Garden Village [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Square Footage Acquired | ft² | [1],[2] | 301,459,000 | |||||||||
Purchase Price | [3] | $ 106,100 | |||||||||
Long term debt, assumed | $ 74,200 | $ 74,200 | $ 74,200 | ||||||||
Interest rate | 4.14% | 4.14% | 4.14% | ||||||||
Debt Instrument, Interest Rate Terms | P5Y | ||||||||||
Amortization term | 30 years | ||||||||||
Retail Site [Member] | Mt. Shasta Mall [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Square Footage Acquired | ft² | [2],[4] | 521,000,000 | |||||||||
Purchase Price | [2],[4] | $ 49,000 | |||||||||
Long term debt, assumed | $ 31,900 | $ 31,900 | $ 31,900 | ||||||||
Interest rate | 4.19% | 4.19% | 4.19% | ||||||||
Debt Instrument, Interest Rate Terms | P3Y | ||||||||||
Amortization term | 30 years | ||||||||||
Retail Site [Member] | Bel Air Mall [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Date Acquired | May 22, 2014 | ||||||||||
Square Footage Acquired | ft² | [2],[4] | 1,004,439 | |||||||||
Purchase Price | [2],[4] | $ 131,917 | |||||||||
Long term debt, assumed | $ 112,500 | $ 112,500 | $ 112,500 | ||||||||
Interest rate | 5.30% | 5.30% | 5.30% | ||||||||
Amortization term | 30 years | ||||||||||
Retail Site [Member] | The Mall at Barnes Crossing [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Date Acquired | Aug. 29, 2014 | ||||||||||
Square Footage Acquired | ft² | [3] | 736,607 | |||||||||
Purchase Price | [3] | $ 98,850 | |||||||||
Acquired interest | 100.00% | 100.00% | 100.00% | ||||||||
Long term debt, assumed | $ 67,000 | ||||||||||
Debt Instrument, Interest Rate Terms | P3Y | ||||||||||
Amortization term | 30 years | ||||||||||
Controlling interest percentage | 51.00% | ||||||||||
Retail Site [Member] | The Mall at Barnes Crossing [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest rate | 4.29% | ||||||||||
[1] | (2) The Company closed on a new $74.2 million non-recourse mortgage loan that bears interest at 4.14%, matures in June 2025, is interest only for the first five years and amortizes over 30 years thereafter. | ||||||||||
[2] | Rouse acquired a 100% interest in the mall. | ||||||||||
[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 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 closed on a new $31.9 million non-recourse mortgage loan that bears interest at 4.19%, matures in March 2025, is interest only for the first three years and amortizes over 30 years thereafter |
ACQUISITIONS (Additional Inform
ACQUISITIONS (Additional Information) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Business Acquisition [Line Items] | ||
Acquired Below Market Lease Intangibles | $ (4,681) | $ (14,989) |
Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Acquired Below Market Lease Intangibles | (1,813) | |
Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Acquired Below Market Lease Intangibles | (2,868) | |
Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Acquired Below Market Lease Intangibles | (6,889) | |
The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Acquired Below Market Lease Intangibles | (8,100) | |
Land | ||
Business Acquisition [Line Items] | ||
Purchase Price | 26,518 | 26,938 |
Land | Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 7,809 | |
Land | Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 18,709 | |
Land | Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 8,969 | |
Land | The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 17,969 | |
Building and improvements | ||
Business Acquisition [Line Items] | ||
Purchase Price | 117,258 | 187,155 |
Building and improvements | Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 38,008 | |
Building and improvements | Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 79,250 | |
Building and improvements | Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 111,206 | |
Building and improvements | The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 75,949 | |
Other | ||
Business Acquisition [Line Items] | ||
Purchase Price | (338) | 4,709 |
Other | Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 302 | |
Other | Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | (640) | |
Other | Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 3,350 | |
Other | The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 1,359 | |
Leases, Acquired-in-Place | ||
Business Acquisition [Line Items] | ||
Purchase Price | 11,123 | 18,302 |
Leases, Acquired-in-Place | Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 3,779 | |
Leases, Acquired-in-Place | Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 7,344 | |
Leases, Acquired-in-Place | Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 11,329 | |
Leases, Acquired-in-Place | The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 6,973 | |
Above-market tenant leases, net | ||
Business Acquisition [Line Items] | ||
Purchase Price | 5,220 | 8,652 |
Above-market tenant leases, net | Mt. Shasta Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 915 | |
Above-market tenant leases, net | Fig Garden Village [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 4,305 | |
Above-market tenant leases, net | Bel Air Mall [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | 3,952 | |
Above-market tenant leases, net | The Mall at Barnes Crossing [Member] | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 4,700 |
ACQUISITIONS (Narrative) (Detai
ACQUISITIONS (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Business Acquisition [Line Items] | |||||
Acquisition and transaction related costs | $ 600 | $ 200 | $ 1,100 | $ 400 | |
Revenues | 72,409 | 67,790 | 146,970 | 135,628 | |
Net Income (Loss) Attributable to Parent | $ (688) | (8,175) | 43,720 | (12,601) | |
Fig Garden Village [Member] | |||||
Business Acquisition [Line Items] | |||||
Revenues | $ 2,300 | 3,600 | |||
Mt. Shasta Mall [Member] | |||||
Business Acquisition [Line Items] | |||||
Net Income (Loss) Attributable to Parent | $ 1,600 | $ 1,700 | |||
Bel Air Mall [Member] | |||||
Business Acquisition [Line Items] | |||||
Revenues | $ 1,900 | ||||
Net Income (Loss) Attributable to Parent | $ 1,200 |
ACQUISITIONS (Pro Forma) (Detai
ACQUISITIONS (Pro Forma) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Business Combinations [Abstract] | ||||
Total revenues | $ 151,026 | $ 150,230 | ||
Net loss | $ 42,549 | $ (15,658) | ||
Net income (loss) per share - basic | $ 0.74 | $ (0.28) | ||
Net income (loss) per share - diluted | $ 0.73 | $ (0.28) | ||
Weighted average shares - basic | 57,726,603 | 57,519,079 | 57,667,380 | 56,828,173 |
Weighted average shares - diluted | 57,726,603 | 57,519,079 | 58,101,849 | 56,828,173 |
PREPAID EXPENSES AND OTHER AS48
PREPAID EXPENSES AND OTHER ASSETS, NET (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Prepaid expenses and other assets | ||
Deposits | $ 408 | $ 1,447 |
Prepaid expenses | 3,387 | 4,755 |
Other | 542 | 2,347 |
Prepaid expenses and other assets, net | 53,746 | 62,690 |
Ground leases | ||
Prepaid expenses and other assets | ||
Finite-lived intangible assets, net | 3,066 | 3,145 |
Above-market tenant leases, net | Tenant leases | ||
Prepaid expenses and other assets | ||
Finite-lived intangible assets, net | $ 46,343 | $ 50,996 |
(Mortgages, Notes and Loans Pay
(Mortgages, Notes and Loans Payable Schedule) (Details) - USD ($) $ in Thousands | Jun. 30, 2014 | Jul. 31, 2014 | Jun. 30, 2015 | Jun. 29, 2015 | May. 04, 2015 | Apr. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | Aug. 31, 2014 | May. 31, 2014 | Jan. 31, 2014 | Nov. 22, 2013 | ||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 1,232,629 | $ 1,248,426 | ||||||||||||||
Market rate adjustments | 382 | 769 | ||||||||||||||
Fixed-rate debt at fair value | 1,233,011 | 1,249,195 | ||||||||||||||
Variable-rate debt | 370,107 | 335,304 | ||||||||||||||
Total Mortgages, notes and loans payable | 1,603,118 | 1,584,499 | ||||||||||||||
Current borrowing capacity | 595,000 | 545,000 | $ 510,000 | |||||||||||||
West Valley [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.24% | |||||||||||||||
Steeplegate Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 0 | 45,858 | ||||||||||||||
Total Mortgages, notes and loans payable | $ 45,900 | |||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 0.00% | |||||||||||||||
Bel Air Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1] | $ 110,167 | 111,276 | |||||||||||||
Total Mortgages, notes and loans payable | $ 113 | $ 0 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [1] | 5.30% | ||||||||||||||
GreenvilleMall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 40,196 | 40,602 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.29% | |||||||||||||||
Vista Ridge Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 67,112 | 68,537 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 6.87% | |||||||||||||||
Washington Park Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 0 | 10,505 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 0.00% | |||||||||||||||
The Centre at Salisbury [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 115,000 | 115,000 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.79% | |||||||||||||||
The Mall at Turtle Creek [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 77,133 | 77,648 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 6.54% | |||||||||||||||
Collin Creek Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 0 | 58,128 | ||||||||||||||
Total Mortgages, notes and loans payable | $ 57,600 | |||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 0.00% | |||||||||||||||
Grand Traverse Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 58,982 | 59,479 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.02% | |||||||||||||||
West Valley Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [2] | $ 59,000 | 59,000 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [2] | 3.24% | ||||||||||||||
Pierre Bossier Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 46,257 | 46,654 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.94% | |||||||||||||||
Pierre Bossier Anchor [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 3,594 | 3,637 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.85% | |||||||||||||||
Southland Center [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 75,424 | 76,037 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.09% | |||||||||||||||
ChesterfieldTowneCenter [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 107,242 | 107,967 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.75% | |||||||||||||||
Animas Valley Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 49,607 | 50,053 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.41% | |||||||||||||||
LakelandMall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 67,436 | 68,053 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.17% | |||||||||||||||
Valley Hills [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | $ 65,929 | 66,492 | ||||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.47% | |||||||||||||||
Chula Vista Center [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1],[3] | $ 70,000 | 70,000 | |||||||||||||
Total Mortgages, notes and loans payable | [4] | $ 0 | 70,000 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [1],[3] | 4.18% | ||||||||||||||
The Mall at Barnes Crossing [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1] | $ 67,000 | 67,000 | |||||||||||||
Total Mortgages, notes and loans payable | [5] | 67,000 | $ 0 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [1] | 4.29% | ||||||||||||||
Bay Shore Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1] | $ 46,500 | 46,500 | |||||||||||||
Total Mortgages, notes and loans payable | [5] | 46,500 | $ 0 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.96% | [1] | 5.35% | |||||||||||||
Mt. Shasta Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1] | $ 31,850 | 0 | |||||||||||||
Total Mortgages, notes and loans payable | [6] | $ 31,850 | $ 0 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [1] | 4.19% | ||||||||||||||
Fig Garden Village [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Fixed-rate debt | [1] | $ 74,200 | 0 | |||||||||||||
Total Mortgages, notes and loans payable | [6] | $ 74,200 | $ 0 | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | [1] | 4.14% | ||||||||||||||
NewPark Mall [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Variable-rate debt | [7] | $ 64,882 | 65,304 | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.05% | 3.25% | ||||||||||||||
Variable-rate debt, interest rate | [7] | 3.44% | ||||||||||||||
2013 Term Loan [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Variable-rate debt | [8],[9] | $ 285,000 | 260,000 | |||||||||||||
Variable-rate debt, interest rate | [8],[9] | 2.54% | ||||||||||||||
2013 Revolver [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Variable-rate debt | [8],[9] | $ 20,225 | 10,000 | |||||||||||||
Variable-rate debt, interest rate | [8],[9] | 2.53% | ||||||||||||||
LIBOR | 2013 Term Loan [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.35% | |||||||||||||||
LIBOR | 2013 Revolver [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.00% | |||||||||||||||
Secured Debt [Member] | 2013 Term Loan [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Current borrowing capacity | $ 285,000 | 260,000 | 260,000 | |||||||||||||
Revolving Credit Facility [Member] | 2013 Revolver [Member] | ||||||||||||||||
Mortgages, notes and loans payable [Line Item] | ||||||||||||||||
Current borrowing capacity | $ 310,000 | $ 285,000 | $ 250,000 | |||||||||||||
[1] | 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. | |||||||||||||||
[2] | During January 2014, the Company entered into a swap transaction which fixes the interest rate on the loan for this property to 3.24%. See Note 7 for further details. | |||||||||||||||
[3] | (3) 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 debt was repaid on July 1, 2014 from proceeds from the Chula Vista Center refinancing, and upon repayment, Sikes was added to the 2013 Senior Facility collateral pool with no change to the outstanding 2013 Senior Facility collateral pool balance. | |||||||||||||||
[4] | 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. | |||||||||||||||
[5] | The loan is interest-only for the first three years. | |||||||||||||||
[6] | (1) Net proceeds are net of closing costs. | |||||||||||||||
[7] | (4) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 basis points. | |||||||||||||||
[8] | (5) LIBOR (30 day) plus 235 basis points. | |||||||||||||||
[9] | June 30, 2015, the Company exercised a portion of its "accordion feature" on the 2013 Senior Facility, increasing the 2013 Term Loan from $260.0 million to $285.0 million and increasing the availability on the 2013 Revolver from $285.0 million to $310.0 million. |
MORTGAGES, NOTES AND LOANS PA50
MORTGAGES, NOTES AND LOANS PAYABLE (Schedule of Property Refinancing) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 29, 2015 | May. 04, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | Aug. 31, 2014 | Jul. 31, 2014 | May. 31, 2014 | ||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 1,603,118 | $ 1,584,499 | |||||||||
Proceeds from Issuance of Long-term Debt | 131,050 | $ 0 | |||||||||
Fig Garden Village [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [1] | $ 74,200 | $ 0 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [1] | 4.14% | 0.00% | ||||||||
Proceeds from Issuance of Long-term Debt | [1] | $ 0 | |||||||||
Mt. Shasta Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [1] | $ 31,850 | $ 0 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [1] | 4.19% | 0.00% | ||||||||
Proceeds from Issuance of Long-term Debt | [1] | $ 0 | |||||||||
Bay Shore Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [2] | $ 46,500 | $ 0 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [2] | 3.96% | 0.00% | ||||||||
Proceeds from Issuance of Long-term Debt | [2] | 43,400 | |||||||||
The Mall at Barnes Crossing [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [2] | $ 67,000 | $ 0 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [2] | 4.29% | 0.00% | ||||||||
Proceeds from Issuance of Long-term Debt | [2] | 0 | |||||||||
Chula Vista Center [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [3] | $ 70,000 | $ 0 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [3] | 4.18% | 0.00% | ||||||||
Proceeds from Issuance of Long-term Debt | [3] | 15,000 | |||||||||
Sikes Center [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [3] | $ 0 | $ 54,618 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | [3] | 0.00% | 5.20% | ||||||||
Proceeds from Issuance of Long-term Debt | [3] | 0 | |||||||||
Bel Air Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 113 | $ 0 | |||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.30% | 0.00% | |||||||||
Proceeds from Issuance of Long-term Debt | $ 0 | ||||||||||
[1] | (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. |
MORTGAGES, NOTES AND LOANS PA51
MORTGAGES, NOTES AND LOANS PAYABLE (Property Level Debt Narrative) (Details) - Credit Facility [Domain] $ in Thousands | 1 Months Ended | 6 Months Ended | |||||||||
Feb. 28, 2015USD ($) | Jun. 30, 2015USD ($)property | Jun. 30, 2014USD ($) | Apr. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Jan. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 31, 2014USD ($) | Nov. 22, 2013USD ($) | |||
Debt Instrument [Line Items] | |||||||||||
Current borrowing capacity | $ 595,000 | $ 545,000 | $ 510,000 | ||||||||
Number of real estate properties | property | 35 | ||||||||||
Long-term Debt | $ 1,603,118 | 1,584,499 | |||||||||
Repayment of long term debt | 54,368 | $ 37,933 | |||||||||
Liabilities Subject to Compromise, Environmental Contingencies | $ 900 | ||||||||||
Property Level Debt [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of real estate properties | property | 19 | ||||||||||
Long-term Debt | $ 1,300,000 | ||||||||||
Market rate adjustments | $ 400 | ||||||||||
Weighted average interest rate | 4.80% | ||||||||||
Knollwood Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 40,000 | ||||||||||
Liabilities Subject to Compromise, Environmental Contingencies | $ 2,400 | ||||||||||
Bay Shore Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | [1] | $ 46,500 | $ 0 | ||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.35% | 3.96% | [2] | ||||||||
Steeplegate Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 45,900 | ||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 0.00% | ||||||||||
Collin Creek Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 57,600 | ||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 0.00% | ||||||||||
Washington Park Mall [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayment of long term debt | $ 10,400 | ||||||||||
Weighted Average [Member] | Property Level Debt [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Term | 4 years 12 months | ||||||||||
[1] | The loan is interest-only for the first three years. | ||||||||||
[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. |
MORTGAGES, NOTES AND LOANS PA52
MORTGAGES, NOTES AND LOANS PAYABLE (Corporate Facility, 2013 Senior Facility Narrative) (Details) - USD ($) | Nov. 22, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | $ 510,000,000 | $ 595,000,000 | $ 595,000,000 | $ 545,000,000 | ||
Maximum increase in borrowing capacity | 250,000,000 | |||||
Line of credit, maximum credit | $ 760,000,000 | |||||
Liabilities Subject to Compromise, Environmental Contingencies | 900,000 | 900,000 | ||||
Fees, Letter of Credit | 30,000 | $ 30,000 | 60,000 | $ 50,000 | ||
Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Pledged assets | $ 2,080,000,000 | $ 2,080,000,000 | ||||
Weighted average interest rate | 4.40% | 4.40% | 4.60% | |||
Knollwood Mall [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Liabilities Subject to Compromise, Environmental Contingencies | $ 2,400,000 | $ 2,400,000 | ||||
Revolving Credit Facility [Member] | 2013 Revolver [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | 250,000,000 | 310,000,000 | 310,000,000 | $ 285,000,000 | ||
Term | 4 years | |||||
Long-term Line of Credit | 20,225,000 | $ 20,225,000 | ||||
Extension option | 1 year | |||||
Line of Credit Facility Unused Capacity Commitment Fee Percentage for Unused Credit Facility Greater than or Equal to Fifty Percent | 0.20% | |||||
Commitment Fee Percentage, If Less Than 50 Percent | 0.30% | |||||
Line of Credit Facility, Commitment Fee Amount | 200,000 | $ 200,000 | $ 400,000 | $ 400,000 | ||
Secured Debt [Member] | 2013 Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | $ 260,000,000 | $ 285,000,000 | $ 285,000,000 | $ 260,000,000 | ||
Term | 5 years | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument Default Interest Rate | 3.00% | |||||
Weighted Average [Member] | Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term | 4 years 8 months | 4 years 8 months 12 days |
ACCOUNTS PAYABLE AND ACCRUED 53
ACCOUNTS PAYABLE AND ACCRUED EXPENSES, NET (Details) - USD ($) | Jun. 30, 2015 | May. 04, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Jun. 30, 2014 |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |||||
Below market tenant leases, net (Note 2) | $ 41,704,000 | $ 43,292,000 | |||
Construction payable | 17,267,000 | 16,272,000 | |||
Accounts payable and accrued expenses | 9,727,000 | 9,901,000 | |||
Dividends Payable | 10,505,000 | $ 0.18 | $ 0.18 | 9,885,000 | $ 9,885,000 |
Accrued interest | 6,238,000 | 4,380,000 | |||
Accrued real estate taxes | 9,272,000 | 9,028,000 | |||
Deferred income | 5,367,000 | 5,471,000 | |||
Accrued payroll and other employee liabilities | 4,431,000 | 9,352,000 | |||
Tenant and other deposits | 1,639,000 | 1,336,000 | |||
Asset retirement obligation liability | 4,480,000 | 4,545,000 | |||
Other | 2,663,000 | 514,000 | |||
Total accounts payable and accrued expenses, net | $ 113,293,000 | $ 113,976,000 |
DERIVATIVES (Details)
DERIVATIVES (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | Jan. 31, 2014 | |
Derivative [Line Items] | ||||||
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | $ 700 | $ 700 | ||||
Derivative, Fixed Interest Rate | 1.49% | |||||
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Number of Instruments | 1 | 1 | ||||
Designated as Hedging Instrument [Member] | Interest Expense [Member] | ||||||
Derivative [Line Items] | ||||||
Gain (Loss) Recognized in OCI/L (Effective Portion) | $ (24) | $ (625) | ||||
Loss Recognized in Earnings (Effective Portion) | 195 | $ 200 | 390 | $ 325 | ||
Gain Recognized in Earnings (Ineffective Portion) | 0 | $ 0 | 0 | 0 | ||
Derivative Instruments, Gain Recognized in Other Comprehensive Income (Loss), Effective Portion | (569) | $ (980) | ||||
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 | $ 59,000 | ||||
Strike Rate | 1.49% | |||||
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value | $ (482) | |||||
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | Prepaid Expenses and Other Current Assets [Member] | ||||||
Derivative [Line Items] | ||||||
Notional Amount | 64,882 | $ 64,882 | ||||
Strike Rate | 4.50% | |||||
Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Cap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | $ 0 | $ 0 | ||||
Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Cap [Member] | Prepaid Expenses and Other Current Assets [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | $ 1 |
DERIVATIVES - Additional (Detai
DERIVATIVES - Additional (Details) - Derivative Contract [Domain] - Fair Value, Measurement Frequency [Domain] - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 31, 2015 | Jan. 31, 2014 | |
Derivative [Line Items] | |||||
Derivative Instruments Not Designated as Hedging Instruments, Gain | $ 84 | $ 559 | |||
Derivative, Fixed Interest Rate | 1.49% | ||||
Amount needed to settle its obligations under the agreement at its termination value | 800,000 | $ 800,000 | |||
LIBOR | |||||
Derivative [Line Items] | |||||
Basis spread on variable rate | 1.75% | 1.75% | |||
Interest Expense [Member] | Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative Instruments, Gain Recognized in Other Comprehensive Income (Loss), Effective Portion | $ (569,000) | $ (980,000) |
DISPOSITIONS OF REAL ESTATE A56
DISPOSITIONS OF REAL ESTATE ASSETS (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Jan. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain (Loss) on extinguishment of debt | $ 4,054,000 | $ 0 | $ 26,894,000 | |
Knollwood Mall [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gross proceeds | $ 106,700,000 | |||
Mortgage debt | 35,100,000 | |||
Gain on disposition | 32,500,000 | |||
Escrow Deposit | $ 7,900,000 | |||
Steeplegate Mall [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net outstanding balance | 45,900,000 | 45,900,000 | ||
Gain (Loss) on extinguishment of debt | 22.8 | |||
Collin Creek [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net outstanding balance | $ 57,600,000 | 57,600,000 | ||
Collin Creek Mall [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain (Loss) on extinguishment of debt | $ 4,100,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | |
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 | $ 10 | $ 20 |
COMMON STOCK (Details)
COMMON STOCK (Details) - USD ($) | Jul. 01, 2014 | Jan. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | May. 04, 2015 | Feb. 28, 2015 | Dec. 31, 2014 |
Common Stock disclosures | ||||||||
Issuance of common stock related to the rights offering (in shares) | 8,050,000 | |||||||
Share Price | $ 19.50 | |||||||
Proceeds from Issuance of Common Stock | $ 150,700,000 | $ 0 | $ 156,976,000 | |||||
Underwriting Discount | $ (6,279,000) | 0 | (6,279,000) | |||||
Dividends Payable | $ 10,505,000 | $ 10,505,000 | $ 9,885,000 | $ 0.18 | $ 0.18 | $ 9,885,000 | ||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 3,942 | 2,566 | ||||||
Employee Stock [Member] | ||||||||
Common Stock disclosures | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | 5.00% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 500,000 | |||||||
Common Class A [Member] | Brookfield | ||||||||
Common Stock disclosures | ||||||||
Related Party Beneficial Ownership Percentage Held in Reporting Entity | 33.40% | 33.40% |
STOCK BASED COMPENSATION PLAN59
STOCK BASED COMPENSATION PLANS (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Weighted Average Exercise Price | ||||||
Allocated Share-based Compensation Expense | $ 0.5 | $ 0.5 | $ 1 | $ 0.9 | ||
Compensation Expense - RSU | 0.2 | $ 0.5 | 0.5 | $ 0.9 | ||
Unrecognized compensation cost (in dollars) | 7.6 | 7.6 | ||||
Compensation expense expected to be recognized in 2015 | 1.5 | 1.5 | ||||
Compensation expense expected to be recognized in 2016 | 2.6 | 2.6 | ||||
Compensation expense expected to be recognized in 2017 | 1.7 | 1.7 | ||||
Compensation expense expected to be recognized in 2018 | $ 1.1 | $ 1.1 | ||||
Employee Stock Option [Member] | ||||||
Stock Based Compensation Plans | ||||||
Vesting period | 5 years | |||||
Shares | ||||||
Granted (in shares) | 1,057,000 | 750,300 | ||||
Exercised (in shares) | (243,373) | (1,680) | ||||
Forfeited (in shares) | (527,763) | (42,120) | ||||
Expired (in shares) | (1,260) | 0 | ||||
Stock options outstanding at the end of the year (in shares) | 3,598,473 | [1] | 3,285,671 | 3,598,473 | [1] | 3,285,671 |
Weighted Average Exercise Price | ||||||
Granted (in dollars per share) | $ 17.67 | $ 18.40 | ||||
Exercised (in dollars per share) | 15 | 16.48 | ||||
Forfeited (in dollars per share) | 16.51 | 15.34 | ||||
Expired (in dollars per share) | 18.40 | 0 | ||||
Stock options outstanding, ending period (in dollars per share) | $ 16.40 | $ 15.88 | $ 16.40 | $ 15.88 | ||
Stock options becoming fully vested and exercisable (in shares) | 1,224,057 | 1,224,057 | ||||
Intrinsic value of options vested | $ 1 | |||||
Weighted Average Exercise Price (in dollars per share) | $ 15.50 | $ 15.50 | ||||
Weighted average contractual term | 7 years 2 months 28 days | |||||
[1] | (1) As of June 30, 2015, 1,224,057 stock options are fully vested and are currently exercisable. As of June 30, 2015, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $15.50 and a weighted average remaining contractual term of 7.2 years. |
STOCK OPTIONS OUTSTANDING (Deta
STOCK OPTIONS OUTSTANDING (Details 2) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | ||||
Jun. 30, 2015 | Jan. 01, 2015 | Jun. 30, 2014 | Jan. 01, 2014 | ||
Stock options outstanding | |||||
Shares | 3,598,473 | [1] | 3,313,869 | 3,285,671 | 2,579,171 |
Weighted Average Remaining Contractual Term (in years) | 8 years 1 month 27 days | ||||
Weighted Average Exercise Price (in dollars per share) | $ 16.40 | $ 15.89 | $ 15.88 | $ 15.14 | |
Stock options becoming fully vested and exercisable (in shares) | 1,224,057 | ||||
Intrinsic value of options vested | $ 1 | ||||
Weighted Average Exercise Price (in dollars per share) | $ 15.50 | ||||
Weighted average contractual term | 7 years 2 months 28 days | ||||
March 2012 [Member] | |||||
Stock options outstanding | |||||
Shares | 1,108,860 | ||||
Weighted Average Remaining Contractual Term (in years) | 6 years 9 months | ||||
Weighted Average Exercise Price (in dollars per share) | $ 14.72 | ||||
May 2012 [Member] | |||||
Stock options outstanding | |||||
Shares | 13,140 | ||||
Weighted Average Remaining Contractual Term (in years) | 6 years 11 months 1 day | ||||
Weighted Average Exercise Price (in dollars per share) | $ 13.71 | ||||
August 2012 [Member] | |||||
Stock options outstanding | |||||
Shares | 36,400 | ||||
Weighted Average Remaining Contractual Term (in years) | 7 years 2 months 1 day | ||||
Weighted Average Exercise Price (in dollars per share) | $ 13.75 | ||||
October 2012 [Member] | |||||
Stock options outstanding | |||||
Shares | 284,875 | ||||
Weighted Average Remaining Contractual Term (in years) | 7 years 4 months | ||||
Weighted Average Exercise Price (in dollars per share) | $ 14.47 | ||||
February 2013 [Member] | |||||
Stock options outstanding | |||||
Shares | 588,320 | ||||
Weighted Average Remaining Contractual Term (in years) | 7 years 8 months 1 day | ||||
Weighted Average Exercise Price (in dollars per share) | $ 16.48 | ||||
February 2014 [Member] | |||||
Stock options outstanding | |||||
Shares | 621,180 | ||||
Weighted Average Remaining Contractual Term (in years) | 8 years 8 months | ||||
Weighted Average Exercise Price (in dollars per share) | $ 18.40 | ||||
July 2014 [Member] | |||||
Stock options outstanding | |||||
Shares | 28,198 | ||||
Weighted Average Remaining Contractual Term (in years) | 9 years 1 month | ||||
Weighted Average Exercise Price (in dollars per share) | $ 17.20 | ||||
February 2015 [Member] | |||||
Stock options outstanding | |||||
Shares | 717,500 | ||||
Weighted Average Remaining Contractual Term (in years) | 9 years 8 months | ||||
Weighted Average Exercise Price (in dollars per share) | $ 17.18 | ||||
Award Issuance Period March 2015 [Member] [Domain] [Member] | |||||
Stock options outstanding | |||||
Shares | 200,000 | ||||
Weighted Average Exercise Price (in dollars per share) | $ 19.76 | ||||
[1] | (1) As of June 30, 2015, 1,224,057 stock options are fully vested and are currently exercisable. As of June 30, 2015, the intrinsic value of these options was $1.0 million, and such stock options had a weighted average exercise price of $15.50 and a weighted average remaining contractual term of 7.2 years. |
STOCK BASED COMPENSATION PLAN61
STOCK BASED COMPENSATION PLANS STOCK OPTIONS OUTSTANDING (Details 3) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Additional disclosures | ||||
Recognition of share-based compensation expense | $ 0.5 | $ 0.5 | $ 1 | $ 0.9 |
Assumptions used in estimating values of options granted | ||||
Unrecognized compensation cost (in dollars) | 7.6 | 7.6 | ||
Compensation expense expected to be recognized in 2015 | 1.5 | 1.5 | ||
Compensation expense expected to be recognized in 2016 | 2.6 | 2.6 | ||
Compensation expense expected to be recognized in 2017 | 1.7 | 1.7 | ||
Compensation expense expected to be recognized in 2018 | 1.1 | 1.1 | ||
Compensation expense expected to be recognized in 2019 | 0.6 | 0.6 | ||
Compensation Nonvested Awards Total Compensatin expense expectedto be recognized in 2020 | $ 0.1 | $ 0.1 | ||
Restricted Stock [Member] | ||||
Shares | ||||
Nonvested restricted stock grants outstanding as of beginning of period (in shares) | 205,731 | 278,617 | ||
Granted (in shares) | 53,550 | 42,489 | ||
Forfeited (in shares) | (58,242) | 0 | ||
Cancelled (in shares) | 0 | 0 | ||
Vested (in shares) | (118,369) | (106,057) | ||
Nonvested restricted stock grants outstanding as of end of period (in shares) | 82,670 | 215,049 | 82,670 | 215,049 |
Weighted average grant date fair value | ||||
Nonvested restricted stock grants outstanding as of beginning of period (in dollars per share) | $ 15.45 | $ 14.85 | ||
Granted (in dollars per share) | 17.18 | 18.40 | ||
Forfeited (in dollars per share) | 15.41 | 0 | ||
Cancelled (in dollars per share) | 0 | 0 | ||
Vested (in dollars per share) | 15.29 | 14.95 | ||
Nonvested restricted stock grants outstanding as of end of period (in dollars per share) | $ 16.83 | $ 15.48 | $ 16.83 | $ 15.48 |
Additional disclosures | ||||
Weighted average remaining contractual term | 1 year 3 months 1 day | |||
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 | |||
Employee Stock Option [Member] | ||||
Stock Based Compensation Plans | ||||
Vesting period | 5 years |
NON-CONTROLLING INTEREST (Detai
NON-CONTROLLING INTEREST (Details) - $ / shares | 6 Months Ended | ||
Jun. 30, 2015 | Aug. 29, 2014 | Jun. 29, 2012 | |
Non-controlling interest | |||
Controlling interest percentage | 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 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Net Income (Loss) Available to Common Stockholders, Basic | $ 43,729 | $ (12,601) | ||
Net income (loss) attributable to Rouse Properties Inc. | $ (688) | $ (8,175) | 43,720 | (12,601) |
Net loss attributable to non-controlling interests | (15) | 0 | (9) | 0 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (673) | (8,175) | $ 43,729 | $ (12,601) |
Earnings Allocable to Common Shares [Abstract] | ||||
Net Income (Loss) Available to Common Stockholders, Diluted | $ (688) | $ (8,175) | ||
Weighted average shares - basic | 57,726,603 | 57,519,079 | 57,667,380 | 56,828,173 |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 0 | ||
Weighted average shares - diluted | 57,726,603 | 57,519,079 | 58,101,849 | 56,828,173 |
Earnings Per Share, Basic | $ (0.01) | $ (0.14) | ||
Earnings Per Share, Diluted | $ (0.01) | $ (0.14) | ||
Earnings Allocable to Participating Security Holders [Abstract] | ||||
Earnings (Loss) Allocated To Participating Securities Basic | $ 0 | $ 0 | ||
Weighted average shares - basic | 57,726,603 | 57,519,079 | 57,667,380 | 56,828,173 |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 0 | ||
Weighted average shares - diluted | 57,726,603 | 57,519,079 | 58,101,849 | 56,828,173 |
Earnings Per Share, Basic, Undistributed | $ 0 | $ 0 | ||
Earnings Per Share, Diluted, Undistributed | $ 0 | $ 0 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | Jan. 12, 2012 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Aug. 31, 2012 |
Related party transactions | ||||||
Cost associated with agreement entered with the related party | $ 300 | $ 500 | ||||
Amount payable to related party | 100 | 100 | ||||
Monthly information technology services fee | 300 | $ 800 | 1,000 | $ 1,500 | ||
Monthly information technology services fee payable | 300 | 300 | ||||
Capitalized Computer Software, Gross | 8,800 | 8,800 | ||||
Brookfield Asset Management Inc [Member] | Office leases [Member] | Building [Member] | ||||||
Related party transactions | ||||||
Term of lease agreement assumed upon spin off | 10 years | |||||
Cost associated with agreement entered with the related party | 300 | 500 | ||||
Brookfield Corporate Operations LLC [Member] | ||||||
Related party transactions | ||||||
Cost associated with agreement entered with the related party | 0 | 500 | 100 | 900 | ||
Amount payable to related party | 30 | $ 30 | ||||
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 | $ 100 | $ 300 | ||||
Buildings and Equipment [Member] | Brookfield Corporate Operations LLC [Member] | ||||||
Related party transactions | ||||||
Related Party Transaction Business Infrastructure Total Costs Incurred | 8,300 | $ 8,300 | ||||
Accounts Payable and Accrued Liabilities [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | 70 | 70 | ||||
Buildings and Equipment [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | 6,900 | 6,900 | ||||
Other Expense [Member] | Brookfield Corporate Operations LLC [Member] | ||||||
Related party transactions | ||||||
Capitalized Computer Software, Gross | $ 1,900 | $ 1,900 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 31, 2015 | Jul. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 01, 2015 | Feb. 28, 2015 | ||
SUBSEQUENT EVENTS | ||||||||||
Repayment of long term debt | $ 54,368 | $ 37,933 | ||||||||
Common stock dividend declared (in dollars per share) | $ 0.18 | $ 0.17 | $ 0.36 | $ 0.34 | ||||||
Subsequent Event [Member] | ||||||||||
SUBSEQUENT EVENTS | ||||||||||
Common stock dividend declared (in dollars per share) | $ 0.18 | |||||||||
Bay Shore Mall [Member] | ||||||||||
SUBSEQUENT EVENTS | ||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.96% | [1] | 3.96% | [1] | 5.35% | |||||
Mortgages [Member] | Grand Traverse Mall [Member] | Subsequent Event [Member] | ||||||||||
SUBSEQUENT EVENTS | ||||||||||
Repayment of long term debt | $ 59,000 | |||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.02% | |||||||||
[1] | 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. |
Uncategorized Items - rse-20150
Label | Element | Value |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ (655) |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | (717) |
Additional Paid-in Capital [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 663,523 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 696,985 |
Noncontrolling Interest [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 111 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 16,458 |
Retained Earnings [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | (119,161) |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ (123,726) |
Common Class A [Member] | Common Stock [Member] | ||
Common Stock, Shares, Issued | us-gaap_CommonStockSharesIssued | 57,742,605 |
Common Stock, Shares, Issued | us-gaap_CommonStockSharesIssued | 57,985,228 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ 578 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ 578 |
Common Class B [Member] | Common Stock [Member] | ||
Common Stock, Shares, Issued | us-gaap_CommonStockSharesIssued | 0 |
Common Stock, Shares, Issued | us-gaap_CommonStockSharesIssued | 0 |