Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 31, 2014 | Jun. 28, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'Brookfield DTLA Fund Office Trust Investor Inc. | ' | ' |
Entity Central Index Key | '0001575311 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 1,000 | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $0 |
Consolidated_and_Combined_Bala
Consolidated and Combined Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Investments in real estate: | ' | ' |
Land | $229,039 | $101,548 |
Buildings and improvements | 2,141,821 | 676,420 |
Tenant improvements | 187,005 | 70,604 |
Investments in real estate, cost | 2,557,865 | 848,572 |
Less: accumulated depreciation | -121,612 | -92,500 |
Investments in real estate, net | 2,436,253 | 756,072 |
Cash and cash equivalents | 196,071 | 5,707 |
Restricted cash | 22,797 | 0 |
Rents, deferred rents and other receivables, net | 53,306 | 30,437 |
Due from affiliates, net | 0 | 1,785 |
Intangible assets, net | 157,088 | 28,203 |
Deferred charges, net | 61,371 | 25,022 |
Prepaid and other assets | 19,310 | 12,540 |
Total assets | 2,946,196 | 859,766 |
Secured Debt | 1,885,605 | 319,678 |
Liabilities: | ' | ' |
Mortgage loans, net | 1,885,605 | 319,678 |
Accounts payable and other liabilities | 60,637 | 21,170 |
Due to affiliates, net | 35,615 | 0 |
Intangible liabilities, net | 44,801 | 10,215 |
Total liabilities | 2,026,658 | 351,063 |
Commitments and Contingencies (See Note 14) | ' | ' |
Mezzanine Equity: | ' | ' |
Total mezzanine equity | 911,539 | 0 |
Stockholders’ Equity: | ' | ' |
Common stock, $0.01 par value, 1,000 shares issued and outstanding as of December 31, 2013 | 0 | 0 |
Additional paid-in capital | 191,710 | 0 |
Accumulated deficit | -89,177 | 0 |
Stockholders' Equity Attributable to Parent | 0 | 508,703 |
Accumulated other comprehensive income | 480 | 0 |
Stockholders' Equity Attributable to Noncontrolling Interest | -95,014 | 0 |
Total stockholders’ equity | 7,999 | 508,703 |
Total liabilities and equity | 2,946,196 | 859,766 |
Series A Preferred Stock | ' | ' |
Mezzanine Equity: | ' | ' |
Temporary Equity, Redemption Value | 339,101 | 0 |
Series A-1 preferred interest | ' | ' |
Mezzanine Equity: | ' | ' |
Temporary Equity, Redemption Value | 314,658 | 0 |
Senior participating preferred interest | ' | ' |
Mezzanine Equity: | ' | ' |
Temporary Equity, Redemption Value | $257,780 | $0 |
Consolidated_and_Combined_Bala1
Consolidated and Combined Balance Sheets (Parenthetical) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders’ Equity: | ' |
Common stock, par value | $0.01 |
Common stock, shares issued | 1,000 |
Common stock, shares outstanding | 1,000 |
Series A Preferred Stock | ' |
Mezzanine Equity: | ' |
Preferred Stock Features | '7.625% Series A Cumulative Redeemable Preferred Stock |
Preferred stock, dividend rate, percentage | 7.63% |
Preferred stock, par value | $0.01 |
Preferred stock, shares issued | 9,730,370 |
Preferred stock, shares outstanding | 9,730,370 |
Consolidated_and_Combined_Stat
Consolidated and Combined Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue: | ' | ' | ' |
Rental income | $78,031 | $51,815 | $51,935 |
Tenant reimbursements | 40,933 | 28,041 | 27,899 |
Parking | 16,531 | 10,143 | 9,611 |
Interest and other | 3,227 | 2,918 | 3,286 |
Total revenue | 138,722 | 92,917 | 92,731 |
Expenses: | ' | ' | ' |
Rental property operating and maintenance | 47,454 | 33,346 | 32,569 |
Real estate taxes | 14,604 | 8,579 | 8,232 |
Parking | 3,977 | 2,690 | 2,207 |
Other expense | 9,096 | 1,191 | 1,672 |
Depreciation and amortization | 46,682 | 29,013 | 30,678 |
Interest | 32,183 | 17,850 | 18,160 |
Total expenses | 153,996 | 92,669 | 93,518 |
Net (loss) income | -15,274 | 248 | -787 |
Cumulative dividends | -10,950 | ' | ' |
Redemption measurement adjustment | -158,552 | ' | ' |
Series B common interest – allocation of net loss | 97,934 | 0 | 0 |
Net loss attributable to Brookfield DTLA | -731 | 248 | -787 |
Net (loss) income available to common interest holders of Brookfield DTLA | -86,842 | 248 | -787 |
Series A-1 preferred interest | ' | ' | ' |
Expenses: | ' | ' | ' |
Cumulative dividends | -3,586 | 0 | 0 |
Redemption measurement adjustment | -76,305 | 0 | 0 |
Senior participating preferred interest | ' | ' | ' |
Expenses: | ' | ' | ' |
Cumulative dividends | -3,500 | 0 | 0 |
Series A Preferred Stock | ' | ' | ' |
Expenses: | ' | ' | ' |
Cumulative dividends | -3,864 | 0 | 0 |
Redemption measurement adjustment | ($82,247) | $0 | $0 |
Consolidated_and_Combined_Stat1
Consolidated and Combined Statements of Comprehensive (Loss) Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net (loss) income | ($15,274) | $248 | ($787) |
Derivative transactions: | ' | ' | ' |
Derivative holding gains | 1,007 | 0 | 0 |
Comprehensive (loss) income | -14,267 | 248 | -787 |
Comprehensive loss attributable to noncontrolling interests | 14,016 | 0 | 0 |
Comprehensive (loss) income available to common interest holders of Brookfield DTLA | ($251) | $248 | ($787) |
Consolidated_and_Combined_Stat2
Consolidated and Combined Statements of Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumu- lated Deficit | TRZ Holdings IV LLC’s Interest | Accumulated Other Comprehensive Income | Non- controlling Interest |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance, beginning of period at Dec. 31, 2010 | $471,833 | $0 | $0 | $0 | $471,833 | $0 | $0 |
Common stock, shares outstanding, beginning of period at Dec. 31, 2010 | ' | 0 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net (loss) income | -787 | ' | ' | ' | -787 | ' | ' |
Other comprehensive income | 0 | ' | ' | ' | ' | ' | ' |
Contributions from TRZ Holdings IV LLC, net | 6,705 | ' | ' | ' | 6,705 | ' | ' |
Balance, end of period at Dec. 31, 2011 | 477,751 | 0 | 0 | 0 | 477,751 | 0 | 0 |
Common stock, shares outstanding, end of period at Dec. 31, 2011 | ' | 0 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net (loss) income | 248 | ' | ' | ' | 248 | ' | ' |
Other comprehensive income | 0 | ' | ' | ' | ' | ' | ' |
Contributions from TRZ Holdings IV LLC, net | 30,704 | ' | ' | ' | 30,704 | ' | ' |
Balance, end of period at Dec. 31, 2012 | 508,703 | 0 | 0 | 0 | 508,703 | 0 | 0 |
Common stock, shares outstanding, beginning of period at Dec. 31, 2012 | ' | 0 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net (loss) income | -15,274 | ' | ' | -3,066 | 2,335 | ' | -14,543 |
Other comprehensive income | 1,007 | ' | ' | ' | ' | 480 | 527 |
Contributions from TRZ Holdings IV LLC, net | 5,402 | ' | ' | ' | 5,402 | ' | ' |
Non-cash distribution to TRZ Holdings IV LLC | -25,000 | ' | ' | ' | -25,000 | ' | ' |
Exchange of predecessor equity | -489,047 | ' | ' | ' | -491,440 | ' | 2,393 |
Issuance of common stock, net of offering costs (in shares) | ' | 1,000 | ' | ' | ' | ' | ' |
Issuance of common stock, net of offering costs | 191,710 | 0 | 191,710 | ' | ' | ' | ' |
Dividends on Series A Preferred Stock, Series A-1 preferred interest and senior participating preferred interest | -169,502 | ' | ' | -86,111 | ' | ' | -83,391 |
Balance, end of period at Dec. 31, 2013 | $7,999 | $0 | $191,710 | ($89,177) | $0 | $480 | ($95,014) |
Common stock, shares outstanding, end of period at Dec. 31, 2013 | ' | 1,000 | ' | ' | ' | ' | ' |
Consolidated_and_Combined_Stat3
Consolidated and Combined Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net (loss) income | ($15,274) | $248 | ($787) |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 46,682 | 29,013 | 30,678 |
Provision for doubtful accounts | 357 | 0 | 140 |
Amortization of below-market leases/ above-market leases | -5,321 | -2,159 | -2,376 |
Straight-line rent amortization | -8,541 | -6,426 | -2,526 |
Deemed contribution from Brookfield DTLA Holdings for costs related to the acquisition of MPG | 6,314 | 0 | 0 |
Amortization of tenant inducements | 987 | 804 | 357 |
Amortization of debt discounts | 951 | 610 | 589 |
Changes in assets and liabilities: | ' | ' | ' |
Rents, deferred rents and other receivables | -5,422 | -840 | 648 |
Due from affiliates | 0 | -1,870 | 4,400 |
Deferred charges | -7,323 | -4,206 | -6,164 |
Prepaid and other assets | -10,757 | -2,805 | -3,898 |
Accounts payable and other liabilities | -4,861 | 2,790 | 2,211 |
Net cash (used in) provided by operating activities | -2,208 | 15,159 | 23,272 |
Cash flows from investing activities: | ' | ' | ' |
Acquisition of MPG | -189,202 | 0 | 0 |
Cash acquired in acquisition of MPG | 155,685 | 0 | 0 |
Expenditures for improvements to real estate | -24,297 | -40,989 | -24,201 |
Decrease in restricted cash | 17,946 | 0 | 111 |
Net cash used in investing activities | -39,868 | -40,989 | -24,090 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from mortgage loans | 475,000 | 0 | 0 |
Principal payments on mortgage loans | -441,364 | -6,679 | -6,382 |
Contributions from Brookfield DTLA Holdings | 189,202 | 0 | 0 |
Contributions from TRZ Holdings IV LLC, net | 5,402 | 30,704 | 6,705 |
Due to affiliates | 12,400 | 0 | 0 |
Financing fees paid | -4,366 | 0 | 0 |
Offering costs | -3,834 | 0 | 0 |
Net cash provided by financing activities | 232,440 | 24,025 | 323 |
Net change in cash and cash equivalents | 190,364 | -1,805 | -495 |
Cash and cash equivalents at beginning of year | 5,707 | 7,512 | 8,007 |
Cash and cash equivalents at end of year | 196,071 | 5,707 | 7,512 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest | 26,337 | 17,256 | 17,552 |
Supplemental disclosure of non-cash investing and financing activities: | ' | ' | ' |
Issuance of Series A preferred stock in connection with the acquisition of MPG | 252,990 | 0 | 0 |
Issuance of note to TRZ Holdings IV LLC | 25,000 | 0 | 0 |
Accrued deferred leasing costs | 3,844 | 1,120 | 1,999 |
Accrual for real estate improvements | 7,074 | 2,992 | 3,415 |
Increase in fair value of interest rate swap | $1,007 | $0 | $0 |
Organization_and_Description_o
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2013 | |
Organization and Description of Business [Abstract] | ' |
Organization and Description of Business | ' |
Organization and Description of Business | |
General | |
Brookfield DTLA Fund Office Trust Investor Inc. (“Brookfield DTLA” or the “Company”) is a Maryland corporation and was incorporated on April 19, 2013. Brookfield DTLA was formed for the purpose of consummating the transactions contemplated in the Agreement and Plan of Merger dated as of April 24, 2013, as amended (the “Merger Agreement”), and the issuance of shares of 7.625% Series A Cumulative Redeemable Preferred Stock (the “Series A preferred stock”) in connection with the acquisition of MPG Office Trust, Inc. and MPG Office, L.P. (together, “MPG”). Brookfield DTLA is a direct subsidiary of Brookfield DTLA Holdings LLC (“Brookfield DTLA Holdings”), a Delaware limited liability company, and an indirect subsidiary of Brookfield Office Properties Inc. (“BPO”). | |
Prior to October 15, 2013, 333 South Hope Co. LLC (“333 South Hope”) and EYP Realty LLC (“EYP Realty”) were controlled by BPO through its indirect ownership interest in TRZ Holdings IV LLC (“TRZ”). TRZ owned 100% of the member units of 333 South Hope and EYP Realty, and BPO indirectly owns approximately 84% of the member units of TRZ. | |
On October 15, 2013, through a series of formation transactions TRZ’s interests in 333 South Hope and EYP Realty were contributed to subsidiaries of Brookfield DTLA in exchange for preferred and common interests in Brookfield DTLA Fund Properties II LLC (“New OP”) and a preferred interest in Brookfield DTLA Fund Properties III LLC (“DTLA OP”). 333 South Hope owned Bank of America Plaza (“BOA Plaza”) and EYP Realty owned Ernst & Young Plaza (“EY Plaza”). Both of these Class A commercial properties are located in the Los Angeles Central Business District (the “LACBD”). | |
MPG Acquisition | |
On October 15, 2013, Brookfield DTLA completed the acquisition of MPG (the “merger”) pursuant to the terms of the Merger Agreement. As part of the transaction, MPG was contributed to New OP in exchange for a preferred interest in New OP. See Note 3 “Acquisition of MPG Office Trust, Inc.” In addition to BOA Plaza and EY Plaza, Brookfield DTLA now owns Wells Fargo Center–North Tower (also known as “Wells Fargo Tower”), Wells Fargo Center–South Tower (also known as “KPMG Tower”), Gas Company Tower and 777 Tower, each of which are Class A office properties located in the LACBD that were formerly owned by MPG. |
Basis_of_Presentation_and_Summ
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation and Summary of Significant Accounting Policies | ' |
Basis of Presentation and Summary of Significant Accounting Policies | |
Predecessor Entities | |
Prior to October 15, 2013, Brookfield DTLA had not conducted any business as a separate company and had no material assets or liabilities. In accordance with accounting principles generally accepted in the United States of America (“GAAP”), the contribution of 333 South Hope and EYP Realty (together, the “Predecessor Entities”) constitute a transaction between entities under common control. A combination between entities that already share the same parent is not considered a business combination because there is no change in control at the parent level. Accordingly, the operations of the Predecessor Entities contributed to Brookfield DTLA by TRZ on October 15, 2013 are presented in the accompanying consolidated and combined financial statements as if they were owned by Brookfield DTLA for all historical periods presented and the assets and liabilities of BOA Plaza and EY Plaza were recorded at the | |
carrying values reflected in the books and records of 333 South Hope and EYP Realty. As such, no gain or loss has been recorded in the consolidated statement of operations for the year ended December 31, 2013 due to this transaction. As a result of the transaction, TRZ’s interest in the Predecessor Entities was exchanged for a preferred and common interest in New OP and a preferred interest in DTLA OP. As a result of certain redemption features in the preferred instruments, these instruments have been classified in the consolidated and combined balance sheet as mezzanine equity. See Note 6 “Mezzanine Equity.” | |
As used in these consolidated and combined financial statements and related notes, the terms “Brookfield DTLA,” the “Company,” “us,” “we” and “our” refer to the combination of Brookfield DTLA Fund Office Trust Investor Inc. and the Predecessor Entities. | |
Principles of Consolidation and Combination and Basis of Presentation | |
The accompanying consolidated and combined financial statements are prepared in accordance with GAAP. The consolidated balance sheet as of December 31, 2013 includes the accounts of Brookfield DTLA and subsidiaries in which it has a controlling financial interest. The combined balance sheet as of December 31, 2012 includes the accounts of the Predecessor Entities on a combined basis in accordance with GAAP. The accompanying consolidated and combined statements of operations for the year ended December 31, 2013 include the accounts of the Predecessor Entities on a combined basis from January 1, 2013 through October 15, 2013 (the date of the merger); and the consolidated accounts of Brookfield DTLA from October 15, 2013 (the date of the merger) through December 31, 2013. The accompanying combined statements of operations for the years ended December 31, 2012 and 2011 include the accounts of the Predecessor Entities on a combined basis. All intercompany transactions have been eliminated in consolidation and combination as of and for the years ended December 31, 2013, 2012 and 2011. | |
The Company consolidates entities in which it has a controlling financial interest. In determining whether Brookfield DTLA has a controlling financial interest in an entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, board representation, management representation, authority to make decisions, and contractual and substantive participating rights of the partners/members as well as whether the entity is a variable interest entity (“VIE”) and Brookfield DTLA is the primary beneficiary. | |
A VIE is broadly defined as an entity where either (i) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (ii) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. | |
A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a variable interest entity that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Brookfield DTLA qualitatively assesses whether it is (or is not) the primary beneficiary of a VIE. | |
Consideration of various factors includes, but is not limited to, Brookfield DTLA’s ability to direct the activities that most significantly impact the VIE’s economic performance, its form of ownership interest, its representation on the VIE’s governing body, the size and seniority of its investment, its ability and the rights of other investors to participate in policy making decisions and its ability to replace the manager of and/or liquidate the entity. | |
The Company earns a return through an indirect investment in New OP. Brookfield DTLA Holdings, the parent of Brookfield DTLA, owns all of the common interest in New OP. Brookfield DTLA has an indirect preferred stock interest in New OP and its wholly owned subsidiary is the managing member of New OP. | |
The Company determined that New OP is a VIE and as a result of having the power to direct the significant activities of New OP and exposure to the economic performance of New OP, Brookfield DTLA meets the two conditions for being the primary beneficiary. Brookfield DTLA is required to continually evaluate its VIE relationships and consolidation conclusion. | |
Use of Estimates | |
The preparation of consolidated and combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. 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, recoverable amounts of receivables, impairment of long‑lived assets and fair value of debt. Actual results could ultimately differ from such estimates. | |
Recent Accounting Pronouncements | |
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. The objective of this ASU is to improve the reporting of reclassifications of various components out of accumulated other comprehensive income and requires an entity to disaggregate the total change of each component of other comprehensive income either on the face of the statement of operations or as a separate disclosure in the accompanying notes to the financial statements. The guidance in ASU 2013-02 became effective for Brookfield DTLA beginning January 1, 2013. The implementation of this pronouncement did not have a material impact on Brookfield DTLA’s consolidated financial statements. | |
Significant Accounting Policies | |
Business Combinations— | |
Purchase accounting is applied to the assets and liabilities related to all real estate investments acquired from third parties. In accordance with FASB Accounting Standards Codification (“ASC”) Topic 805, Business Combinations, the purchase price of the real estate acquired is allocated to the acquired tangible assets, consisting primarily of land, building and tenant improvements, and identifiable intangible assets and liabilities, consisting of the value of above- and below-market leases, in-place leases, and tenant relationships, based in each case on their fair value. | |
The principal valuation technique employed by Brookfield DTLA in determining the fair value of identified assets acquired and liabilities assumed is the income approach, which is then compared to the cost approach. Tangible values for investments in real estate are calculated based on replacement costs for like type quality assets. Above- and below-market lease values are determined by comparing in-place rents with current market rents. In‑place lease amounts are determined by calculating the potential lost revenue during the replacement of the current leases in place. Leasing commissions and legal/marketing fees are determined based upon market allowances pro-rated over the remaining lease terms. Mortgage loans assumed in an acquisition are analyzed using current market terms for similar debt. | |
The value of the acquired above-market and below-market leases are amortized and recorded as either a decrease (in the case of above-market leases) or an increase (in the case of below-market leases) to rental income in the consolidated and combined statements of operations over the remaining term of the associated lease. The value of tenant relationships is amortized over the expected term of the relationship, which includes an estimated probability of lease renewal. The value of in-place leases is amortized as an expense over the remaining life of the leases. Amortization of tenant relationships and in-place leases is included in depreciation and amortization in the consolidated and combined statements of operations. | |
Investments in Real Estate— | |
Land is carried at cost. Buildings and improvements are recorded at historical cost and are depreciated on a straight-line basis over the estimated useful life of the building, which is 60 years with an estimated salvage value of 5%. Tenant improvements that are determined to be assets of Brookfield DTLA are recorded at cost; amortization is included in depreciation and amortization expense in the consolidated and combined statements of operations on a straight-line basis over the shorter of the useful life or the applicable lease term. | |
Depreciation expense related to investments in real estate during the years ended December 31, 2013, 2012 and 2011 was $29.1 million, $19.3 million and $19.4 million, respectively. | |
Real estate is reviewed for impairment if events or changes in circumstances indicate that the carrying amount of the real estate may not be recoverable. In such an event, a comparison is made of the current and projected operating cash flows of the property into the foreseeable future on an undiscounted basis to the carrying amount of the real estate. If the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision would be recorded to write down the carrying amount of such asset to its fair value. Brookfield DTLA assesses fair value based on estimated cash flow projections utilizing appropriate discount and capitalization rates and available market information. Projections of future cash flow take into account the specific business plan for the property and management’s best estimate of the most probable set of economic conditions expected to prevail in the market. Management believes no impairment of Brookfield DTLA’s or the Predecessor Entities’ real estate assets existed at December 31, 2013 and 2012, respectively. | |
Cash and Cash Equivalents— | |
Cash and cash equivalents include all cash and short-term investments with an original maturity of three months or less. | |
Restricted Cash— | |
Restricted cash consists primarily of deposits for tenant improvements and leasing commissions, real estate taxes and insurance reserves, debt service reserves and other items as required by our loan agreements. | |
Rents, Deferred Rents and Other Receivables, Net— | |
Differences between rental income and the contractual amounts due are recorded as deferred rents receivable in the consolidated and combined balance sheets. Brookfield DTLA evaluates its deferred rent receivable to consider if an allowance is necessary. | |
Rents, deferred rents and other receivables, net also includes any amounts paid to a tenant for improvements owned or costs incurred by the tenant are treated as tenant inducements and are presented in the consolidated and combined balance sheet net of accumulated amortization totaling $2.7 million and $1.7 million as of December 31, 2013 and 2012, respectively. Amortization of tenant inducements is recorded on a straight-line basis over the term of the related lease as a reduction of rental income in the consolidated and combined statements of operations. | |
Brookfield DTLA periodically evaluates the collectability of amounts due from tenants and maintains an allowance for doubtful accounts in the consolidated and combined balance sheets for estimated losses resulting from the inability of tenants to make required payments under the lease agreements. Management exercises judgment in establishing these allowances and considers payment history and current credit status in developing these estimates. | |
The allowance for doubtful accounts for Brookfield DTLA totaled $0.4 million as of December 31, 2013. There was no allowance for doubtful accounts necessary for the Predecessor Entities as of December 31, 2012. For the years ended December 31, 2013 and 2011, Brookfield DTLA and the Predecessor Entities recorded provisions for doubtful accounts of $0.4 million and $0.1 million, respectively. There was no provision for doubtful accounts recorded for the year ended December 31, 2012. | |
Due (to) from Affiliates, Net— | |
Amounts due to/from affiliates, net consist of related party receivables and payables from affiliates of BPO for advances made primarily for trade purposes. These amounts are due on demand and are non‑interest bearing. | |
The Company is indebted to BOP Management Inc. under a $25.0 million promissory note dated October 11, 2013 that matures on October 15, 2015, which is included in due to affiliates, net in the consolidated balance sheet as of December 31, 2013. The note bears interest at 3.25%, which is payable semi-annually. For the year ended December 31, 2013, the Company accrued $0.2 million of interest expense related to this note. | |
Deferred Charges, Net— | |
Leasing costs, primarily commissions related to leasing activities, are deferred and are presented as deferred charges in the consolidated and combined balance sheet net of accumulated amortization totaling $17.9 million and $14.6 million as of December 31, 2013 and 2012, respectively. Deferred leasing costs amortized on a straight-line basis over the terms of the related leases as part of depreciation and amortization in the consolidated and combined statements of operations. | |
Prepaid and Other Assets, Net— | |
Prepaid and other assets include prepaid insurance, prepaid real estate taxes and other operating costs. | |
Mortgage Loans, Net— | |
Mortgage loans are presented in the consolidated and combined balances sheet net of unamortized debt discounts totaling $11.9 million and $1.0 million as of December 31, 2013 and 2012, respectively. | |
Debt discounts totaling $1.0 million, $0.6 million and $0.6 million were amortized during the years ended December 31, 2013, 2012 and 2011, respectively, over the terms of the related mortgage loans on a basis that approximates the effective interest method and were included as part of interest expense in the consolidated and combined statements of operations. | |
Revenue Recognition— | |
Rental income from leases providing for periodic increases in base rent is recognized on a straight-line basis over the noncancelable term of the respective leases. Recoveries of operating expenses and real estate taxes are recorded as tenant reimbursements in the consolidated and combined statements of operations in the period during which the expenses are incurred. | |
Income Taxes— | |
Brookfield DTLA intends to elect to be taxed as a real estate investment trust (“REIT”) pursuant to Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with its tax year ended December 31, 2013. Brookfield DTLA intends to conduct its operations so as to qualify as a REIT. Accordingly, Brookfield DTLA will not be subject to U.S. federal income tax, provided that it qualifies as a REIT and distributions to its stockholders generally equal or exceed its taxable income. | |
However, qualification and taxation as a REIT depends upon Brookfield DTLA’s ability to meet the various qualification tests imposed under the Code related to annual operating results, asset diversification, distribution levels and diversity of stock ownership. Accordingly, no assurance can be given that Brookfield DTLA will be organized or be able to operate in a manner so as to qualify or remain qualified as a REIT. If Brookfield DTLA fails to qualify as a REIT in any taxable year, it will be subject to federal and state income tax on its taxable income at regular corporate tax rates, and it may be ineligible to qualify as a REIT for four subsequent tax years. Brookfield DTLA may also be subject to certain state or local income taxes, or franchise taxes on its REIT activities. | |
Brookfield DTLA has made no provision for income taxes in its consolidated and combined financial statements. Brookfield DTLA’s taxable income or loss is different than its financial statement income or loss. | |
Brookfield DTLA recognizes tax benefits from uncertain tax positions when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more likely than not recognition threshold. Brookfield DTLA and the Predecessor Entities had no unrecognized tax benefits of December 31, 2013 and 2012, respectively, and Brookfield DTLA does not expect its unrecognized tax benefits balance to change during the next 12 months. The Predecessor Entities’ 2009, 2010, 2011 and 2012 tax years remain open due to the statute of limitations and may be subject to examination by federal, state and local tax authorities. | |
Derivative Financial Instruments— | |
Brookfield DTLA uses interest rate swap contracts and interest rate cap contracts to manage risk from fluctuations in interest rates as well as to hedge anticipated future financing transactions. Interest rate swaps involve the receipt of variable-rate amounts in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying principal amount. Interest rate caps involve the receipt of variable-rate amounts beyond a specified strike price over the life of the agreements without exchange of the underlying principal amount. The Company believes these agreements are with counterparties who are creditworthy financial institutions. | |
Brookfield DTLA adheres to the provisions of ASC Subtopic 815-10-15, Derivatives and Hedging (“ASC 815-10-15”). ASC 815-10-15 establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. It requires the recognition of all derivative instruments as assets or liabilities in the Company’s consolidated and combined balance sheet at fair value. Changes in the fair value of derivative instruments that are not designated as hedges, or that do not meet the hedge accounting criteria in ASC 815-10-15, are required to be reported through the statement of operations. | |
Segment Reporting | |
Brookfield DTLA operates in a single reportable segment referred to as its office segment, which includes the operation and management of commercial office properties. Each of Brookfield DTLA’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. Management does not distinguish or group Brookfield DTLA’s consolidated operations based on geography, size or type. Brookfield DTLA’s operating properties have similar economic characteristics and provide similar products and services to tenants. As a result, Brookfield DTLA’s operating properties are aggregated into a single reportable segment. | |
Accounting for Conditional Asset Retirement Obligations | |
Brookfield DTLA has evaluated whether it has any conditional asset retirement obligations, which are a legal obligation to perform an asset retirement activity in which the timing and/or method of settlement are conditional upon future events that may or may not be within an entity’s control. The obligation to perform the asset retirement activity is unconditional even though uncertainty exists about the timing and/or method of settlement. Accordingly, Brookfield DTLA recognized a liability for a conditional asset retirement obligation. |
Acquisition_of_MPG_Office_Trus
Acquisition of MPG Office Trust, Inc. | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
MPG Acquisition [Abstract] | ' | |||||||
Acquisition of MPG Office Trust, Inc. | ' | |||||||
Acquisition of MPG Office Trust, Inc. | ||||||||
On October 15, 2013, Brookfield DTLA completed the acquisition of MPG. At the effective time of the merger, (i) each issued and outstanding share of MPG common stock was automatically converted into, and canceled in exchange for, the right to receive $3.15 in cash, without interest and less any required withholding tax and (ii) each issued and outstanding share of the 7.625% Series A Cumulative Redeemable Preferred Stock of MPG (the “MPG Preferred Stock”) automatically, and without a vote by the holders of MPG Preferred Stock, was converted into and canceled in exchange for, the right to receive one share of the Company’s Series A preferred stock. | ||||||||
The components of the purchase price paid by Brookfield DTLA in connection with the MPG acquisition are as follows: | ||||||||
MPG common stock and noncontrolling common units | 57,540,216 | |||||||
MPG in-the-money equity awards | 2,524,079 | |||||||
60,064,295 | ||||||||
Merger consideration per common share | $ | 3.15 | ||||||
Cash consideration – common stock | $ | 189,202,529 | ||||||
Fair value of Series A preferred stock issued by Brookfield DTLA | 252,989,620 | |||||||
Total purchase price | $ | 442,192,149 | ||||||
The cash consideration paid was settled using cash contributed to Brookfield DTLA by Brookfield DTLA Holdings. The fair value of the 9,730,370 shares of Series A preferred stock issued by the Company in the merger was based on an estimate of fair value of $26.00 per share. The valuation was based on available trading information for the MPG Preferred Stock and the Company’s Series A preferred stock on the day prior to and subsequent to the transaction, respectively. | ||||||||
In connection with the acquisition, DTLA Fund Holding Co., a subsidiary of Brookfield DTLA Holdings, made a tender offer to purchase all of the issued and outstanding shares of MPG Preferred Stock for cash consideration of $25.00 per share (the “offer price”). A total of 372,901 shares of MPG Preferred Stock were validly tendered into the offer and the holders thereof received the offer price for such shares. At the effective time of the merger, each share of MPG Preferred Stock that was issued and outstanding immediately prior to the merger, including each share of MPG Preferred Stock acquired by DTLA Fund Holding Co. in the offer, was exchanged for one share of Series A preferred stock of the Company with rights, terms and conditions substantially identical to those of the MPG Preferred Stock. | ||||||||
The acquisition of MPG is being accounted for in accordance with ASC Topic 805, Business Combinations. Brookfield DTLA recognized the assets and liabilities of MPG at fair value in its consolidated balance sheet as of October 15, 2013. The following is a preliminary estimate of the fair value assigned to the identified assets acquired and liabilities assumed (in millions): | ||||||||
Purchase price | $ | 442 | ||||||
Identified Assets Acquired: | ||||||||
Investments in real estate | $ | 1,685 | ||||||
Cash and cash equivalents | 156 | |||||||
Restricted cash | 41 | |||||||
Rents, deferred rents and other receivables | 3 | |||||||
Intangible assets | 140 | |||||||
Deferred charges | 31 | |||||||
Prepaid and other assets | 3 | |||||||
Liabilities Assumed: | ||||||||
Mortgage loans | (1,531 | ) | ||||||
Accounts payable and other liabilities | (46 | ) | ||||||
Intangible liabilities | (40 | ) | ||||||
Total identified assets acquired, net | 442 | |||||||
Residual amount | $ | — | ||||||
Brookfield DTLA incurred acquisition and transaction-related costs of $6.8 million, which are included in other expense in the consolidated statement of operations for the year ended December 31, 2013. Of that amount, $6.3 million was paid by Brookfield DTLA Holdings and was treated as a contribution in the consolidated statement of stockholders’ equity for the year ended December 31, 2013. No transaction costs were incurred during the years ended December 31, 2012 and 2011. | ||||||||
Pro Forma Financial Information | ||||||||
The results of operations of MPG are included in the consolidated statement of operations from October 15, 2013 (the date of acquisition) through December 31, 2013. During the year ended December 31, 2013, Brookfield DTLA recorded $38.8 million of total revenue and $16.4 million of net loss generated by the properties acquired from MPG. | ||||||||
Condensed pro forma financial information for the years ended December 31, 2013 and 2012, assuming the MPG acquisition had occurred as of January 1, 2012, is presented below for comparative purposes (in millions): | ||||||||
For the Year Ended December 31, | ||||||||
2013 | 2012 | |||||||
(Unaudited) | ||||||||
Total revenue | $ | 272.8 | $ | 280 | ||||
Net loss | (103.4 | ) | (86.6 | ) | ||||
The condensed pro forma financial information is not necessarily indicative of what the actual results of operations of Brookfield DTLA would have been assuming the MPG acquisition had been consummated as of January 1, 2012, nor does it purport to represent the results of operations for future periods. Pro forma adjustments include the amortization of acquired intangible assets and liabilities, and depreciation and amortization. |
Intangible_Assets_and_Liabilit
Intangible Assets and Liabilities | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Intangible Assets and Liabilities [Abstract] | ' | |||||||||||
Intangible Assets and Liabilities | ' | |||||||||||
Intangible Assets and Liabilities | ||||||||||||
Our intangible assets and liabilities are summarized as follows (in thousands): | ||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||
Intangible Assets | ||||||||||||
In-place leases | $ | 110,380 | $ | 6,503 | ||||||||
Tenant relationships | 46,248 | 46,248 | ||||||||||
Above-market leases | 38,913 | 2,301 | ||||||||||
195,541 | 55,052 | |||||||||||
Accumulated amortization | (38,453 | ) | (26,849 | ) | ||||||||
Intangible assets, net | $ | 157,088 | $ | 28,203 | ||||||||
Intangible Liabilities | ||||||||||||
Below-market leases | $ | 76,438 | $ | 36,669 | ||||||||
Accumulated amortization | (31,637 | ) | (26,454 | ) | ||||||||
Intangible liabilities, net | $ | 44,801 | $ | 10,215 | ||||||||
The impact of the amortization of acquired below-market leases, net of acquired above-market leases, on rental income and of acquired in-place leases and tenant relationships on depreciation and amortization expense is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Rental income | $ | 5,321 | $ | 2,159 | $ | 2,376 | ||||||
Depreciation and amortization expense | 10,111 | 5,745 | 7,387 | |||||||||
As of December 31, 2013, the estimate of the amortization/accretion of intangible assets and liabilities over the next five years is as follows (in thousands): | ||||||||||||
In-Place | Other Intangible Assets | Intangible | ||||||||||
Leases | Liabilities | |||||||||||
2014 | $ | 25,359 | $ | 10,916 | $ | 6,649 | ||||||
2015 | 18,425 | 9,733 | 7,112 | |||||||||
2016 | 15,351 | 8,597 | 6,433 | |||||||||
2017 | 9,484 | 5,794 | 5,855 | |||||||||
2018 | 6,829 | 4,901 | 4,081 | |||||||||
Thereafter | 24,259 | 17,440 | 14,671 | |||||||||
$ | 99,707 | $ | 57,381 | $ | 44,801 | |||||||
Mortgage_Loans
Mortgage Loans | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Mortgage Loans | ' | ||||||||||||
Mortgage Loans | |||||||||||||
Brookfield DTLA’s debt is as follows (in thousands, except percentage amounts): | |||||||||||||
Contractual | Principal Amount as of | ||||||||||||
Maturity Date | Interest Rate | December 31, 2013 | December 31, 2012 | ||||||||||
Floating-Rate Debt | |||||||||||||
Variable-Rate Loans: | |||||||||||||
Wells Fargo Center–South Tower (1) | 12/1/16 | 1.97 | % | $ | 290,000 | $ | — | ||||||
777 Tower (2) | 11/1/18 | 1.87 | % | 200,000 | — | ||||||||
Total variable-rate loans | 490,000 | — | |||||||||||
Variable-Rate Swapped to Fixed-Rate Loan: | |||||||||||||
EY Plaza (3) | 11/27/20 | 3.93 | % | 185,000 | — | ||||||||
Total floating-rate debt | 675,000 | — | |||||||||||
Fixed-Rate Debt: | |||||||||||||
Wells Fargo Center–North Tower | 4/6/17 | 5.7 | % | 550,000 | — | ||||||||
Gas Company Tower | 8/11/16 | 5.1 | % | 458,000 | — | ||||||||
BOA Plaza | 9/7/14 | 5.06 | % | 170,191 | 173,734 | ||||||||
BOA Plaza | 9/7/14 | 6.26 | % | 44,321 | 45,243 | ||||||||
Total fixed-rate debt | 1,222,512 | 218,977 | |||||||||||
Debt Refinanced: | |||||||||||||
EY Plaza | — | 101,716 | |||||||||||
Total debt | 1,897,512 | 320,693 | |||||||||||
Debt discounts | (11,907 | ) | (1,015 | ) | |||||||||
Total debt, net | $ | 1,885,605 | $ | 319,678 | |||||||||
__________ | |||||||||||||
-1 | This loan bears interest at LIBOR plus 1.80%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 4.75%. | ||||||||||||
-2 | This loan bears interest at LIBOR plus 1.70%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 5.75%. | ||||||||||||
-3 | This loan bears interest at LIBOR plus 1.75%. As required by the loan agreement, we have entered into an interest rate swap agreement to hedge this loan, which effectively fixes the LIBOR portion of the interest rate at 2.178%. The effective interest rate of 3.93% includes interest on the swap. | ||||||||||||
The weighted average interest rate of our debt was 4.36% as of December 31, 2013 and 5.23% as of December 31, 2012. | |||||||||||||
As of December 31, 2013, our debt to be repaid in the next five years is as follows (in thousands): | |||||||||||||
2014 | $ | 214,512 | |||||||||||
2015 | 311 | ||||||||||||
2016 | 751,831 | ||||||||||||
2017 | 554,026 | ||||||||||||
2018 | 204,232 | ||||||||||||
Thereafter | 172,600 | ||||||||||||
$ | 1,897,512 | ||||||||||||
As of December 31, 2013, $185.0 million of our debt may be prepaid without penalty, $672.5 million may be defeased (as defined in the underlying loan agreements), $550.0 million may be prepaid with prepayment penalties or defeased (as defined in the underlying loan agreement) at our option, $290.0 million may be prepaid with prepayment penalties, and $200.0 million is locked out from prepayment until November 1, 2015. | |||||||||||||
The BOA Plaza mortgage loans mature on September 7, 2014. Brookfield DTLA intends to refinance these loans prior to or upon maturity. Management expects the refinancing will generate proceeds in excess of the amounts necessary to refinance the existing mortgage loans, pay all fees and other expenses related to the refinancing, and create or maintain related reserves. | |||||||||||||
Mortgage Loans Assumed in Connection with the MPG Acquisition | |||||||||||||
Wells Fargo Center–North Tower— | |||||||||||||
In connection with the MPG acquisition, Brookfield DTLA Holdings assumed the $550.0 million mortgage loan secured by the Wells Fargo Center–North Tower office property on October 15, 2013. The mortgage loan bears interest at a fixed rate of 5.70%, matures on April 6, 2017 and requires the payment of interest-only until maturity. The mortgage loan can be repaid at any time prior to maturity, in whole or in part, with the payment of a prepayment fee (as specified in the loan agreement) until October 6, 2016, after which the loan can be repaid without penalty. The mortgage loan can also be defeased at any time prior to maturity. | |||||||||||||
In connection with loan assumption, Brookfield DTLA Holdings agreed to deposit a total of $10.0 million into a collateral reserve account held by the lender, of which $5.0 million was deposited on October 15, 2013 and is included as part of restricted cash in the consolidated balance sheet as of December 31, 2013. The remaining $5.0 million will be paid in installments of $1.25 million in April 2014, October 2014, April 2015, and October 2015. | |||||||||||||
Gas Company Tower— | |||||||||||||
In connection with the MPG acquisition, Brookfield DTLA Holdings assumed the $458.0 million mortgage loan secured by the Gas Company Tower office property on October 15, 2013. The mortgage loan bears interest at a fixed rate of 5.10%, matures on August 11, 2016 and requires the payment of interest-only until maturity. The mortgage loan can be defeased at any time prior to maturity (as specified in the loan agreement). On or after May 11, 2016, the loan can be repaid, in whole or in part, without penalty. | |||||||||||||
In connection with tax indemnification agreements entered into with MPG Office, L.P. prior to the acquisition of MPG by Brookfield DTLA, Robert F. Maguire III, certain entities owned or controlled by Mr. Maguire, and other contributors to MPG at the time of its initial public offering guaranteed a portion of the Wells Fargo Center–North Tower and Gas Company Tower mortgage loans. As of December 31, 2013, $591.8 million of these loans is subject to such guarantees. | |||||||||||||
Wells Fargo Center–South Tower— | |||||||||||||
In connection with the MPG acquisition, Brookfield DTLA Holdings assumed the $334.6 million mortgage loan secured by the Wells Fargo Center–South Tower office property on October 15, 2013. The mortgage loan bore interest at a variable rate of LIBOR plus 3.00% on the A-Note and LIBOR plus 5.10% on the B-Note and was scheduled to mature on January 9, 2014. As discussed below, this loan was refinanced by Brookfield DTLA Holdings on November 8, 2013. | |||||||||||||
777 Tower— | |||||||||||||
In connection with the MPG acquisition, Brookfield DTLA Holdings assumed the $200.0 million mortgage loan secured by the 777 Tower office property on October 15, 2013. | |||||||||||||
The loan bears interest at a rate equal to LIBOR plus 1.70%, matures on November 1, 2018 and requires the payment of interest-only until maturity. Brookfield DTLA has two options to extend the maturity date of the loan, each for a period of one year, subject to meeting certain debt yield and loan to value ratios (as specified in the loan agreement). The mortgage loan is locked out from prepayment until November 1, 2015. Thereafter, the mortgage loan can be repaid at any time prior to maturity, in whole or in part, with the payment of a prepayment fee (as specified in the loan agreement) until November 1, 2017, after which the loan can be repaid without penalty. | |||||||||||||
Mortgage Loan Refinancings | |||||||||||||
Wells Fargo Center–South Tower— | |||||||||||||
On November 8, 2013, Brookfield DTLA Holdings refinanced the $334.6 million mortgage loan secured by Wells Fargo Center–South Tower. In connection with the refinancing, Brookfield DTLA repaid $44.6 million of principal. | |||||||||||||
The new $290.0 million mortgage loan bears interest at a rate equal to LIBOR plus 1.80%, matures on December 1, 2016 and requires the payment of interest-only until maturity. Brookfield DTLA has two options to extend the maturity date of the loan, each for a period of one year, subject to meeting certain debt yield and loan to value ratios (as specified in the loan agreement). The mortgage loan can be repaid at any time prior to maturity, in whole or in part, with the payment of a prepayment fee (as specified in the loan agreement) until December 1, 2015, after which the loan can be repaid without penalty. | |||||||||||||
EY Plaza— | |||||||||||||
On November 27, 2013, Brookfield DTLA Holdings refinanced the mortgage loan secured by the EY Plaza office property and received net proceeds totaling $183.3 million, of which $99.5 million was used to repay the mortgage loan that previously encumbered the property with the remaining $83.8 million to be used for general corporate purposes. | |||||||||||||
On March 21, 2014, Brookfield DTLA made a cash distribution to Brookfield DTLA Holdings totaling $70.0 million, which was comprised of $3.5 million in settlement of preferred dividends on the senior participating preferred interest through December 31, 2013 and a return of investment of $66.5 million using proceeds generated by the refinancing of EY Plaza. See Note 17 “Subsequent Event.” | |||||||||||||
The new $185.0 million mortgage loan bears interest at a rate equal to LIBOR plus 1.75%, matures on November 27, 2020 and requires the payment of interest-only until December 1, 2015, when the loan will require the payment of principal and interest until maturity. The mortgage loan can be repaid at any time prior to maturity, in whole or in part, without penalty. | |||||||||||||
Non-Recourse Carve Out Guarantees | |||||||||||||
All of Brookfield DTLA’s $1.9 billion of mortgage debt is subject to “non-recourse carve out” guarantees that expire upon elimination of the underlying loan obligations. Under these guarantees, these otherwise non‑recourse loans can become partially or fully recourse against Brookfield DTLA Holdings if certain triggering events occur. Although these events differ from loan to loan, some of the common events include: | |||||||||||||
• | The special purpose property-owning subsidiary’s or Brookfield DTLA Holdings’ filing a voluntary petition for bankruptcy; | ||||||||||||
• | The special purpose property-owning subsidiary’s failure to maintain its status as a special purpose entity; | ||||||||||||
• | Subject to certain conditions, the special purpose property-owning subsidiary’s failure to obtain the lender’s written consent prior to any subordinate financing or other voluntary lien encumbering the associated property; and | ||||||||||||
• | Subject to certain conditions, the special purpose property-owning subsidiary’s failure to obtain the lender’s written consent prior to a transfer or conveyance of the associated property, including, in some cases, indirect transfers in connection with a change in control of Brookfield DTLA Holdings or Brookfield DTLA. | ||||||||||||
In addition, other items that are customarily recourse to a non-recourse carve out guarantor include, but are not limited to, the payment of real property taxes, the breach of representations related to environmental issues or hazardous substances, physical waste of the property, liens which are senior to the mortgage loan and outstanding security deposits. | |||||||||||||
The maximum amount Brookfield DTLA Holdings would be required to pay under a “non‑recourse carve out” guarantee is the principal amount of the loan (or a total of $1.9 billion as of December 31, 2013 for all loans). This maximum amount does not include liabilities related to environmental issues or hazardous substances. Losses resulting from the breach of our loan agreement representations related to environmental issues or hazardous substances are generally recourse to Brookfield DTLA Holdings pursuant to the “non-recourse carve out” guarantees and any such losses would be in addition to the total principal amounts of the loans. The potential losses are not quantifiable and can be material in certain circumstances, depending on the severity of the environmental or hazardous substance issues. Since each of our non-recourse loans is secured by the office building owned by the special purpose property-owning subsidiary, the amount due to the lender from Brookfield DTLA Holdings in the event a “non-recourse carve out” guarantee is triggered could subsequently be partially or fully mitigated by the net proceeds received from any disposition of the office building; however, such proceeds may not be sufficient to cover the maximum potential amount due, depending on the particular asset. | |||||||||||||
Debt Reporting | |||||||||||||
Pursuant to the terms of certain of our mortgage loan agreements, Brookfield DTLA is required to report a debt service coverage ratio (“DSCR”) calculated using the formulas specified in the underlying loan agreements. We have submitted the required reports to the lenders for the measurement periods ended December 31, 2013 and were in compliance with the amounts required by the loan agreements, with the exception of Gas Company Tower. | |||||||||||||
Under the Gas Company Tower mortgage loan, we reported a DSCR of 1.02 to 1.00, calculated using actual debt service under the loan, and a DSCR of 0.81 to 1.00, calculated using actual debt service plus a hypothetical principal payment using a 30-year amortization schedule. Because the reported DSCR using the actual debt service plus a hypothetical principal payment was less than 1.00 to 1.00, the lender could seek to remove Brookfield Properties Management (CA) Inc. as property manager of Gas Company Tower. | |||||||||||||
Pursuant to the terms of the Gas Company Tower, Wells Fargo Center–South Tower, Wells Fargo Center–North Tower, and EY Plaza mortgage loan agreements, we are required to provide annual audited financial statements of Brookfield DTLA Holdings to the lenders or agents. The receipt of any opinion other than an “unqualified” audit opinion on our annual audited financial statements is an event of default under the loan agreements for the properties listed above. If an event of default occurs, the lenders have the right to pursue the remedies contained in the loan documents, including acceleration of all or a portion of the debt and foreclosure. |
Mezzanine_Equity
Mezzanine Equity | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Temporary Equity Disclosure [Abstract] | ' | |||||||||||||||||||
Mezzanine Equity | ' | |||||||||||||||||||
Mezzanine Equity | ||||||||||||||||||||
Mezzanine equity in the consolidated balance sheet as of December 31, 2013 is comprised of the Series A preferred stock, a Series A-1 preferred interest and a senior participating preferred interest (the “Preferred Interests”). The Series A-1 preferred interest and senior participating preferred interest are held by a noncontrolling interest holder. The Preferred Interests are classified in mezzanine equity because they are callable and the holder of the Series A-1 preferred interest and senior participating preferred interest (which also owns some of the Series A preferred stock) indirectly controls the ability to elect to redeem such instruments, through its controlling interest in the Company and its subsidiaries. There is no commitment or obligation on the part of Brookfield DTLA or Brookfield DTLA Holdings to redeem the Preferred Interests. See “—Senior Participating Preferred Interest” below and Note 17 “Subsequent Event” for a discussion of distributions paid related to the senior participating preferred interest. | ||||||||||||||||||||
The Preferred Interests included within mezzanine equity were recorded at fair value on the date of issuance and have been adjusted to the greater of their carrying amount or redemption value as of December 31, 2013. Adjustments to increase the carrying amount to redemption value are recorded in the consolidated statement of operations as a redemption measurement adjustment. | ||||||||||||||||||||
Series A Preferred Stock | ||||||||||||||||||||
Brookfield DTLA is authorized to issue up to 10,000,000 shares of Series A preferred stock, $0.01 par value per share, with a liquidation preference of $25.00 per share. | ||||||||||||||||||||
In connection with the MPG acquisition, DTLA Fund Holding Co., a subsidiary of Brookfield DTLA Holdings, made a tender offer to purchase all of the issued and outstanding shares of MPG Preferred Stock for cash consideration of $25.00 per share (the “offer price”). A total of 372,901 shares of MPG Preferred Stock were validly tendered into the offer and the holders thereof received the offer price for such shares. At the effective time of the merger, each share of MPG Preferred Stock that was issued and outstanding immediately prior to the merger, including each share of MPG Preferred Stock acquired by DTLA Fund Holding Co. in the offer, was exchanged for one share of Series A preferred stock with rights, terms and conditions substantially identical to those of the MPG Preferred Stock. | ||||||||||||||||||||
As of December 31, 2013, 9,730,370 shares of Series A preferred stock were outstanding, of which 9,357,469 shares were issued to third parties and 372,901 shares were issued to DTLA Fund Holding Co., a subsidiary of Brookfield DTLA Holdings. No dividends were declared on the Series A preferred stock during the year ended December 31, 2013. Dividends on the Series A preferred stock are cumulative, and therefore, will continue to accrue at an annual rate of $1.90625 per share. As of December 31, 2013, the cumulative amount of unpaid dividends totals $95.8 million and has been reflected in the carrying amount of the Series A preferred stock. | ||||||||||||||||||||
The Series A preferred stock does not have a stated maturity and is not subject to any sinking fund or mandatory redemption provisions. Upon liquidation, dissolution or winding up, the Series A preferred stock will rank senior to our common stock with respect to the payment of distributions. We may, at our option, redeem the Series A preferred stock, in whole or in part, for cash at a redemption price of $25.00 per share, plus all accumulated and unpaid dividends on such Series A preferred stock up to and including the redemption date. The Series A preferred stock is not convertible into or exchangeable for any other property or securities of Brookfield DTLA. | ||||||||||||||||||||
The Series A preferred stock is reported at its redemption value of $339.1 million calculated using the redemption price of $25.00 per share plus all accumulated and unpaid dividends on such Series A preferred stock through December 31, 2013. | ||||||||||||||||||||
Series A-1 Preferred Interest | ||||||||||||||||||||
On October 15, 2013, New OP issued a Series A-1 preferred interest to Brookfield DTLA Holdings or wholly owned subsidiaries of Brookfield DTLA Holdings with a stated value of $225.7 million in connection with the formation of Brookfield DTLA and the MPG acquisition. The Series A-1 preferred interest has mirror rights to the Series A preferred stock. | ||||||||||||||||||||
The Series A-1 preferred interest is reported at its redemption value of $314.7 million calculated using its estimated fair value of $234.8 million plus $79.9 million of cumulative dividends on such Series A-1 preferred interest through December 31, 2013. | ||||||||||||||||||||
Senior Participating Preferred Interest | ||||||||||||||||||||
On October 15, 2013, DTLA OP issued a senior participating preferred interest to Brookfield DTLA Holdings in connection with the formation of Brookfield DTLA and the MPG acquisition. The senior participating preferred interest is comprised of $240.0 million in preferred interests with a 7.0% coupon and a 4.0% participating interest in the residual value of Brookfield DTLA Fund Properties III LLC, who owns 333 South Hope and EYP Realty. | ||||||||||||||||||||
The senior participating preferred interest is reported at its redemption value of $257.8 million calculated using the value of the preferred and participating interests totaling $254.3 million plus $3.5 million of dividends on the preferred interest through December 31, 2013. | ||||||||||||||||||||
On March 21, 2014, Brookfield DTLA made a cash distribution to Brookfield DTLA Holdings totaling $70.0 million, which was comprised of $3.5 million in settlement of preferred dividends on the senior participating preferred interest through December 31, 2013 and a return of investment of $66.5 million using proceeds generated by the refinancing of EY Plaza. See Note 17 “Subsequent Event.” | ||||||||||||||||||||
Distributions | ||||||||||||||||||||
Brookfield DTLA has not paid any cash dividends in the past. Any future dividends declared would be at the discretion of Brookfield DTLA’s board of directors and would depend on its financial condition, results of operations, contractual obligations and the terms of its financing agreements at the time a dividend is considered, and other relevant factors. | ||||||||||||||||||||
Change in Mezzanine Equity | ||||||||||||||||||||
A summary of the change in mezzanine equity for the year ended December 31, 2013 is as follows (in thousands, except share amounts): | ||||||||||||||||||||
Number of | Series A | Noncontrolling Interests | Mezzanine | |||||||||||||||||
Shares of | Preferred | Equity | ||||||||||||||||||
Series A | Stock | |||||||||||||||||||
Preferred | ||||||||||||||||||||
Stock | Series A-1 | Senior | ||||||||||||||||||
Preferred | Participating | |||||||||||||||||||
Interest | Preferred | |||||||||||||||||||
Interest | ||||||||||||||||||||
Balance, December 31, 2012 | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
Issuance of Series A preferred stock | 9,730,370 | 252,990 | 252,990 | |||||||||||||||||
Issuance of Series A-1 preferred interest | 234,767 | 234,767 | ||||||||||||||||||
Issuance of senior participating preferred interest | 254,280 | 254,280 | ||||||||||||||||||
Cumulative dividends | 3,864 | 3,586 | 3,500 | 10,950 | ||||||||||||||||
Redemption measurement adjustment | 82,247 | 76,305 | 158,552 | |||||||||||||||||
Balance, December 31, 2013 | 9,730,370 | $ | 339,101 | $ | 314,658 | $ | 257,780 | $ | 911,539 | |||||||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2013 | |
Equity [Abstract] | ' |
Stockholders' Equity | ' |
Stockholders’ Equity | |
Brookfield DTLA is authorized to issue up to 1,000,000 shares of common stock, $0.01 par value per share. | |
On April 24, 2013, Brookfield DTLA received an initial contribution of $1,000 from Brookfield DTLA Holdings in exchange for 1,000 shares of Brookfield DTLA common stock. An additional $27,000 was contributed by Brookfield DTLA Holdings on September 30, 2013. As of December 31, 2013, 1,000 shares of common stock were outstanding. No dividends were declared on the common stock during the year ended December 31, 2013. | |
Brookfield DTLA has not paid any cash dividends in the past. Any future dividends declared would be at the discretion of Brookfield DTLA’s board of directors and would depend on its financial condition, results of operations, contractual obligations and the terms of its financing agreements at the time a dividend is considered, and other relevant factors. |
Noncontrolling_Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2013 | |
Noncontrolling Interest [Abstract] | ' |
Noncontrolling Interest | ' |
Noncontrolling Interests | |
Mezzanine Equity Component | |
The Series A-1 preferred interest and senior participating preferred interest consist of equity interests of New OP and DTLA OP that are owned directly by Brookfield DTLA Holdings. These noncontrolling interests are presented in mezzanine equity in the consolidated balance sheet as of December 31, 2013. See Note 6 “Mezzanine Equity.” | |
Stockholders’ Equity Component | |
The Series B common interest ranks junior to the Series A preferred stock as to dividends and upon liquidation and is presented in the consolidated balance sheet as of December 31, 2013 as noncontrolling interest. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Accumulated Other Comprehensive Income (Loss) Disclosure [Abstract] | ' | |||||||||||
Accumulated other comprehensive Income | ' | |||||||||||
Accumulated Other Comprehensive Income | ||||||||||||
A summary of the change in accumulated other comprehensive income related to our cash flow hedges is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance at beginning of year | $ | — | $ | — | $ | — | ||||||
Other comprehensive income before reclassifications | 1,007 | — | — | |||||||||
Amounts reclassified from accumulated other | — | — | — | |||||||||
comprehensive income | ||||||||||||
Net current-period other comprehensive income | 1,007 | — | — | |||||||||
Balance at end of year | $ | 1,007 | $ | — | $ | — | ||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
Fair Value Measurements | |||||||||||||||||
ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring 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). | |||||||||||||||||
ASC Topic 820 established a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three categories: | |||||||||||||||||
• | Level 1—Quoted prices (unadjusted) in active markets that are accessible at the measurement date. | ||||||||||||||||
• | Level 2—Observable prices that are based on inputs not quoted in active markets, but corroborated by market data. | ||||||||||||||||
• | Level 3—Unobservable prices 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. Brookfield DTLA 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 its assessment of fair value. | |||||||||||||||||
Recurring Measurements | |||||||||||||||||
The valuation of Brookfield DTLA’s interest rate swap is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flow of the derivative. This analysis reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. We have incorporated credit valuation adjustments to appropriately reflect both our own and the respective counterparty’s non-performance risk in the fair value measurements. | |||||||||||||||||
Brookfield DTLA’s assets measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands): | |||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||
Assets | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Fair | Active Markets | Other | Unobservable | ||||||||||||||
Value | for Identical | Observable Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Interest rate swap at: | |||||||||||||||||
December 31, 2013 | $ | 1,007 | $ | — | $ | 1,007 | $ | — | |||||||||
December 31, 2012 | — | — | — | — | |||||||||||||
December 31, 2011 | — | — | — | — | |||||||||||||
Financial_Instruments
Financial Instruments | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Investments, All Other Investments [Abstract] | ' | |||||||||
Financial Instruments | ' | |||||||||
Financial Instruments | ||||||||||
Derivative Financial Instruments | ||||||||||
A summary of the fair value of Brookfield DTLA’s derivative financial instruments is as follows (in thousands): | ||||||||||
Fair Value | ||||||||||
Balance Sheet Location | December 31, 2013 | December 31, 2012 | ||||||||
Derivatives designated as cash flow hedging | ||||||||||
instruments: | ||||||||||
Interest rate swap | Prepaid and other assets | $ | 1,007 | $ | — | |||||
A summary of the effect of derivative financial instruments reported in the consolidated and combined financial statements is as follows (in thousands): | ||||||||||
Amount of Gain | Amount of Gain/(Loss) | |||||||||
Recognized in AOCI | Reclassified from | |||||||||
AOCI to Statement | ||||||||||
of Operations | ||||||||||
Derivatives designated as cash flow hedging instruments: | ||||||||||
Interest rate swap for the year ended: | ||||||||||
December 31, 2013 | $ | 1,007 | $ | — | ||||||
December 31, 2012 | — | — | ||||||||
31-Dec-11 | — | — | ||||||||
Interest Rate Swap— | ||||||||||
As of December 31, 2013, we held an interest rate swap with a notional amount of $185.0 million, which was assigned to the EY Plaza mortgage loan. The swap requires net settlement each month and expires on November 2, 2020. | ||||||||||
Interest Rate Caps— | ||||||||||
We hold interest rate caps pursuant to the terms of certain of our mortgage agreements with the following notional amounts (in thousands): | ||||||||||
December 31, 2013 | December 31, 2012 | |||||||||
Wells Fargo Center–South Tower | $ | 290,000 | $ | — | ||||||
777 Tower | 200,000 | — | ||||||||
$ | 490,000 | $ | — | |||||||
The fair value of our interest rate caps was $1.6 million as of December 31, 2013. | ||||||||||
Other Financial Instruments | ||||||||||
Brookfield DTLA’s other financial instruments that are exposed to concentrations of credit risk consist primarily of cash and accounts receivable. Management routinely assesses the financial strength of its tenants and, as a consequence, believes that its accounts receivable credit risk exposure is limited. Brookfield DTLA places its temporary cash investments with federally insured institutions. Cash balances with any one institution may at times be in excess of the federally insured limits. | ||||||||||
The estimated fair value and face value of our mortgage loans are as follows (in thousands): | ||||||||||
December 31, 2013 | December 31, 2012 | |||||||||
Estimated fair value | $ | 1,902,343 | $ | 330,267 | ||||||
Face value | 1,897,512 | 320,693 | ||||||||
We calculated the estimated fair value of our mortgage loans by discounting the future contractual cash flows of the loans using current risk adjusted rates available to borrowers with similar credit ratings. The estimated fair value of mortgage loans is classified as Level 3. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Related Party Transactions [Abstract] | ' | |||||||||||
Related Party Transactions | ' | |||||||||||
Related Party Transactions | ||||||||||||
Management Agreements | ||||||||||||
The Predecessor Entities entered into arrangements with Brookfield Properties Management LLC, which is affiliated through common ownership with BPO, under which the affiliate provides property management and various other services. On October 15, 2013, these agreements were transferred to BOP Management Inc., an affiliate of BPO. The MPG properties entered into similar arrangements with BOP Management Inc. after the closing of the acquisition on October 15, 2013. Property management fees under these agreements are calculated based on 3.0% of rents collected (as defined in the management agreements). | ||||||||||||
A summary of costs incurred by Brookfield DTLA and the Predecessor Entities under these arrangements is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Management fees expense | $ | 3,667 | $ | 2,670 | $ | 2,748 | ||||||
General, administrative and reimbursable expenses | 1,190 | 1,278 | 1,196 | |||||||||
Leasing and construction management fees | 786 | 1,137 | 2,273 | |||||||||
Insurance Agreements | ||||||||||||
BOA Plaza and EY Plaza are covered under an insurance policy entered into by BPO that provides all risk property and business interruption for BPO’s commercial portfolio with an aggregate limit of $2.5 billion per occurrence as well as an aggregate limit of $300.0 million of earthquake insurance. The MPG properties are covered under an insurance policy that provides all risk property and business interruption with an aggregate limit of $1.25 billion and a $130.0 million aggregate limit of earthquake insurance. | ||||||||||||
In addition, BOA Plaza and EY Plaza are covered by a terrorism insurance policy that provides aggregate coverage of $4.0 billion for all of BPO’s U.S. properties. The MPG properties are covered by a terrorism insurance policy with a $1.25 billion aggregate limit. Brookfield DTLA is in compliance with the contractual obligations regarding terrorism insurance contained in such agreements. | ||||||||||||
Insurance premiums for BOA Plaza and EY Plaza are paid by an affiliate company under common control through BPO. Brookfield DTLA reimburses the affiliate company for the actual cost of such premiums. | ||||||||||||
A summary of costs incurred by the Predecessor Entities under this arrangement is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Insurance expense | $ | 4,949 | $ | 4,664 | $ | 4,489 | ||||||
Rental_Income
Rental Income | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Leases [Abstract] | ' | |||
Rental Income | ' | |||
Rental Income | ||||
Brookfield DTLA’s properties are leased to tenants under net operating leases with initial expiration dates ranging from 2014 to 2026. The future minimum rental income (on a non-straight-line basis) to be received under noncancelable tenant operating leases in effect as of December 31, 2013 is as follows (in thousands): | ||||
2014 | $ | 128,607 | ||
2015 | 129,240 | |||
2016 | 124,583 | |||
2017 | 121,900 | |||
2018 | 102,192 | |||
Thereafter | 451,315 | |||
$ | 1,057,837 | |||
The future minimum rental income shown above excludes amounts that are not fixed in accordance with a tenant’s lease, but are based upon a percentage of reimbursement of actual operating expenses and amortization of above- and below-market leases. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Tenant Concentration | |
Brookfield DTLA generally does not require collateral or other security from its tenants, other than security deposits or letters of credit. Our credit risk is mitigated by the high quality of our existing tenant base, review of prospective tenants’ risk profiles prior to lease execution, and frequent monitoring of our tenant portfolio to identify problem tenants. However, since we have a significant concentration of rental revenue from certain tenants, the inability of those tenants to make their lease payments could have a material adverse effect on our results of operations, cash flow or financial condition. | |
A significant portion of Brookfield DTLA’s rental income and tenant reimbursements revenue is generated by a small number of tenants. During the years ended December 31, 2013, 2012 and 2011, one tenant, The Capital Group Companies, accounted for more than 10% of our consolidated and combined rental income and tenant reimbursements revenue. | |
During the years ended December 31, 2013, 2012 and 2011, BOA Plaza and EY Plaza each contributed more than 10% of Brookfield DTLA’s consolidated and combined revenue. The revenue generated by these properties totaled 72%, 100% and 100% of Brookfield DTLA’s consolidated and combined revenue during the years ended December 31, 2013, 2012 and 2011, respectively. | |
Litigation | |
General— | |
Brookfield DTLA and its subsidiaries may be subject to pending legal proceedings and litigation incidental to its business. After consultation with legal counsel, management believes that any liability that may potentially result upon resolution of such matters is not expected to have a material adverse effect on its business, financial condition or consolidated financial statements as a whole. | |
Merger-Related Litigation— | |
Following the announcement of the execution of the Agreement and Plan of Merger dated as of April 24, 2013, as amended (the “Merger Agreement”), seven putative class actions were filed against Brookfield Office Properties Inc. (“BPO”), Brookfield DTLA, Brookfield DTLA Holdings LLC, Brookfield DTLA Fund Office Trust Inc., Brookfield DTLA Fund Properties (collectively, the “Brookfield Parties”), MPG Office Trust, Inc., MPG Office, L.P., and the members of MPG Office Trust, Inc.’s board of directors. Five of these lawsuits were filed on behalf of MPG Office Trust, Inc.’s common stockholders: (i) two lawsuits, captioned Coyne v. MPG Office Trust, Inc., et al., No. BC507342 (the “Coyne Action”), and Masih v. MPG Office Trust, Inc., et al., No. BC507962 (the “Masih Action”), were filed in the Superior Court of the State of California in Los Angeles County (the “California State Court”) on April 29, 2013 and May 3, 2013, respectively; and (ii) three lawsuits, captioned Kim v. MPG Office Trust, Inc. et al., No. 24‑C-13-002600 (the “Kim Action”), Perkins v. MPG Office Trust, Inc., et al., No. 24-C-13-002778 (the “Perkins Action”) and Dell’Osso v. MPG Office Trust, Inc., et al., No. 24‑C-13-003283 (the “Dell’Osso Action”) were filed in the Circuit Court for Baltimore City, Maryland on May 1, 2013, May 8, 2013 and May 22, 2013, respectively (collectively, the “Common Stock Actions”). Two lawsuits, captioned Cohen v. MPG Office Trust, Inc. et al., No. 24-C-13-004097 (the “Cohen Action”) and Donlan v. Weinstein, et al., No. 24‑C-13-004293 (the “Donlan Action”), were filed on behalf of MPG Office Trust, Inc.’s preferred stockholders in the Circuit Court for Baltimore City, Maryland on June 20, 2013 and July 2, 2013, respectively (collectively, the “Preferred Stock Actions,” together with the Common Stock Actions, the “Merger Litigations”). | |
In each of the Common Stock Actions, the plaintiffs allege, among other things, that MPG Office Trust, Inc.’s board of directors breached their fiduciary duties in connection with the merger by failing to maximize the value of MPG Office Trust, Inc. and ignoring or failing to protect against conflicts of interest, and that the relevant Brookfield Parties named as defendants aided and abetted those breaches of fiduciary duty. The Kim Action further alleges that MPG Office, L.P. also aided and abetted the breaches of fiduciary duty by MPG Office Trust, Inc.’s board of directors, and the Dell’Osso Action further alleges that MPG Office Trust, Inc. and MPG Office, L.P. aided and abetted the breaches of fiduciary duty by | |
MPG Office Trust, Inc.’s board of directors. On June 4, 2013, the Kim and Perkins plaintiffs filed identical, amended complaints in the Circuit Court for Baltimore City, Maryland. On June 5, 2013, the Masih plaintiffs also filed an amended complaint in the Superior Court of the State of California in Los Angeles County. The three amended complaints, as well as the Dell’Osso Action complaint, allege that the preliminary proxy statement filed by MPG Office Trust, Inc. with the U.S. Securities and Exchange Commission (the “SEC”) on May 21, 2013 is false and/or misleading because it fails to include certain details of the process leading up to the merger and fails to provide adequate information concerning MPG Office Trust, Inc.’s financial advisors. | |
In each of the Preferred Stock Actions, which were brought on behalf of MPG Office Trust, Inc.’s preferred stockholders, the plaintiffs allege, among other things, that, by entering into the Merger Agreement and tender offer, MPG Office Trust, Inc. breached the Articles Supplementary, which governs the issuance of the MPG preferred shares, that MPG Office Trust, Inc.’s board of directors breached their fiduciary duties by agreeing to a merger agreement that violated the preferred stockholders’ contractual rights and that the relevant Brookfield Parties named as defendants aided and abetted those breaches of contract and fiduciary duty. On July 15, 2013, the plaintiffs in the Preferred Stock Actions filed a joint amended complaint in the Circuit Court for Baltimore City, Maryland that further alleged that MPG Office Trust, Inc.’s board of directors failed to disclose material information regarding BPO’s extension of the tender offer. | |
The plaintiffs in the seven lawsuits sought an injunction against the merger, rescission or rescissory damages in the event the merger has been consummated, an award of fees and costs, including attorneys’ and experts’ fees, and other relief. | |
On July 10, 2013, solely to avoid the costs, risks and uncertainties inherent in litigation, the Brookfield Parties and the other named defendants in the Common Stock Actions signed a memorandum of understanding (the “MOU”), regarding a proposed settlement of all claims asserted therein. The parties subsequently entered into a stipulation of settlement dated November 21, 2013 providing for the release of all asserted claims, additional disclosures by MPG concerning the merger made prior to the merger’s approval, and the payment, by defendants, of an award of attorneys’ fees and expenses in an amount not to exceed $475,000 (which will ultimately be determined by the California State Court), which has been recorded as a liability as of December 31, 2013 as part of accounts payable and other liabilities in the consolidated balance sheet. The asserted claims will not be released until such stipulation of settlement is approved by the court, following a hearing on notice to the proposed class. There can be no assurance that the court will approve the settlement. The hearing for final approval of the settlement is scheduled for June 4, 2014. | |
In the Preferred Stock Actions, at a hearing on July 24, 2013, the Maryland State Court denied plaintiffs’ motion for preliminary injunction seeking to enjoin the tender offer. The plaintiffs filed a second amended complaint on November 22, 2013 that added additional arguments in support of their allegations that the new preferred shares do not have the same rights as the MPG preferred shares. The defendants moved to dismiss the second amended complaint on December 20, 2013, and briefing on the motion concluded on February 28, 2014. A hearing date on the motion has not been scheduled by the court. | |
While the final outcome with respect to the Merger Litigations cannot be predicted with certainty, in the opinion of management after consultation with external legal counsel, any liability that may arise from such contingencies would not have a material adverse effect on the financial position, results of operations or liquidity of Brookfield DTLA. |
Quarterly_Financial_Informatio
Quarterly Financial Information (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Quarterly Financial Information (Unaudited) | ' | |||||||||||||||
Quarterly Financial Information (Unaudited) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
(In thousands) | ||||||||||||||||
Year Ended December 31, 2013 (1) | ||||||||||||||||
Revenue | $ | 23,920 | $ | 25,104 | $ | 25,234 | $ | 64,464 | ||||||||
Expenses | 23,375 | 24,501 | 24,203 | 81,917 | ||||||||||||
Net income (loss) | 545 | 603 | 1,031 | (17,453 | ) | |||||||||||
Net loss attributable to noncontrolling interests: | ||||||||||||||||
Series A-1 preferred interest – | — | — | — | (3,586 | ) | |||||||||||
cumulative dividends | ||||||||||||||||
Series A-1 preferred interest – | — | — | — | (76,305 | ) | |||||||||||
redemption measurement adjustment | ||||||||||||||||
Senior participating preferred interest – | — | — | — | (3,500 | ) | |||||||||||
cumulative dividends | ||||||||||||||||
Series B common interest – allocation of net loss | — | — | — | 97,934 | ||||||||||||
Net income (loss) attributable to Brookfield DTLA | 545 | 603 | 1,031 | (2,910 | ) | |||||||||||
Series A preferred stock – cumulative dividends | — | — | — | (3,864 | ) | |||||||||||
Series A preferred stock – redemption | — | — | — | (82,247 | ) | |||||||||||
measurement adjustment | ||||||||||||||||
Net income (loss) available to common interest | $ | 545 | $ | 603 | $ | 1,031 | $ | (89,021 | ) | |||||||
holders of Brookfield DTLA | ||||||||||||||||
Year Ended December 31, 2012 | ||||||||||||||||
Revenue | $ | 22,794 | $ | 23,442 | $ | 22,703 | $ | 23,978 | ||||||||
Expenses | 21,851 | 22,884 | 22,537 | 25,397 | ||||||||||||
Net income (loss) | $ | 943 | $ | 558 | $ | 166 | $ | (1,419 | ) | |||||||
__________ | ||||||||||||||||
-1 | On October 15, 2013, Brookfield DTLA completed the acquisition of MPG pursuant to the terms of the Merger Agreement. See Note 3 “Acquisition of MPG Office Trust, Inc.” |
Investments_in_Real_Estate
Investments in Real Estate | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||||||||
Investments in Real Estate | ' | ||||||||||||||||||||||||||||||||||||||
Investments in Real Estate | |||||||||||||||||||||||||||||||||||||||
A summary of information related to Brookfield DTLA’s investments in real estate as of December 31, 2013 is as follows (in thousands): | |||||||||||||||||||||||||||||||||||||||
Encum- | Initial Cost | Costs Capitalized | Gross Amount at Which | Accum- | Year | ||||||||||||||||||||||||||||||||||
brances | to Company | Subsequent to | Carried at Close of Period | ulated | Acquired | ||||||||||||||||||||||||||||||||||
Acquisition | Depre- | (a) or | |||||||||||||||||||||||||||||||||||||
ciation (2) | Con- | ||||||||||||||||||||||||||||||||||||||
Land | Buildings and | Improve- | Carrying | Land | Buildings | Total (1) | structed (c) | ||||||||||||||||||||||||||||||||
Improve- | ments | Costs | and | ||||||||||||||||||||||||||||||||||||
ments | Improve- | ||||||||||||||||||||||||||||||||||||||
ments | |||||||||||||||||||||||||||||||||||||||
Los Angeles, CA | |||||||||||||||||||||||||||||||||||||||
Wells Fargo Center– | $ | 550,000 | $ | 41,508 | $ | 458,096 | $ | 41 | $ | — | $ | 41,508 | $ | 458,137 | $ | 499,645 | $ | (2,940 | ) | 2013 (a) | |||||||||||||||||||
North Tower | |||||||||||||||||||||||||||||||||||||||
333 S. Grand | |||||||||||||||||||||||||||||||||||||||
Avenue | |||||||||||||||||||||||||||||||||||||||
BOA Plaza | 214,512 | 54,163 | 354,422 | 41,825 | — | 54,163 | 396,247 | 450,410 | (62,914 | ) | 2006 (a) | ||||||||||||||||||||||||||||
333 S. Hope | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
Wells Fargo Center–South Tower | 290,000 | 21,231 | 401,508 | 4 | — | 21,231 | 401,512 | 422,743 | (2,087 | ) | 2013 (a) | ||||||||||||||||||||||||||||
355 S. Grand | |||||||||||||||||||||||||||||||||||||||
Avenue | |||||||||||||||||||||||||||||||||||||||
Gas Company | 458,000 | 20,742 | 396,127 | 150 | — | 20,742 | 396,277 | 417,019 | (2,053 | ) | 2013 (a) | ||||||||||||||||||||||||||||
Tower | |||||||||||||||||||||||||||||||||||||||
525-555 W. | |||||||||||||||||||||||||||||||||||||||
Fifth Street | |||||||||||||||||||||||||||||||||||||||
EY Plaza | 185,000 | 47,385 | 286,982 | 87,458 | — | 47,385 | 374,440 | 421,825 | (49,676 | ) | 2006 (a) | ||||||||||||||||||||||||||||
725 S. Figueroa | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
777 Tower | 200,000 | 38,010 | 302,153 | 60 | — | 38,010 | 302,213 | 340,223 | (1,942 | ) | 2013 (a) | ||||||||||||||||||||||||||||
777 S. Figueroa | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
Miscellaneous | — | 6,000 | — | — | — | 6,000 | — | 6,000 | — | ||||||||||||||||||||||||||||||
investments | |||||||||||||||||||||||||||||||||||||||
$ | 1,897,512 | $ | 229,039 | $ | 2,199,288 | $ | 129,538 | $ | — | $ | 229,039 | $ | 2,328,826 | $ | 2,557,865 | $ | (121,612 | ) | |||||||||||||||||||||
__________ | |||||||||||||||||||||||||||||||||||||||
-1 | The aggregate gross cost of Brookfield DTLA’s investments in real estate for federal income tax purposes approximated $3.0 billion as of December 31, 2013. | ||||||||||||||||||||||||||||||||||||||
-2 | Depreciation in the consolidated and combined statements of operations is computed on a straight-line basis over the following estimated useful lives: buildings and improvements (60 years, with an estimated salvage value of 5%) and tenant improvements (the shorter of the useful life or the applicable lease term). | ||||||||||||||||||||||||||||||||||||||
The following is a reconciliation of Brookfield DTLA’s and the Predecessor Entities’ investments in real estate and accumulated depreciation (in thousands): | |||||||||||||||||||||||||||||||||||||||
For the Year Ended December 31, | |||||||||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||||||||
Investments in Real Estate | |||||||||||||||||||||||||||||||||||||||
Balance at beginning of period | $ | 848,572 | $ | 821,648 | $ | 799,059 | |||||||||||||||||||||||||||||||||
Additions during period: | |||||||||||||||||||||||||||||||||||||||
Acquisitions | 1,685,375 | — | — | ||||||||||||||||||||||||||||||||||||
Improvements | 23,918 | 40,566 | 25,278 | ||||||||||||||||||||||||||||||||||||
Deductions during period: | |||||||||||||||||||||||||||||||||||||||
Other | — | (13,642 | ) | (2,689 | ) | ||||||||||||||||||||||||||||||||||
Balance at close of period | $ | 2,557,865 | $ | 848,572 | $ | 821,648 | |||||||||||||||||||||||||||||||||
Accumulated Depreciation | |||||||||||||||||||||||||||||||||||||||
Balance at beginning of period | $ | (92,500 | ) | $ | (86,804 | ) | $ | (70,078 | ) | ||||||||||||||||||||||||||||||
Additions during period: | |||||||||||||||||||||||||||||||||||||||
Depreciation expense | (29,112 | ) | (19,338 | ) | (19,415 | ) | |||||||||||||||||||||||||||||||||
Deductions during period: | |||||||||||||||||||||||||||||||||||||||
Other | — | 13,642 | 2,689 | ||||||||||||||||||||||||||||||||||||
Balance at close of period | $ | (121,612 | ) | $ | (92,500 | ) | $ | (86,804 | ) |
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Event | |
On March 21, 2014, Brookfield DTLA made a cash distribution to Brookfield DTLA Holdings totaling $70.0 million, which was comprised of $3.5 million in settlement of preferred dividends on the senior participating preferred interest through December 31, 2013 and a return of investment of $66.5 million using proceeds generated by the refinancing of EY Plaza. |
Basis_of_Presentation_and_Summ1
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Principles of Consolidation and Basis of Presentation | ' |
Predecessor Entities | |
Prior to October 15, 2013, Brookfield DTLA had not conducted any business as a separate company and had no material assets or liabilities. In accordance with accounting principles generally accepted in the United States of America (“GAAP”), the contribution of 333 South Hope and EYP Realty (together, the “Predecessor Entities”) constitute a transaction between entities under common control. A combination between entities that already share the same parent is not considered a business combination because there is no change in control at the parent level. Accordingly, the operations of the Predecessor Entities contributed to Brookfield DTLA by TRZ on October 15, 2013 are presented in the accompanying consolidated and combined financial statements as if they were owned by Brookfield DTLA for all historical periods presented and the assets and liabilities of BOA Plaza and EY Plaza were recorded at the | |
carrying values reflected in the books and records of 333 South Hope and EYP Realty. As such, no gain or loss has been recorded in the consolidated statement of operations for the year ended December 31, 2013 due to this transaction. As a result of the transaction, TRZ’s interest in the Predecessor Entities was exchanged for a preferred and common interest in New OP and a preferred interest in DTLA OP. As a result of certain redemption features in the preferred instruments, these instruments have been classified in the consolidated and combined balance sheet as mezzanine equity. See Note 6 “Mezzanine Equity.” | |
As used in these consolidated and combined financial statements and related notes, the terms “Brookfield DTLA,” the “Company,” “us,” “we” and “our” refer to the combination of Brookfield DTLA Fund Office Trust Investor Inc. and the Predecessor Entities. | |
Principles of Consolidation and Combination and Basis of Presentation | |
The accompanying consolidated and combined financial statements are prepared in accordance with GAAP. The consolidated balance sheet as of December 31, 2013 includes the accounts of Brookfield DTLA and subsidiaries in which it has a controlling financial interest. The combined balance sheet as of December 31, 2012 includes the accounts of the Predecessor Entities on a combined basis in accordance with GAAP. The accompanying consolidated and combined statements of operations for the year ended December 31, 2013 include the accounts of the Predecessor Entities on a combined basis from January 1, 2013 through October 15, 2013 (the date of the merger); and the consolidated accounts of Brookfield DTLA from October 15, 2013 (the date of the merger) through December 31, 2013. The accompanying combined statements of operations for the years ended December 31, 2012 and 2011 include the accounts of the Predecessor Entities on a combined basis. All intercompany transactions have been eliminated in consolidation and combination as of and for the years ended December 31, 2013, 2012 and 2011. | |
Consolidation, Variable Interest Entity, Policy | ' |
The Company consolidates entities in which it has a controlling financial interest. In determining whether Brookfield DTLA has a controlling financial interest in an entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, board representation, management representation, authority to make decisions, and contractual and substantive participating rights of the partners/members as well as whether the entity is a variable interest entity (“VIE”) and Brookfield DTLA is the primary beneficiary. | |
A VIE is broadly defined as an entity where either (i) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (ii) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. | |
A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a variable interest entity that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Brookfield DTLA qualitatively assesses whether it is (or is not) the primary beneficiary of a VIE. | |
Consideration of various factors includes, but is not limited to, Brookfield DTLA’s ability to direct the activities that most significantly impact the VIE’s economic performance, its form of ownership interest, its representation on the VIE’s governing body, the size and seniority of its investment, its ability and the rights of other investors to participate in policy making decisions and its ability to replace the manager of and/or liquidate the entity. | |
The Company earns a return through an indirect investment in New OP. Brookfield DTLA Holdings, the parent of Brookfield DTLA, owns all of the common interest in New OP. Brookfield DTLA has an indirect preferred stock interest in New OP and its wholly owned subsidiary is the managing member of New OP. | |
The Company determined that New OP is a VIE and as a result of having the power to direct the significant activities of New OP and exposure to the economic performance of New OP, Brookfield DTLA meets the two conditions for being the primary beneficiary. Brookfield DTLA is required to continually evaluate its VIE relationships and consolidation conclusion. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of consolidated and combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. 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, recoverable amounts of receivables, impairment of long‑lived assets and fair value of debt. Actual results could ultimately differ from such estimates. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. The objective of this ASU is to improve the reporting of reclassifications of various components out of accumulated other comprehensive income and requires an entity to disaggregate the total change of each component of other comprehensive income either on the face of the statement of operations or as a separate disclosure in the accompanying notes to the financial statements. The guidance in ASU 2013-02 became effective for Brookfield DTLA beginning January 1, 2013. The implementation of this pronouncement did not have a material impact on Brookfield DTLA’s consolidated financial statements. | |
Business Combinations | ' |
Business Combinations— | |
Purchase accounting is applied to the assets and liabilities related to all real estate investments acquired from third parties. In accordance with FASB Accounting Standards Codification (“ASC”) Topic 805, Business Combinations, the purchase price of the real estate acquired is allocated to the acquired tangible assets, consisting primarily of land, building and tenant improvements, and identifiable intangible assets and liabilities, consisting of the value of above- and below-market leases, in-place leases, and tenant relationships, based in each case on their fair value. | |
The principal valuation technique employed by Brookfield DTLA in determining the fair value of identified assets acquired and liabilities assumed is the income approach, which is then compared to the cost approach. Tangible values for investments in real estate are calculated based on replacement costs for like type quality assets. Above- and below-market lease values are determined by comparing in-place rents with current market rents. In‑place lease amounts are determined by calculating the potential lost revenue during the replacement of the current leases in place. Leasing commissions and legal/marketing fees are determined based upon market allowances pro-rated over the remaining lease terms. Mortgage loans assumed in an acquisition are analyzed using current market terms for similar debt. | |
The value of the acquired above-market and below-market leases are amortized and recorded as either a decrease (in the case of above-market leases) or an increase (in the case of below-market leases) to rental income in the consolidated and combined statements of operations over the remaining term of the associated lease. The value of tenant relationships is amortized over the expected term of the relationship, which includes an estimated probability of lease renewal. The value of in-place leases is amortized as an expense over the remaining life of the leases. Amortization of tenant relationships and in-place leases is included in depreciation and amortization in the consolidated and combined statements of operations. | |
Investments in Real Estate | ' |
Investments in Real Estate— | |
Land is carried at cost. Buildings and improvements are recorded at historical cost and are depreciated on a straight-line basis over the estimated useful life of the building, which is 60 years with an estimated salvage value of 5%. Tenant improvements that are determined to be assets of Brookfield DTLA are recorded at cost; amortization is included in depreciation and amortization expense in the consolidated and combined statements of operations on a straight-line basis over the shorter of the useful life or the applicable lease term. | |
Depreciation expense related to investments in real estate during the years ended December 31, 2013, 2012 and 2011 was $29.1 million, $19.3 million and $19.4 million, respectively. | |
Real estate is reviewed for impairment if events or changes in circumstances indicate that the carrying amount of the real estate may not be recoverable. In such an event, a comparison is made of the current and projected operating cash flows of the property into the foreseeable future on an undiscounted basis to the carrying amount of the real estate. If the undiscounted cash flows expected to be generated by an asset are less than its carrying amount, an impairment provision would be recorded to write down the carrying amount of such asset to its fair value. Brookfield DTLA assesses fair value based on estimated cash flow projections utilizing appropriate discount and capitalization rates and available market information. Projections of future cash flow take into account the specific business plan for the property and management’s best estimate of the most probable set of economic conditions expected to prevail in the market. Management believes no impairment of Brookfield DTLA’s or the Predecessor Entities’ real estate assets existed at December 31, 2013 and 2012, respectively. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents— | |
Cash and cash equivalents include all cash and short-term investments with an original maturity of three months or less. | |
Restricted Cash | ' |
Restricted Cash— | |
Restricted cash consists primarily of deposits for tenant improvements and leasing commissions, real estate taxes and insurance reserves, debt service reserves and other items as required by our loan agreements. | |
Rents, Deferred Rents and Other Receivables, Net | ' |
Rents, Deferred Rents and Other Receivables, Net— | |
Differences between rental income and the contractual amounts due are recorded as deferred rents receivable in the consolidated and combined balance sheets. Brookfield DTLA evaluates its deferred rent receivable to consider if an allowance is necessary. | |
Rents, deferred rents and other receivables, net also includes any amounts paid to a tenant for improvements owned or costs incurred by the tenant are treated as tenant inducements and are presented in the consolidated and combined balance sheet net of accumulated amortization totaling $2.7 million and $1.7 million as of December 31, 2013 and 2012, respectively. Amortization of tenant inducements is recorded on a straight-line basis over the term of the related lease as a reduction of rental income in the consolidated and combined statements of operations. | |
Brookfield DTLA periodically evaluates the collectability of amounts due from tenants and maintains an allowance for doubtful accounts in the consolidated and combined balance sheets for estimated losses resulting from the inability of tenants to make required payments under the lease agreements. Management exercises judgment in establishing these allowances and considers payment history and current credit status in developing these estimates. | |
Deferred Charges, Net | ' |
Deferred Charges, Net— | |
Leasing costs, primarily commissions related to leasing activities, are deferred and are presented as deferred charges in the consolidated and combined balance sheet net of accumulated amortization totaling $17.9 million and $14.6 million as of December 31, 2013 and 2012, respectively. Deferred leasing costs amortized on a straight-line basis over the terms of the related leases as part of depreciation and amortization in the consolidated and combined statements of operations. | |
Mortgage Loans, Net | ' |
Mortgage Loans, Net— | |
Mortgage loans are presented in the consolidated and combined balances sheet net of unamortized debt discounts totaling $11.9 million and $1.0 million as of December 31, 2013 and 2012, respectively. | |
Debt discounts totaling $1.0 million, $0.6 million and $0.6 million were amortized during the years ended December 31, 2013, 2012 and 2011, respectively, over the terms of the related mortgage loans on a basis that approximates the effective interest method and were included as part of interest expense in the consolidated and combined statements of operations. | |
Prepaid and Other Assets, Net | ' |
Prepaid and Other Assets, Net— | |
Prepaid and other assets include prepaid insurance, prepaid real estate taxes and other operating costs. | |
Revenue Recognition | ' |
Revenue Recognition— | |
Rental income from leases providing for periodic increases in base rent is recognized on a straight-line basis over the noncancelable term of the respective leases. Recoveries of operating expenses and real estate taxes are recorded as tenant reimbursements in the consolidated and combined statements of operations in the period during which the expenses are incurred. | |
Income Taxes | ' |
Income Taxes— | |
Brookfield DTLA intends to elect to be taxed as a real estate investment trust (“REIT”) pursuant to Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with its tax year ended December 31, 2013. Brookfield DTLA intends to conduct its operations so as to qualify as a REIT. Accordingly, Brookfield DTLA will not be subject to U.S. federal income tax, provided that it qualifies as a REIT and distributions to its stockholders generally equal or exceed its taxable income. | |
However, qualification and taxation as a REIT depends upon Brookfield DTLA’s ability to meet the various qualification tests imposed under the Code related to annual operating results, asset diversification, distribution levels and diversity of stock ownership. Accordingly, no assurance can be given that Brookfield DTLA will be organized or be able to operate in a manner so as to qualify or remain qualified as a REIT. If Brookfield DTLA fails to qualify as a REIT in any taxable year, it will be subject to federal and state income tax on its taxable income at regular corporate tax rates, and it may be ineligible to qualify as a REIT for four subsequent tax years. Brookfield DTLA may also be subject to certain state or local income taxes, or franchise taxes on its REIT activities. | |
Brookfield DTLA has made no provision for income taxes in its consolidated and combined financial statements. Brookfield DTLA’s taxable income or loss is different than its financial statement income or loss. | |
Brookfield DTLA recognizes tax benefits from uncertain tax positions when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more likely than not recognition threshold. Brookfield DTLA and the Predecessor Entities had no unrecognized tax benefits of December 31, 2013 and 2012, respectively, and Brookfield DTLA does not expect its unrecognized tax benefits balance to change during the next 12 months. The Predecessor Entities’ 2009, 2010, 2011 and 2012 tax years remain open due to the statute of limitations and may be subject to examination by federal, state and local tax authorities. | |
Derivative Financial Instruments | ' |
Derivative Financial Instruments— | |
Brookfield DTLA uses interest rate swap contracts and interest rate cap contracts to manage risk from fluctuations in interest rates as well as to hedge anticipated future financing transactions. Interest rate swaps involve the receipt of variable-rate amounts in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying principal amount. Interest rate caps involve the receipt of variable-rate amounts beyond a specified strike price over the life of the agreements without exchange of the underlying principal amount. The Company believes these agreements are with counterparties who are creditworthy financial institutions. | |
Brookfield DTLA adheres to the provisions of ASC Subtopic 815-10-15, Derivatives and Hedging (“ASC 815-10-15”). ASC 815-10-15 establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. It requires the recognition of all derivative instruments as assets or liabilities in the Company’s consolidated and combined balance sheet at fair value. Changes in the fair value of derivative instruments that are not designated as hedges, or that do not meet the hedge accounting criteria in ASC 815-10-15, are required to be reported through the statement of operations. | |
Segment Reporting | ' |
Segment Reporting | |
Brookfield DTLA operates in a single reportable segment referred to as its office segment, which includes the operation and management of commercial office properties. Each of Brookfield DTLA’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. Management does not distinguish or group Brookfield DTLA’s consolidated operations based on geography, size or type. Brookfield DTLA’s operating properties have similar economic characteristics and provide similar products and services to tenants. As a result, Brookfield DTLA’s operating properties are aggregated into a single reportable segment. | |
Accounting for Conditional Asset Retirement Obligations | ' |
Accounting for Conditional Asset Retirement Obligations | |
Brookfield DTLA has evaluated whether it has any conditional asset retirement obligations, which are a legal obligation to perform an asset retirement activity in which the timing and/or method of settlement are conditional upon future events that may or may not be within an entity’s control. The obligation to perform the asset retirement activity is unconditional even though uncertainty exists about the timing and/or method of settlement. Accordingly, Brookfield DTLA recognized a liability for a conditional asset retirement obligation. |
Acquisition_of_MPG_Office_Trus1
Acquisition of MPG Office Trust, Inc. (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
MPG Acquisition [Abstract] | ' | |||||||
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable | ' | |||||||
The components of the purchase price paid by Brookfield DTLA in connection with the MPG acquisition are as follows: | ||||||||
MPG common stock and noncontrolling common units | 57,540,216 | |||||||
MPG in-the-money equity awards | 2,524,079 | |||||||
60,064,295 | ||||||||
Merger consideration per common share | $ | 3.15 | ||||||
Cash consideration – common stock | $ | 189,202,529 | ||||||
Fair value of Series A preferred stock issued by Brookfield DTLA | 252,989,620 | |||||||
Total purchase price | $ | 442,192,149 | ||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | ' | |||||||
The following is a preliminary estimate of the fair value assigned to the identified assets acquired and liabilities assumed (in millions): | ||||||||
Purchase price | $ | 442 | ||||||
Identified Assets Acquired: | ||||||||
Investments in real estate | $ | 1,685 | ||||||
Cash and cash equivalents | 156 | |||||||
Restricted cash | 41 | |||||||
Rents, deferred rents and other receivables | 3 | |||||||
Intangible assets | 140 | |||||||
Deferred charges | 31 | |||||||
Prepaid and other assets | 3 | |||||||
Liabilities Assumed: | ||||||||
Mortgage loans | (1,531 | ) | ||||||
Accounts payable and other liabilities | (46 | ) | ||||||
Intangible liabilities | (40 | ) | ||||||
Total identified assets acquired, net | 442 | |||||||
Residual amount | $ | — | ||||||
Business Acquisition, Pro Forma Information | ' | |||||||
Condensed pro forma financial information for the years ended December 31, 2013 and 2012, assuming the MPG acquisition had occurred as of January 1, 2012, is presented below for comparative purposes (in millions): | ||||||||
For the Year Ended December 31, | ||||||||
2013 | 2012 | |||||||
(Unaudited) | ||||||||
Total revenue | $ | 272.8 | $ | 280 | ||||
Net loss | (103.4 | ) | (86.6 | ) |
Intangible_Assets_and_Liabilit1
Intangible Assets and Liabilities (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Intangible Assets and Liabilities [Abstract] | ' | |||||||||||
Schedule of Finite-Lived Intangible Assets and Liabilities | ' | |||||||||||
Our intangible assets and liabilities are summarized as follows (in thousands): | ||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||
Intangible Assets | ||||||||||||
In-place leases | $ | 110,380 | $ | 6,503 | ||||||||
Tenant relationships | 46,248 | 46,248 | ||||||||||
Above-market leases | 38,913 | 2,301 | ||||||||||
195,541 | 55,052 | |||||||||||
Accumulated amortization | (38,453 | ) | (26,849 | ) | ||||||||
Intangible assets, net | $ | 157,088 | $ | 28,203 | ||||||||
Intangible Liabilities | ||||||||||||
Below-market leases | $ | 76,438 | $ | 36,669 | ||||||||
Accumulated amortization | (31,637 | ) | (26,454 | ) | ||||||||
Intangible liabilities, net | $ | 44,801 | $ | 10,215 | ||||||||
Schedule of Finite-lived Intangible Assets and Liabilities Amortization Expense and Rental Income | ' | |||||||||||
The impact of the amortization of acquired below-market leases, net of acquired above-market leases, on rental income and of acquired in-place leases and tenant relationships on depreciation and amortization expense is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Rental income | $ | 5,321 | $ | 2,159 | $ | 2,376 | ||||||
Depreciation and amortization expense | 10,111 | 5,745 | 7,387 | |||||||||
Schedule of Finite-Lived Intangible Assets and Liabilities, Future Amortization Expense | ' | |||||||||||
As of December 31, 2013, the estimate of the amortization/accretion of intangible assets and liabilities over the next five years is as follows (in thousands): | ||||||||||||
In-Place | Other Intangible Assets | Intangible | ||||||||||
Leases | Liabilities | |||||||||||
2014 | $ | 25,359 | $ | 10,916 | $ | 6,649 | ||||||
2015 | 18,425 | 9,733 | 7,112 | |||||||||
2016 | 15,351 | 8,597 | 6,433 | |||||||||
2017 | 9,484 | 5,794 | 5,855 | |||||||||
2018 | 6,829 | 4,901 | 4,081 | |||||||||
Thereafter | 24,259 | 17,440 | 14,671 | |||||||||
$ | 99,707 | $ | 57,381 | $ | 44,801 | |||||||
Mortgage_Loans_Tables
Mortgage Loans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Schedule of Debt | ' | ||||||||||||
Brookfield DTLA’s debt is as follows (in thousands, except percentage amounts): | |||||||||||||
Contractual | Principal Amount as of | ||||||||||||
Maturity Date | Interest Rate | December 31, 2013 | December 31, 2012 | ||||||||||
Floating-Rate Debt | |||||||||||||
Variable-Rate Loans: | |||||||||||||
Wells Fargo Center–South Tower (1) | 12/1/16 | 1.97 | % | $ | 290,000 | $ | — | ||||||
777 Tower (2) | 11/1/18 | 1.87 | % | 200,000 | — | ||||||||
Total variable-rate loans | 490,000 | — | |||||||||||
Variable-Rate Swapped to Fixed-Rate Loan: | |||||||||||||
EY Plaza (3) | 11/27/20 | 3.93 | % | 185,000 | — | ||||||||
Total floating-rate debt | 675,000 | — | |||||||||||
Fixed-Rate Debt: | |||||||||||||
Wells Fargo Center–North Tower | 4/6/17 | 5.7 | % | 550,000 | — | ||||||||
Gas Company Tower | 8/11/16 | 5.1 | % | 458,000 | — | ||||||||
BOA Plaza | 9/7/14 | 5.06 | % | 170,191 | 173,734 | ||||||||
BOA Plaza | 9/7/14 | 6.26 | % | 44,321 | 45,243 | ||||||||
Total fixed-rate debt | 1,222,512 | 218,977 | |||||||||||
Debt Refinanced: | |||||||||||||
EY Plaza | — | 101,716 | |||||||||||
Total debt | 1,897,512 | 320,693 | |||||||||||
Debt discounts | (11,907 | ) | (1,015 | ) | |||||||||
Total debt, net | $ | 1,885,605 | $ | 319,678 | |||||||||
__________ | |||||||||||||
-1 | This loan bears interest at LIBOR plus 1.80%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 4.75%. | ||||||||||||
-2 | This loan bears interest at LIBOR plus 1.70%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 5.75%. | ||||||||||||
-3 | This loan bears interest at LIBOR plus 1.75%. As required by the loan agreement, we have entered into an interest rate swap agreement to hedge this loan, which effectively fixes the LIBOR portion of the interest rate at 2.178%. The effective interest rate of 3.93% includes interest on the swap. | ||||||||||||
Schedule of Maturities of Debt | ' | ||||||||||||
As of December 31, 2013, our debt to be repaid in the next five years is as follows (in thousands): | |||||||||||||
2014 | $ | 214,512 | |||||||||||
2015 | 311 | ||||||||||||
2016 | 751,831 | ||||||||||||
2017 | 554,026 | ||||||||||||
2018 | 204,232 | ||||||||||||
Thereafter | 172,600 | ||||||||||||
$ | 1,897,512 | ||||||||||||
Mezzanine_Equity_Mezzanine_Equ
Mezzanine Equity Mezzanine Equity (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Temporary Equity Disclosure [Abstract] | ' | |||||||||||||||||||
Temporary Equity | ' | |||||||||||||||||||
A summary of the change in mezzanine equity for the year ended December 31, 2013 is as follows (in thousands, except share amounts): | ||||||||||||||||||||
Number of | Series A | Noncontrolling Interests | Mezzanine | |||||||||||||||||
Shares of | Preferred | Equity | ||||||||||||||||||
Series A | Stock | |||||||||||||||||||
Preferred | ||||||||||||||||||||
Stock | Series A-1 | Senior | ||||||||||||||||||
Preferred | Participating | |||||||||||||||||||
Interest | Preferred | |||||||||||||||||||
Interest | ||||||||||||||||||||
Balance, December 31, 2012 | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
Issuance of Series A preferred stock | 9,730,370 | 252,990 | 252,990 | |||||||||||||||||
Issuance of Series A-1 preferred interest | 234,767 | 234,767 | ||||||||||||||||||
Issuance of senior participating preferred interest | 254,280 | 254,280 | ||||||||||||||||||
Cumulative dividends | 3,864 | 3,586 | 3,500 | 10,950 | ||||||||||||||||
Redemption measurement adjustment | 82,247 | 76,305 | 158,552 | |||||||||||||||||
Balance, December 31, 2013 | 9,730,370 | $ | 339,101 | $ | 314,658 | $ | 257,780 | $ | 911,539 | |||||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Abstract] | ' | |||||||||||
Accumulated Other Comprehensive Income (Loss) | ' | |||||||||||
A summary of the change in accumulated other comprehensive income related to our cash flow hedges is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Balance at beginning of year | $ | — | $ | — | $ | — | ||||||
Other comprehensive income before reclassifications | 1,007 | — | — | |||||||||
Amounts reclassified from accumulated other | — | — | — | |||||||||
comprehensive income | ||||||||||||
Net current-period other comprehensive income | 1,007 | — | — | |||||||||
Balance at end of year | $ | 1,007 | $ | — | $ | — | ||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements, Recurring and Nonrecurring | ' | ||||||||||||||||
Brookfield DTLA’s assets measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands): | |||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||
Assets | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Fair | Active Markets | Other | Unobservable | ||||||||||||||
Value | for Identical | Observable Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Interest rate swap at: | |||||||||||||||||
December 31, 2013 | $ | 1,007 | $ | — | $ | 1,007 | $ | — | |||||||||
December 31, 2012 | — | — | — | — | |||||||||||||
December 31, 2011 | — | — | — | — | |||||||||||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Investments, All Other Investments [Abstract] | ' | |||||||||
Schedule of Cash Flow Hedging Instruments, Statements of Financial Position, Location | ' | |||||||||
A summary of the fair value of Brookfield DTLA’s derivative financial instruments is as follows (in thousands): | ||||||||||
Fair Value | ||||||||||
Balance Sheet Location | December 31, 2013 | December 31, 2012 | ||||||||
Derivatives designated as cash flow hedging | ||||||||||
instruments: | ||||||||||
Interest rate swap | Prepaid and other assets | $ | 1,007 | $ | — | |||||
Schedule of Cash Flow Hedges Reported in AOCL | ' | |||||||||
A summary of the effect of derivative financial instruments reported in the consolidated and combined financial statements is as follows (in thousands): | ||||||||||
Amount of Gain | Amount of Gain/(Loss) | |||||||||
Recognized in AOCI | Reclassified from | |||||||||
AOCI to Statement | ||||||||||
of Operations | ||||||||||
Derivatives designated as cash flow hedging instruments: | ||||||||||
Interest rate swap for the year ended: | ||||||||||
December 31, 2013 | $ | 1,007 | $ | — | ||||||
December 31, 2012 | — | — | ||||||||
31-Dec-11 | — | — | ||||||||
Schedule of Interest Rate Derivatives | ' | |||||||||
We hold interest rate caps pursuant to the terms of certain of our mortgage agreements with the following notional amounts (in thousands): | ||||||||||
December 31, 2013 | December 31, 2012 | |||||||||
Wells Fargo Center–South Tower | $ | 290,000 | $ | — | ||||||
777 Tower | 200,000 | — | ||||||||
$ | 490,000 | $ | — | |||||||
Fair Value, Liabilities Measured on Recurring Basis | ' | |||||||||
The estimated fair value and face value of our mortgage loans are as follows (in thousands): | ||||||||||
December 31, 2013 | December 31, 2012 | |||||||||
Estimated fair value | $ | 1,902,343 | $ | 330,267 | ||||||
Face value | 1,897,512 | 320,693 | ||||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Related Party Transactions [Abstract] | ' | |||||||||||
Schedule of Related Party Transactions | ' | |||||||||||
A summary of costs incurred by the Predecessor Entities under this arrangement is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Insurance expense | $ | 4,949 | $ | 4,664 | $ | 4,489 | ||||||
A summary of costs incurred by Brookfield DTLA and the Predecessor Entities under these arrangements is as follows (in thousands): | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Management fees expense | $ | 3,667 | $ | 2,670 | $ | 2,748 | ||||||
General, administrative and reimbursable expenses | 1,190 | 1,278 | 1,196 | |||||||||
Leasing and construction management fees | 786 | 1,137 | 2,273 | |||||||||
Rental_Income_Tables
Rental Income (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Leases [Abstract] | ' | |||
Schedule of Future Minimum Payments Receivable for Operating Leases | ' | |||
The future minimum rental income (on a non-straight-line basis) to be received under noncancelable tenant operating leases in effect as of December 31, 2013 is as follows (in thousands): | ||||
2014 | $ | 128,607 | ||
2015 | 129,240 | |||
2016 | 124,583 | |||
2017 | 121,900 | |||
2018 | 102,192 | |||
Thereafter | 451,315 | |||
$ | 1,057,837 | |||
Quarterly_Financial_Informatio1
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Schedule of Quarterly Financial Information (Unaudited) | ' | |||||||||||||||
Quarterly Financial Information (Unaudited) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
(In thousands) | ||||||||||||||||
Year Ended December 31, 2013 (1) | ||||||||||||||||
Revenue | $ | 23,920 | $ | 25,104 | $ | 25,234 | $ | 64,464 | ||||||||
Expenses | 23,375 | 24,501 | 24,203 | 81,917 | ||||||||||||
Net income (loss) | 545 | 603 | 1,031 | (17,453 | ) | |||||||||||
Net loss attributable to noncontrolling interests: | ||||||||||||||||
Series A-1 preferred interest – | — | — | — | (3,586 | ) | |||||||||||
cumulative dividends | ||||||||||||||||
Series A-1 preferred interest – | — | — | — | (76,305 | ) | |||||||||||
redemption measurement adjustment | ||||||||||||||||
Senior participating preferred interest – | — | — | — | (3,500 | ) | |||||||||||
cumulative dividends | ||||||||||||||||
Series B common interest – allocation of net loss | — | — | — | 97,934 | ||||||||||||
Net income (loss) attributable to Brookfield DTLA | 545 | 603 | 1,031 | (2,910 | ) | |||||||||||
Series A preferred stock – cumulative dividends | — | — | — | (3,864 | ) | |||||||||||
Series A preferred stock – redemption | — | — | — | (82,247 | ) | |||||||||||
measurement adjustment | ||||||||||||||||
Net income (loss) available to common interest | $ | 545 | $ | 603 | $ | 1,031 | $ | (89,021 | ) | |||||||
holders of Brookfield DTLA | ||||||||||||||||
Year Ended December 31, 2012 | ||||||||||||||||
Revenue | $ | 22,794 | $ | 23,442 | $ | 22,703 | $ | 23,978 | ||||||||
Expenses | 21,851 | 22,884 | 22,537 | 25,397 | ||||||||||||
Net income (loss) | $ | 943 | $ | 558 | $ | 166 | $ | (1,419 | ) | |||||||
__________ | ||||||||||||||||
-1 | On October 15, 2013, Brookfield DTLA completed the acquisition of MPG pursuant to the terms of the Merger Agreement. See Note 3 “Acquisition of MPG Office Trust, Inc.” |
Investments_in_Real_Estate_Tab
Investments in Real Estate (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||||||||
Schedule of Carrying Amount of Real Estate Investments | ' | ||||||||||||||||||||||||||||||||||||||
A summary of information related to Brookfield DTLA’s investments in real estate as of December 31, 2013 is as follows (in thousands): | |||||||||||||||||||||||||||||||||||||||
Encum- | Initial Cost | Costs Capitalized | Gross Amount at Which | Accum- | Year | ||||||||||||||||||||||||||||||||||
brances | to Company | Subsequent to | Carried at Close of Period | ulated | Acquired | ||||||||||||||||||||||||||||||||||
Acquisition | Depre- | (a) or | |||||||||||||||||||||||||||||||||||||
ciation (2) | Con- | ||||||||||||||||||||||||||||||||||||||
Land | Buildings and | Improve- | Carrying | Land | Buildings | Total (1) | structed (c) | ||||||||||||||||||||||||||||||||
Improve- | ments | Costs | and | ||||||||||||||||||||||||||||||||||||
ments | Improve- | ||||||||||||||||||||||||||||||||||||||
ments | |||||||||||||||||||||||||||||||||||||||
Los Angeles, CA | |||||||||||||||||||||||||||||||||||||||
Wells Fargo Center– | $ | 550,000 | $ | 41,508 | $ | 458,096 | $ | 41 | $ | — | $ | 41,508 | $ | 458,137 | $ | 499,645 | $ | (2,940 | ) | 2013 (a) | |||||||||||||||||||
North Tower | |||||||||||||||||||||||||||||||||||||||
333 S. Grand | |||||||||||||||||||||||||||||||||||||||
Avenue | |||||||||||||||||||||||||||||||||||||||
BOA Plaza | 214,512 | 54,163 | 354,422 | 41,825 | — | 54,163 | 396,247 | 450,410 | (62,914 | ) | 2006 (a) | ||||||||||||||||||||||||||||
333 S. Hope | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
Wells Fargo Center–South Tower | 290,000 | 21,231 | 401,508 | 4 | — | 21,231 | 401,512 | 422,743 | (2,087 | ) | 2013 (a) | ||||||||||||||||||||||||||||
355 S. Grand | |||||||||||||||||||||||||||||||||||||||
Avenue | |||||||||||||||||||||||||||||||||||||||
Gas Company | 458,000 | 20,742 | 396,127 | 150 | — | 20,742 | 396,277 | 417,019 | (2,053 | ) | 2013 (a) | ||||||||||||||||||||||||||||
Tower | |||||||||||||||||||||||||||||||||||||||
525-555 W. | |||||||||||||||||||||||||||||||||||||||
Fifth Street | |||||||||||||||||||||||||||||||||||||||
EY Plaza | 185,000 | 47,385 | 286,982 | 87,458 | — | 47,385 | 374,440 | 421,825 | (49,676 | ) | 2006 (a) | ||||||||||||||||||||||||||||
725 S. Figueroa | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
777 Tower | 200,000 | 38,010 | 302,153 | 60 | — | 38,010 | 302,213 | 340,223 | (1,942 | ) | 2013 (a) | ||||||||||||||||||||||||||||
777 S. Figueroa | |||||||||||||||||||||||||||||||||||||||
Street | |||||||||||||||||||||||||||||||||||||||
Miscellaneous | — | 6,000 | — | — | — | 6,000 | — | 6,000 | — | ||||||||||||||||||||||||||||||
investments | |||||||||||||||||||||||||||||||||||||||
$ | 1,897,512 | $ | 229,039 | $ | 2,199,288 | $ | 129,538 | $ | — | $ | 229,039 | $ | 2,328,826 | $ | 2,557,865 | $ | (121,612 | ) | |||||||||||||||||||||
__________ | |||||||||||||||||||||||||||||||||||||||
-1 | The aggregate gross cost of Brookfield DTLA’s investments in real estate for federal income tax purposes approximated $3.0 billion as of December 31, 2013. | ||||||||||||||||||||||||||||||||||||||
-2 | Depreciation in the consolidated and combined statements of operations is computed on a straight-line basis over the following estimated useful lives: buildings and improvements (60 years, with an estimated salvage value of 5%) and tenant improvements (the shorter of the useful life or the applicable lease term). | ||||||||||||||||||||||||||||||||||||||
Schedule of Real Estate Investments and Accumulated Depreciation | ' | ||||||||||||||||||||||||||||||||||||||
The following is a reconciliation of Brookfield DTLA’s and the Predecessor Entities’ investments in real estate and accumulated depreciation (in thousands): | |||||||||||||||||||||||||||||||||||||||
For the Year Ended December 31, | |||||||||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||||||||
Investments in Real Estate | |||||||||||||||||||||||||||||||||||||||
Balance at beginning of period | $ | 848,572 | $ | 821,648 | $ | 799,059 | |||||||||||||||||||||||||||||||||
Additions during period: | |||||||||||||||||||||||||||||||||||||||
Acquisitions | 1,685,375 | — | — | ||||||||||||||||||||||||||||||||||||
Improvements | 23,918 | 40,566 | 25,278 | ||||||||||||||||||||||||||||||||||||
Deductions during period: | |||||||||||||||||||||||||||||||||||||||
Other | — | (13,642 | ) | (2,689 | ) | ||||||||||||||||||||||||||||||||||
Balance at close of period | $ | 2,557,865 | $ | 848,572 | $ | 821,648 | |||||||||||||||||||||||||||||||||
Accumulated Depreciation | |||||||||||||||||||||||||||||||||||||||
Balance at beginning of period | $ | (92,500 | ) | $ | (86,804 | ) | $ | (70,078 | ) | ||||||||||||||||||||||||||||||
Additions during period: | |||||||||||||||||||||||||||||||||||||||
Depreciation expense | (29,112 | ) | (19,338 | ) | (19,415 | ) | |||||||||||||||||||||||||||||||||
Deductions during period: | |||||||||||||||||||||||||||||||||||||||
Other | — | 13,642 | 2,689 | ||||||||||||||||||||||||||||||||||||
Balance at close of period | $ | (121,612 | ) | $ | (92,500 | ) | $ | (86,804 | ) |
Organization_and_Description_o1
Organization and Description of Business (Details) | 0 Months Ended | 12 Months Ended | |
Oct. 13, 2013 | Oct. 13, 2013 | Dec. 31, 2013 | |
TRZ Holdings IV LLC | BPO | Series A Preferred Stock | |
333 South Hope and EYP Realty | TRZ Holdings IV LLC | ||
Organization and Description of Business [Line Items] | ' | ' | ' |
Preferred stock, dividend rate, percentage | ' | ' | 7.63% |
Percentage Ownership | 100.00% | 84.00% | ' |
Basis_of_Presentation_and_Summ2
Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Oct. 11, 2013 | Dec. 31, 2013 | |
Deferred Charges, Net | Deferred Charges, Net | Promissory Note to BOP Management, Inc. | Promissory Note to BOP Management, Inc. | Building and improvements | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Useful life | ' | ' | ' | ' | ' | ' | ' | '60 years 0 months |
Salvage value | ' | ' | ' | ' | ' | ' | ' | 5.00% |
Depreciation, investment in real estate | $29,100,000 | $19,300,000 | $19,400,000 | ' | ' | ' | ' | ' |
Incentive to Leasee, Accumulated Amortization | 2,700,000 | 1,700,000 | ' | ' | ' | ' | ' | ' |
Receivables | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for Doubtful Accounts Receivable | 357,000 | 0 | ' | ' | ' | ' | ' | ' |
Provision for doubtful accounts | 357,000 | 0 | 140,000 | ' | ' | ' | ' | ' |
Debt Instruments [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Face amount | ' | ' | ' | ' | ' | ' | 25,000,000 | ' |
Interest Rate | ' | ' | ' | ' | ' | ' | 3.25% | ' |
Interest payable | ' | ' | ' | ' | ' | 200,000 | ' | ' |
Mortgage Loans on Real Estate [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Costs, Leasing, Accumulated Amortization | ' | ' | ' | 17,900,000 | 14,600,000 | ' | ' | ' |
Unamortized debt discounts | 11,907,000 | 1,015,000 | ' | ' | ' | ' | ' | ' |
Amortizations of debt discount | $951,000 | $610,000 | $589,000 | ' | ' | ' | ' | ' |
Acquisition_of_MPG_Office_Trus2
Acquisition of MPG Office Trust, Inc. Components of the purchase price paid by Brookfield DTLA (Details) (USD $) | Dec. 31, 2013 | Oct. 15, 2013 | Oct. 15, 2013 | Oct. 15, 2013 |
MPG Office Trust, Inc. | MPG Office Trust, Inc. | MPG Office Trust, Inc. | ||
MPG Common Stock | Series A Preferred Stock | |||
Business Acquisition [Line Items] | ' | ' | ' | ' |
MPG common stock and noncontrolling common units | 1,000 | ' | 57,540,216 | ' |
MPG in-the-money equity awards | ' | ' | 2,524,079 | ' |
Total Shares | ' | ' | 60,064,295 | ' |
Business acquisition, share price | ' | ' | $3.15 | ' |
Purchase price | ' | $442,192,149 | $189,202,529 | ' |
Fair value of consideration transferred for business combination | ' | ' | ' | $252,989,620 |
Acquisition_of_MPG_Office_Trus3
Acquisition of MPG Office Trust, Inc. Identifiable assets acquired and liabilities assumed (Details) (MPG Office Trust, Inc., USD $) | 0 Months Ended |
Oct. 15, 2013 | |
MPG Office Trust, Inc. | ' |
Identified Assets Acquired: | ' |
Purchase price | $442,192,149 |
Investments in real estate | 1,685,000,000 |
Cash and cash equivalents | 156,000,000 |
Restricted cash | 41,000,000 |
Rents, deferred rents and other receivables | 3,000,000 |
Intangible assets | 140,000,000 |
Deferred charges | 31,000,000 |
Prepaid and other assets | 3,000,000 |
Liabilities Assumed: | ' |
Mortgage loans | -1,531,000,000 |
Accounts payable and other liabilities | -46,000,000 |
Intangible liabilities | -40,000,000 |
Total identified assets acquired, net | 442,000,000 |
Residual amount | $0 |
Acquisition_of_MPG_Office_Trus4
Acquisition of MPG Office Trust, Inc. Narrative (Details) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Oct. 15, 2013 | Oct. 15, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | |
MPG Office Trust, Inc. | MPG Office Trust, Inc. | MPG Office Trust, Inc. | MPG Office Trust, Inc. | Common Stock | MPG Preferred Stock | MPG Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | |||
Brookfield DTLA Holdings LLC | MPG Office Trust, Inc. | MPG Office Trust, Inc. | MPG Office Trust, Inc. | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, share price | ' | ' | ' | ' | ' | ' | $3.15 | ' | ' | ' | ' |
Preferred stock, dividend rate, percentage | ' | ' | ' | ' | ' | ' | ' | 7.63% | ' | 7.63% | ' |
Preferred stock, shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,730,370 | 9,730,370 |
Business acquisition, fair value of preferred stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $26 |
Tender offer price | ' | ' | ' | ' | ' | ' | ' | ' | $25 | ' | ' |
Shares repurchased in tender offer | ' | ' | ' | ' | ' | ' | ' | ' | 372,901 | ' | ' |
Acquisition and transaction related costs | $0 | $0 | ' | $6,800,000 | ' | $6,300,000 | ' | ' | ' | ' | ' |
Revenues from MPG subsequent to acquisition | ' | ' | 38,800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss generated from MPG subsequent to acquisition | ' | ' | -16,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Pro Forma Information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | ' | ' | ' | 272,800,000 | 280,000,000 | ' | ' | ' | ' | ' | ' |
Net loss | ' | ' | ' | ($103,400,000) | ($86,600,000) | ' | ' | ' | ' | ' | ' |
Intangible_Assets_and_Liabilit2
Intangible Assets and Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Intangible assets, gross | $195,541 | $55,052 |
Accumulated amortization | -38,453 | -26,849 |
Intangible assets, net | 157,088 | 28,203 |
Below Market Lease, Gross | 76,438 | 36,669 |
Below Market Lease, Accumulated Amortization | -31,637 | -26,454 |
Below Market Lease, Net | 44,801 | 10,215 |
In-place leases | ' | ' |
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Intangible assets, gross | 110,380 | 6,503 |
Intangible assets, net | 99,707 | ' |
Tenant relationships | ' | ' |
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Intangible assets, gross | 46,248 | 46,248 |
Above-market leases | ' | ' |
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Intangible assets, gross | $38,913 | $2,301 |
Intangible_Assets_and_Liabilit3
Intangible Assets and Liabilities - Amortization Expense and Rental Income (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Rental income | ' | ' | ' |
Acquired Indefinite-lived Intangible Assets and Liabilities [Line Items] | ' | ' | ' |
Amortization of Intangible Assets | $5,321 | $2,159 | $2,376 |
Depreciation and amortization expense | ' | ' | ' |
Acquired Indefinite-lived Intangible Assets and Liabilities [Line Items] | ' | ' | ' |
Amortization of Intangible Assets | $10,111 | $5,745 | $7,387 |
Intangible_Assets_and_Liabilit4
Intangible Assets and Liabilities - Future Amortization Expense (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ' | ' |
Intangible assets, net | $157,088 | $28,203 |
Below Market Lease, Net, Amortization Income, Fiscal Year Maturity [Abstract] | ' | ' |
2014 | 6,649 | ' |
2015 | 7,112 | ' |
2016 | 6,433 | ' |
2017 | 5,855 | ' |
2018 | 4,081 | ' |
Thereafter | 14,671 | ' |
Below Market Lease, Net | 44,801 | 10,215 |
In-Place Leases | ' | ' |
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 25,359 | ' |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ' | ' |
2015 | 18,425 | ' |
2016 | 15,351 | ' |
2017 | 9,484 | ' |
2018 | 6,829 | ' |
Thereafter | 24,259 | ' |
Intangible assets, net | 99,707 | ' |
Other Intangible Assets | ' | ' |
Acquired Finite-Lived Intangible Assets and Liabilities [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 10,916 | ' |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ' | ' |
2015 | 9,733 | ' |
2016 | 8,597 | ' |
2017 | 5,794 | ' |
2018 | 4,901 | ' |
Thereafter | 17,440 | ' |
Intangible assets, net | $57,381 | ' |
Mortgage_Loans_Mortgage_Loans_
Mortgage Loans - Mortgage Loans (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |||
In Thousands, unless otherwise specified | Variable Rate Debt | Variable Rate Debt | Floating Rate Debt | Floating Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Wells Fargo Center - South Tower | Wells Fargo Center - South Tower | Wells Fargo Center - South Tower | 777 Tower | 777 Tower | 777 Tower | EY Plaza | EY Plaza | EY Plaza | EY Plaza | EY Plaza | Wells Fargo Center - North Tower | Wells Fargo Center - North Tower | Wells Fargo Center - North Tower | Gas Company Tower | Gas Company Tower | Gas Company Tower | BOA Plaza | BOA Plaza | BOA Plaza | BOA Plaza | BOA Plaza | BOA Plaza | |||||
Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Mortgages | Mortgages | Floating Rate Debt | Floating Rate Debt | Floating Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | ||||||||||||
LIBOR | LIBOR | LIBOR | Mortgages | Mortgages | ||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | 1.97% | [1] | ' | ' | 1.87% | [2] | ' | ' | ' | ' | 3.93% | [3] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.70% | 5.70% | ' | 5.10% | 5.10% | ' | ' | ' | 5.06% | ' | ' | 6.26% | |||
Long-term debt, gross | $1,897,512 | $320,693 | $490,000 | $0 | $675,000 | $0 | $1,222,512 | $218,977 | $290,000 | [1] | $0 | ' | $200,000 | [2] | $0 | ' | $0 | $101,716 | $185,000 | [3] | $0 | ' | $550,000 | ' | $0 | $458,000 | ' | $0 | $170,191 | $173,734 | ' | $44,321 | $45,243 | ' |
Debt discounts | -11,907 | -1,015 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total debt, net | $1,885,605 | $319,678 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.80% | ' | ' | 1.70% | ' | ' | ' | ' | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Derivative, Fixed Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.18% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Cap interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.75% | ' | ' | 5.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
[1] | This loan bears interest at LIBOR plus 1.80%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 4.75%. | |||||||||||||||||||||||||||||||||
[2] | This loan bears interest at LIBOR plus 1.70%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 5.75%. | |||||||||||||||||||||||||||||||||
[3] | This loan bears interest at LIBOR plus 1.75%. As required by the loan agreement, we have entered into an interest rate swap agreement to hedge this loan, which effectively fixes the LIBOR portion of the interest rate at 2.178%. |
Mortgage_Loans_Maturities_of_D
Mortgage Loans - Maturities of Debt (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
2014 | $214,512 | ' |
2015 | 311 | ' |
2016 | 751,831 | ' |
2017 | 554,026 | ' |
2018 | 204,232 | ' |
Thereafter | 172,600 | ' |
Total | $1,897,512 | $320,693 |
Mortgage_Loans_Details
Mortgage Loans (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 21, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Nov. 27, 2013 | Nov. 08, 2013 | Oct. 15, 2013 | Oct. 15, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Subsequent Event | Face value | Fixed Rate Debt | Fixed Rate Debt | Variable Rate Debt | Variable Rate Debt | Wells Fargo Center - South Tower | Wells Fargo Center - South Tower | Wells Fargo Center - South Tower | Gas Company Tower | Gas Company Tower | Gas Company Tower | Wells Fargo Tower and Gas Company Tower | 777 Tower | 777 Tower | 777 Tower | 777 Tower | Wells Fargo Center - North Tower | Wells Fargo Center - North Tower | Wells Fargo Center - North Tower | Wells Fargo Center - North Tower | EY Plaza | Mortgages | Mortgages | Mortgages | Mortgages | Mortgages | Mortgages | |||||
Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Variable Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Fixed Rate Debt | Variable Rate Swapped to Fixed Rate Loan | Wells Fargo Center - South Tower | Wells Fargo Center - South Tower | A-Note | B-Note | EY Plaza | EY Plaza | |||||||||||
extension | LIBOR | extension | LIBOR | Restricted Cash | LIBOR | LIBOR | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | 1.97% | [1] | ' | ' | ' | ' | ' | ' | 1.87% | [2] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate | 4.36% | 5.23% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Prepayment amount without penalty | $185,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Amount available to be defeased after lock-out periods | 672,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Prepayment amount with penalty or available to be defeased After Lock-out Periods | 550,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Prepaid with penalties | 290,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Amount unavailable for prepayment | 200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Face amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 458,000,000 | ' | ' | ' | 200,000,000 | ' | ' | ' | 550,000,000 | ' | ' | ' | ' | 334,600,000 | ' | ' | ' | ' | ||
Long-term debt, gross | 1,897,512,000 | 320,693,000 | ' | 1,897,512,000 | 1,222,512,000 | 218,977,000 | 490,000,000 | 0 | 290,000,000 | [1] | 0 | ' | 458,000,000 | ' | 0 | ' | 200,000,000 | [2] | ' | 0 | ' | 550,000,000 | ' | 0 | ' | ' | ' | ' | ' | ' | 0 | 101,716,000 |
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.10% | 5.10% | ' | ' | ' | ' | ' | ' | 5.70% | 5.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Amount subject to guarantees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 591,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Collateral reserve account required by lender | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ||
Collateral reserve held by lender to be paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Payments of collateral reserve in April 2014, October 2014, April 2015 and October 2015 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.80% | ' | ' | ' | ' | ' | ' | ' | 1.70% | ' | ' | ' | ' | ' | ' | ' | 3.00% | 5.10% | ' | ' | ||
Number of one year options to extend | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Repayments of long term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99,500,000 | 44,600,000 | ' | ' | ' | ' | ' | ||
Proceeds from mortgage loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 183,300,000 | ' | ' | ' | ' | ' | ' | ||
Proceeds from mortgages used for general corporate purposes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 83,800,000 | ' | ' | ' | ' | ' | ' | ||
Distributions to noncontrolling interests | ' | ' | 70,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Payments of dividends to noncontrolling interest | ' | ' | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other payment to noncontrolling interest | ' | ' | $66,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Debt service coverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Debt service coverage ratio with 30 year amortization schedule | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.81 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Debt service coverage ratio, minimum allowable under loan agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
[1] | This loan bears interest at LIBOR plus 1.80%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 4.75%. | |||||||||||||||||||||||||||||||
[2] | This loan bears interest at LIBOR plus 1.70%. As required by the loan agreement, we have entered into an interest rate cap agreement that limits the LIBOR portion of the interest rate to 5.75%. |
Mezzanine_Equity_Details
Mezzanine Equity (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||
Dec. 31, 2013 | Mar. 21, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 15, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 15, 2013 | |||||||||||||
Subsequent Event | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | MPG Preferred Stock | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Series A-1 preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | Senior participating preferred interest | ||||||||||||||
Third party issuance | Brookfield DTLA Holdings LLC | MPG Office Trust, Inc. | Brookfield DTLA Holdings LLC | ||||||||||||||||||||||||||||||||||||||
333 South Hope and EYP Realty | |||||||||||||||||||||||||||||||||||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock, shares authorized | ' | ' | 10,000,000 | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock, liquidation preference, per share | ' | ' | $25 | ' | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Temporary equity, stated value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $225,700,000 | $240,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Temporary Equity, Redemption Value | ' | ' | 339,101,000 | ' | ' | ' | 339,101,000 | 0 | ' | ' | ' | ' | 314,658,000 | ' | ' | ' | 314,658,000 | 0 | ' | ' | ' | 257,780,000 | ' | ' | ' | 257,780,000 | 0 | ' | ' | ||||||||||||
Tender offer price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Shares repurchased in tender offer | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 372,901 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock, dividends accrual rate | ' | ' | ' | ' | ' | ' | $1.91 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock, shares outstanding | ' | ' | 9,730,370 | ' | ' | ' | 9,730,370 | ' | ' | 9,357,469 | 372,901 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock dividends declared | ' | ' | ' | ' | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Preferred stock, amount of preferred dividends in arrears | ' | ' | ' | ' | ' | ' | 95,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Temporary equity, fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 234,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | 254,300,000 | ' | ' | ' | ||||||||||||
Temporary Equity, Accretion to Redemption Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 79,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Temporary Equity, Accretion of Dividends | 10,950,000 | ' | 3,864,000 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,864,000 | 0 | 0 | ' | ' | ' | 3,586,000 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,586,000 | 0 | 0 | ' | ' | 3,500,000 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,500,000 | 0 | 0 | ' |
Temporary equity, dividend rate, percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Temporary equity, participating interest in residual value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ||||||||||||
Distributions to noncontrolling interests | ' | 70,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Payments of dividends to noncontrolling interest | ' | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Other payment to noncontrolling interest | ' | $66,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
[1] | On October 15, 2013, Brookfield DTLA completed the acquisition of MPG pursuant to the terms of the Merger Agreement. See Note 3 “Acquisition of MPG Office Trust, Inc.†|
Mezzanine_Equity_Mezzanine_Equ1
Mezzanine Equity - Mezzanine Equity Rollforward (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ||||
Balance, December 31, 2012 | ' | ' | ' | $0 | $0 | ' | ' | ||||
Cumulative dividends | ' | ' | ' | ' | 10,950 | ' | ' | ||||
Redemption measurement adjustment | ' | ' | ' | ' | 158,552 | ' | ' | ||||
Balance, December 31, 2013 | 911,539 | ' | ' | ' | 911,539 | ' | ' | ||||
Series A Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ||||
Balance, December 31, 2012 (in shares) | ' | ' | ' | 0 | 0 | ' | ' | ||||
Balance, December 31, 2012 | ' | ' | ' | 0 | 0 | ' | ' | ||||
Issuance of Series A preferred stock (in shares) | ' | ' | ' | ' | 9,730,370 | ' | ' | ||||
Issuance of Series A preferred stock | ' | ' | ' | ' | 252,990 | ' | ' | ||||
Cumulative dividends | 3,864 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,864 | 0 | 0 |
Redemption measurement adjustment | 82,247 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 82,247 | 0 | 0 |
Balance, December 31, 2013 (in shares) | 9,730,370 | ' | ' | ' | 9,730,370 | 0 | ' | ||||
Balance, December 31, 2013 | 339,101 | ' | ' | ' | 339,101 | 0 | ' | ||||
Series A-1 preferred interest | ' | ' | ' | ' | ' | ' | ' | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ||||
Balance, December 31, 2012 | ' | ' | ' | 0 | 0 | ' | ' | ||||
Issuance of preferred interests | ' | ' | ' | ' | 234,767 | ' | ' | ||||
Cumulative dividends | 3,586 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,586 | 0 | 0 |
Redemption measurement adjustment | 76,305 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 76,305 | 0 | 0 |
Balance, December 31, 2013 | 314,658 | ' | ' | ' | 314,658 | 0 | ' | ||||
Senior participating preferred interest | ' | ' | ' | ' | ' | ' | ' | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ||||
Balance, December 31, 2012 | ' | ' | ' | 0 | 0 | ' | ' | ||||
Issuance of preferred interests | ' | ' | ' | ' | 254,280 | ' | ' | ||||
Cumulative dividends | 3,500 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | 3,500 | 0 | 0 |
Balance, December 31, 2013 | $257,780 | ' | ' | ' | $257,780 | $0 | ' | ||||
[1] | On October 15, 2013, Brookfield DTLA completed the acquisition of MPG pursuant to the terms of the Merger Agreement. See Note 3 “Acquisition of MPG Office Trust, Inc.†|
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 0 Months Ended | ||
Sep. 30, 2013 | Apr. 24, 2013 | Dec. 31, 2013 | |
Class of Stock [Line Items] | ' | ' | ' |
Common stock, shares authorized | ' | ' | 1,000,000 |
Common stock, par value | ' | ' | 0.01 |
Common stock, shares issued | ' | ' | 1,000 |
Common stock, shares outstanding | ' | ' | 1,000 |
Brookfield DTLA Holdings LLC | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' |
Proceeds from issuance of common stock | $27,000 | $1,000 | ' |
Common stock, shares issued | ' | 1,000 | ' |
Common stock, shares outstanding | ' | ' | 1,000 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ' | ' | ' |
Balance at end of year | $480 | $0 | ' |
Accumulated Other Comprehensive Income (Loss) | ' | ' | ' |
Increase (Decrease) in Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ' | ' | ' |
Balance at beginning of year | 0 | 0 | 0 |
Other comprehensive income before reclassifications | 1,007 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | 0 |
Other comprehensive income | 1,007 | 0 | 0 |
Balance at end of year | $1,007 | $0 | $0 |
Fair_Value_Measurements_Recurr
Fair Value Measurements - Recurring (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Total Fair Value | ' | ' | ' |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Derivative Asset, Not Subject to Master Netting Arrangement | $1,007 | $0 | $0 |
Quoted Prices in Active Markets for Identical Liabilities (Level 1) | ' | ' | ' |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Derivative Asset, Not Subject to Master Netting Arrangement | 0 | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ' | ' | ' |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Derivative Asset, Not Subject to Master Netting Arrangement | 1,007 | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ' | ' | ' |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Derivative Asset, Not Subject to Master Netting Arrangement | $0 | $0 | $0 |
Financial_Instruments_Cash_Flo
Financial Instruments - Cash Flow Hedge, Balance Sheet Location (Details) (Recurring, Interest rate swap, Designated as Hedging Instrument, Prepaid Expenses and Other Current Assets [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Recurring | Interest rate swap | Designated as Hedging Instrument | Prepaid Expenses and Other Current Assets [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Interest Rate Derivative Assets, at Fair Value | $1,007 | $0 |
Financial_Instruments_Cash_Flo1
Financial Instruments - Cash Flow Hedges Reported in AOCL (Details) (Interest rate swap, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
EY Plaza | ' | ' | ' |
Derivative [Line Items] | ' | ' | ' |
Notional amount | $185,000 | ' | ' |
Cash Flow Hedging | ' | ' | ' |
Derivative [Line Items] | ' | ' | ' |
Amount of Gain Recognized in AOCI | 1,007 | 0 | 0 |
Cash Flow Hedging | Interest expense | ' | ' | ' |
Derivative [Line Items] | ' | ' | ' |
Amount of Gain/(Loss) Reclassified from AOCI to Statement of Operations | $0 | $0 | $0 |
Financial_Instruments_Interest
Financial Instruments - Interest Rate Derivatives (Details) (Interest Rate Cap, USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
DERIVATIVE INSTRUMENTS [Line Items] | ' | ' |
Notional amount | $490,000,000 | $0 |
Derivative, fair value | 1,600,000 | ' |
Wells Fargo Center - South Tower | ' | ' |
DERIVATIVE INSTRUMENTS [Line Items] | ' | ' |
Notional amount | 290,000,000 | 0 |
777 Tower | ' | ' |
DERIVATIVE INSTRUMENTS [Line Items] | ' | ' |
Notional amount | $200,000,000 | $0 |
Financial_Instruments_Fair_Val
Financial Instruments - Fair Value, Liabilities Measured on Recurring Basis (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Long-term debt, gross | $1,897,512 | $320,693 |
Face value | ' | ' |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Mortgage loans | ' | 320,693 |
Long-term debt, gross | 1,897,512 | ' |
Significant Unobservable Inputs (Level 3) | Estimated fair value | ' | ' |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Mortgage loans | $1,902,343 | $330,267 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Related Party Transaction [Line Items] | ' | ' | ' |
Property management fee, percent | 3.00% | ' | ' |
BOA and EY Plaza | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Real estate insurance, business interruption coverage per occurrence | $2,500,000,000 | ' | ' |
Real estate insurance, earthquake insurance aggregate limit | 300,000,000 | ' | ' |
Real estate insurance, terrorism insurance coverage aggregate limit | 4,000,000,000 | ' | ' |
MPG Properties | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Real estate insurance, business interruption insurance | 1,250,000,000 | ' | ' |
Real estate insurance, earthquake insurance aggregate limit | 130,000,000 | ' | ' |
Real estate insurance, terrorism insurance coverage aggregate limit | 1,250,000,000 | ' | ' |
Management fees expense | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | 3,667,000 | ' | ' |
General, administrative and reimbursable expenses | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | 1,190,000 | ' | ' |
Leasing and construction management fees | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | 786,000 | ' | ' |
Predecessor | Management fees expense | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | ' | 2,670,000 | 2,748,000 |
Predecessor | General, administrative and reimbursable expenses | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | ' | 1,278,000 | 1,196,000 |
Predecessor | Leasing and construction management fees | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | ' | 1,137,000 | 2,273,000 |
Predecessor | Insurance expense | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related party transactions expenses from transactions with related party | $4,949,000 | $4,664,000 | $4,489,000 |
Rental_Income_Details
Rental Income (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | ' |
2014 | $128,607 |
2015 | 129,240 |
2016 | 124,583 |
2017 | 121,900 |
2018 | 102,192 |
Thereafter | 451,315 |
Total | $1,057,837 |
Commitments_and_Contingencies_
Commitments and Contingencies - Tenant Concentration (Details) (Property concentration risk [Member], Consolidated revenue [Member], BOA and EY Plaza) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Property concentration risk [Member] | Consolidated revenue [Member] | BOA and EY Plaza | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Concentration risk, percentage | 72.00% | 100.00% | 100.00% |
Commitments_and_Contingencies_1
Commitments and Contingencies - Litigation (Details) (Amount of stipulated settlement, USD $) | 0 Months Ended | 3 Months Ended |
Apr. 24, 2013 | Dec. 31, 2013 | |
lawsuit | Maximum | |
Loss Contingencies [Line Items] | ' | ' |
Number of claims filed | 7 | ' |
Stipulated litigation settlement amount | ' | $475,000 |
Quarterly_Financial_Informatio2
Quarterly Financial Information (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||
Quarterly Financial Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Revenue | $64,464 | [1] | $25,234 | [1] | $25,104 | [1] | $23,920 | [1] | $23,978 | $22,703 | $23,442 | $22,794 | $138,722 | $92,917 | $92,731 |
Expenses | 81,917 | [1] | 24,203 | [1] | 24,501 | [1] | 23,375 | [1] | 25,397 | 22,537 | 22,884 | 21,851 | 153,996 | 92,669 | 93,518 |
Net income (loss) | -17,453 | [1] | 1,031 | [1] | 603 | [1] | 545 | [1] | -1,419 | 166 | 558 | 943 | -15,274 | 248 | -787 |
Cumulative dividends | ' | ' | ' | ' | ' | ' | ' | ' | -10,950 | ' | ' | ||||
Redemption measurement adjustment | ' | ' | ' | ' | ' | ' | ' | ' | -158,552 | ' | ' | ||||
Series B common interest – allocation of net loss | 97,934 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | ' | ' | ' | 97,934 | 0 | 0 |
Net loss attributable to Brookfield DTLA | -2,910 | [1] | 1,031 | [1] | 603 | [1] | 545 | [1] | ' | ' | ' | ' | -731 | 248 | -787 |
Net (loss) income available to common interest holders of Brookfield DTLA | -89,021 | [1] | 1,031 | [1] | 603 | [1] | 545 | [1] | ' | ' | ' | ' | -86,842 | 248 | -787 |
Series A Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Quarterly Financial Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Cumulative dividends | -3,864 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | ' | ' | ' | -3,864 | 0 | 0 |
Redemption measurement adjustment | -82,247 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | ' | ' | ' | -82,247 | 0 | 0 |
Series A-1 preferred interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Quarterly Financial Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Cumulative dividends | -3,586 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | ' | ' | ' | -3,586 | 0 | 0 |
Redemption measurement adjustment | -76,305 | [1] | 0 | [1] | 0 | [1] | 0 | [1] | ' | ' | ' | ' | -76,305 | 0 | 0 |
Senior participating preferred interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Quarterly Financial Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Cumulative dividends | ($3,500) | [1] | $0 | [1] | $0 | [1] | $0 | [1] | ' | ' | ' | ' | ($3,500) | $0 | $0 |
[1] | On October 15, 2013, Brookfield DTLA completed the acquisition of MPG pursuant to the terms of the Merger Agreement. See Note 3 “Acquisition of MPG Office Trust, Inc.†|
Investments_in_Real_Estate_Sum
Investments in Real Estate - Summary of Investments (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | ||||||||
Building and improvements | Miscellaneous investments | Office Properties | Office Properties | Office Properties | Office Properties | Office Properties | Office Properties | |||||||||||||
Wells Fargo Center - North Tower | BOA Plaza | Wells Fargo Center - South Tower | Gas Company Tower | EY Plaza | 777 Tower | |||||||||||||||
Real Estate and Accumulated Depreciation [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Encumbrances | $1,897,512,000 | ' | ' | ' | ' | $0 | $550,000,000 | $214,512,000 | $290,000,000 | $458,000,000 | $185,000,000 | $200,000,000 | ||||||||
Initial Cost to Company, Land | 229,039,000 | ' | ' | ' | ' | 6,000,000 | 41,508,000 | 54,163,000 | 21,231,000 | 20,742,000 | 47,385,000 | 38,010,000 | ||||||||
Initial Cost to Company, Buildings and Improvements | 2,199,288,000 | ' | ' | ' | ' | 0 | 458,096,000 | 354,422,000 | 401,508,000 | 396,127,000 | 286,982,000 | 302,153,000 | ||||||||
Costs Capitalized Subsequent to Acquisition, Improvements | 129,538,000 | ' | ' | ' | ' | 0 | 41,000 | 41,825,000 | 4,000 | 150,000 | 87,458,000 | 60,000 | ||||||||
Costs Capitalized Subsequent to Acquisition, Carrying Costs | 0 | ' | ' | ' | ' | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||
Gross Amount at Which Carried at Close of Period, Land | 229,039,000 | ' | ' | ' | ' | 6,000,000 | 41,508,000 | 54,163,000 | 21,231,000 | 20,742,000 | 47,385,000 | 38,010,000 | ||||||||
Gross Amount at Which Carried at Close of Period, Buildings and Improvements | 2,328,826,000 | ' | ' | ' | ' | 0 | 458,137,000 | 396,247,000 | 401,512,000 | 396,277,000 | 374,440,000 | 302,213,000 | ||||||||
Gross Amount at Which Carried at Close of Period, Total | 2,557,865,000 | [1] | 848,572,000 | 821,648,000 | 799,059,000 | ' | 6,000,000 | [1] | 499,645,000 | [1] | 450,410,000 | [1] | 422,743,000 | [1] | 417,019,000 | [1] | 421,825,000 | [1] | 340,223,000 | [1] |
Accumulated Depreciation | -121,612,000 | [2] | -92,500,000 | -86,804,000 | -70,078,000 | ' | 0 | [2] | -2,940,000 | [2] | -62,914,000 | [2] | -2,087,000 | [2] | -2,053,000 | [2] | -49,676,000 | [2] | -1,942,000 | [2] |
Real estate for federal income tax purposes | $3,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Useful life | ' | ' | ' | ' | '60 years 0 months | ' | ' | ' | ' | ' | ' | ' | ||||||||
Salvage value | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ||||||||
[1] | The aggregate gross cost of Brookfield DTLA’s investments in real estate for federal income tax purposes approximated $3.0 billion as of December 31, 2013. | |||||||||||||||||||
[2] | Depreciation in the consolidated and combined statements of operations is computed on a straight-line basis over the following estimated useful lives: buildings and improvements (60Â years, with an estimated salvage value of 5%) and tenant improvements (the shorter of the useful life or the applicable lease term). |
Investments_in_Real_Estate_Rec
Investments in Real Estate - Reconciliation of Investments (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Investments in Real Estate | ' | ' | ' | |
Balance at beginning of period | $848,572 | $821,648 | $799,059 | |
Acquisitions | 1,685,375 | 0 | 0 | |
Improvements | 23,918 | 40,566 | 25,278 | |
Other | 0 | -13,642 | -2,689 | |
Balance at close of period | 2,557,865 | [1] | 848,572 | 821,648 |
Accumulated Depreciation | ' | ' | ' | |
Balance at beginning of period | -92,500 | -86,804 | -70,078 | |
Depreciation expense | -29,112 | -19,338 | -19,415 | |
Other | 0 | 13,642 | 2,689 | |
Balance at close of period | ($121,612) | [2] | ($92,500) | ($86,804) |
[1] | The aggregate gross cost of Brookfield DTLA’s investments in real estate for federal income tax purposes approximated $3.0 billion as of December 31, 2013. | |||
[2] | Depreciation in the consolidated and combined statements of operations is computed on a straight-line basis over the following estimated useful lives: buildings and improvements (60Â years, with an estimated salvage value of 5%) and tenant improvements (the shorter of the useful life or the applicable lease term). |
Subsequent_Event_Details
Subsequent Event (Details) (Subsequent Event, USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Mar. 21, 2014 |
Subsequent Event | ' |
Subsequent Event [Line Items] | ' |
Distributions to noncontrolling interests | $70 |
Payments of dividends to noncontrolling interest | 3.5 |
Other payment to noncontrolling interest | $66.50 |