Real Estate Investments | Real Estate Investments Operating Property Acquisitions In connection with operating property acquisitions, the Company identifies and recognizes all assets acquired and liabilities assumed at their estimated fair values as of the acquisition date. The purchase price allocations to tangible assets, such as land, site improvements, and buildings and improvements, are presented within income producing property in the condensed consolidated balance sheet and depreciated over their estimated useful lives. Acquired lease intangibles are presented within other assets and liabilities in the condensed consolidated balance sheet and amortized over their respective lease terms. The Company expenses all costs incurred related to operating property acquisitions. The Company values land based on a market approach, looking to recent sales of similar properties, adjusting for differences due to location and the state of entitlement as well as the shape and size of the parcel. Improvements to land are valued using a replacement cost approach, which applies industry standard replacement costs adjusted for geographic specific considerations and reduced by estimated depreciation. The value of buildings acquired is estimated using the replacement cost approach, assuming the buildings were vacant at acquisition. The replacement cost approach considers the composition of the structures acquired, adjusted for an estimate of depreciation. The estimate of depreciation is made considering industry standard information and depreciation curves for the identified asset classes. The value of acquired lease intangibles considers the estimated cost of leasing the properties as if the acquired buildings were vacant, as well as the value of the current leases relative to market-rate leases. The in-place lease value is determined using an estimated total lease-up time and lost rental revenues during such time. The value of current leases relative to market-rate leases is based on market rents obtained for comparable assets in the applicable markets. Given the significance of unobservable inputs used in the valuation of acquired real estate assets, the Company classifies them as Level 3 inputs in the fair value hierarchy. On January 14, 2016, the Company completed the acquisition of an 11 asset retail portfolio totaling 1.1 million square feet for a gross purchase price of $170.5 million , less normal closing adjustments. On April 29, 2016, the Company completed the acquisition of Southgate Square located in Colonial Heights, Virginia, for aggregate consideration of $39.5 million , comprised of the assumption of $21.1 million in debt (which approximates fair value as of the closing date) and 1,575,185 Class A Units. As part of the Southgate Square purchase agreement, the Company acquired an option to purchase an adjacent undeveloped land parcel from the seller. The option for the land parcel is valid for an initial period of two years , and its value would be determined by applying a mutually agreed upon capitalization rate to the base rent of tenants provided by the seller and approved by the Company. If, at the end of the two -year period, no suitable tenants have been found, the Company has the option of either paying $3.0 million to the seller for the land parcel or extending the period for an additional year. If, at the end of the additional year, no suitable tenants have been found, the Company can either pay $1.25 million to the seller for the land parcel or let the option expire. Management has evaluated the option and determined that its value is immaterial to the consolidated financial statements. On August 4, 2016, the Company completed the acquisition of Southshore Shops located in Chesterfield, Virginia, for aggregate consideration of $9.3 million , comprised of $6.7 million in cash and 189,160 Class A Units. The following table summarizes the acquisition date fair values of the assets acquired and liabilities assumed during the nine months ended September 30, 2016 (in thousands): Retail Portfolio Southgate Square Southshore Shops Total Land $ 66,260 $ 8,890 $ 1,770 $ 76,920 Site improvements 3,870 2,140 490 6,500 Building and improvements 88,820 23,810 6,019 118,649 In-place leases 20,630 5,990 1,140 27,760 Above-market leases 1,960 100 120 2,180 Below-market leases (11,040 ) (1,400 ) (190 ) (12,630 ) Net assets acquired $ 170,500 $ 39,530 $ 9,349 $ 219,379 The following table summarizes the consolidated results of operations of the Company on a pro forma basis, as if the 11 asset retail portfolio acquisition had occurred on January 1, 2015 (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 (Unaudited) Rental revenues $ 25,305 $ 25,918 $ 73,370 $ 73,247 Net income 7,946 5,493 11,639 11,814 The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place on January 1, 2015 . The pro forma financial information includes adjustments to rental revenues for above and below-market leases and adjustments to depreciation and amortization expense for acquired property and in-place lease assets. For the three months ended September 30, 2016 , rental revenues and net income from the acquired properties for the period from the respective acquisition dates to September 30, 2016 included in the consolidated statement of comprehensive income was $4.8 million and $0.7 million , respectively. For the nine months ended September 30, 2016 , rental revenues and net income from the acquired properties for the period from the respective acquisition dates to September 30, 2016 included in the consolidated statement of comprehensive income was $13.3 million and $2.1 million , respectively. Subsequent to September 30, 2016 On October 13, 2016, the Company completed the acquisition of a stabilized retail asset for aggregate consideration of 2,000,000 shares of the Company's common stock, which based on the closing stock price on the date of the acquisition, leads to an acquisition price of $26.2 million . Investment in Unconsolidated Entities City Center On February 25, 2016, the Company acquired a 37% interest in Durham City Center II, LLC (“City Center”) for purposes of developing a 22 -story mixed use tower in Durham, North Carolina. As of September 30, 2016 , the Company has invested $10.3 million in City Center. The Company has agreed to guarantee 37% of the construction loan for City Center; however, the loan is collateralized by 100% of the assets of City Center. As of September 30, 2016 , the construction loan has not been drawn against. As of September 30, 2016 , the difference between the carrying value of the Company’s initial investment in City Center and the amount of underlying equity was immaterial. For the three and nine months ended September 30, 2016 , City Center did not have any operating activity, and therefore the Company did not receive any dividends or allocated income. Based on the terms of City Center’s operating agreement, the Company has concluded that City Center is a variable interest entity, and that the Company holds a variable interest. The Company does not have the power to direct the activities of the project that most significantly impact its performance. Accordingly, the Company is not the project’s primary beneficiary and, therefore, does not consolidate City Center in its consolidated financial statements. Point Street Apartments The Company holds a note receivable for the Point Street Apartments project, which was entered into in October 2015. The Company has agreed to fund up to $23.0 million for this project. The balance of the note receivable was $19.3 million and $7.8 million as of September 30, 2016 and December 31, 2015 , respectively. During the three and nine months ended September 30, 2016 , the Company recognized $0.4 million and $0.8 million of interest income on the note, respectively. No portion of the note receivable balance is past due and the Company has not recorded an impairment balance on the note. Annapolis Junction On April 21, 2016, the Company entered into a note receivable with a maximum principal balance of $42.0 million in the Annapolis Junction residential component of the Annapolis Junction Town Center project in Maryland (“Annapolis Junction”). Annapolis Junction is an estimated $102.0 million mixed-use development project with plans for 416 residential units, 17,000 square feet of retail space and a 150 -room hotel. Annapolis Junction Apartments Owner, LLC (“AJAO”) is the developer of the residential component and has engaged the Company to serve as construction general contractor for the residential component. Annapolis Junction is scheduled to open in 2018; however, management can provide no assurances that Annapolis Junction will open on the anticipated timeline or at the anticipated cost. AJAO is responsible for securing a senior construction loan of up to $60.0 million to fund the development and construction of Annapolis Junction's residential component. The Company has agreed to guarantee up to $25.0 million of the senior construction loan in exchange for the option to purchase up to an 88% controlling interest in Annapolis Junction upon completion of the project as follows: (i) an option to purchase an 80% indirect interest in Annapolis Junction's residential component for the lesser of the seller’s budgeted or actual cost, exercisable within one year from the project’s completion (the “First Option”) and (ii) provided that the Company has exercised the First Option, an option to purchase an additional 8% indirect interest in Annapolis Junction for the lesser of the seller’s actual or budgeted cost, exercisable within 27 months from the project’s completion (the “Second Option”). The Company’s investment in the Annapolis Junction project is in the form of a loan under which AJAO may borrow up to $48.0 million , including a $6.0 million interest reserve (the “AJAO loan”). Interest on the AJAO loan accrues at 10.0% per annum and matures on the earlier of: (i) December 21, 2020, which may be extended by AJAO under two one -year extension options, (ii) the maturity date or earlier termination of the senior construction loan or (iii) the date the Company exercises the Second Option as described further below. In the event that the Company exercises the First Option, AJAO is required to simultaneously pay down both the senior construction loan and the AJAO loan by 80% , at which time the interest rate on the AJAO loan will automatically be reduced to the interest rate on the senior construction loan. In the event the Company exercises the Second Option, AJAO is required to simultaneously repay any remaining amounts outstanding under the AJAO loan, with any excess proceeds received from the exercise of the Second Option applied against the remaining balance of the senior construction loan. In the event that the Company does not exercise either the First Option or the Second Option, the interest rate on the AJAO loan will automatically be reduced to the interest rate on the senior construction loan for the remaining term of the AJAO loan. During the three and nine months ended September 30, 2016 , the Company recognized $0.6 million and $1.1 million , respectively, in interest income on the note. No portion of the note receivable balance is past due and the Company has not recorded an impairment balance on the note. The balance on the Annapolis Junction note was $30.6 million as of September 30, 2016 . Harding Place On March 16, 2016, the Company entered into a note receivable with a maximum balance of $0.5 million with Southern Apartment Group-Harding, LLC ("SAGH") for funding of pre-development expenses on an apartment development project in Charlotte, North Carolina ("SAGH Note"). Interest on the note accrues at 10.0% per annum and matures on the earlier of: (i) the funding of a mezzanine loan to cover the development costs of the project or (ii) 120 days from the date that the Company advises SAGH that it will not fund the mezzanine loan or (iii) within three years of the date of the loan. On July 28, 2016, the Company advised SAGH that it would not fund the mezzanine loan, making the maturity date November 25, 2016. On August 30, 2016, the Company entered into an operating agreement with SAGH to jointly develop the aforementioned apartment project, and the $0.3 million balance on the SAGH Note was converted into equity in the joint venture entity. During the three months ended September 30, 2016 , the Company purchased $6.2 million of land in conjunction with the project. Real Estate Dispositions On November 2, 2015, the Company entered into an agreement to sell the Richmond Tower office building for $78.0 million . The Company completed the disposition on January 8, 2016. Net proceeds after transaction costs were $77.0 million . The gain on the disposition of Richmond Tower was $26.2 million . On January 7, 2016, the Company completed the sale of a building constructed for the Economic Development Authority of Newport News, Virginia. Net proceeds after transaction costs were $6.6 million . The gain on the disposition was $0.4 million . On June 20, 2016, the Company completed the sale of the Willowbrook Commons property located in Nashville, Tennessee for $9.2 million . The gain on the sale of the Willowbrook Commons property was less than $0.1 million . On July 29, 2016, the Company completed the sale of the Kroger Junction property located in Pasadena, Texas for $3.7 million . The loss on the sale of the Kroger Junction property was less than $0.1 million . On September 15, 2016, the Company completed the sale of the Oyster Point office property for $6.4 million . Net proceeds after transaction costs and settlement of liabilities were not significant. The gain on the disposition of Oyster Point was $3.8 million . |