Mezzanine Equity | Mezzanine Equity Mezzanine equity in the condensed consolidated balance sheets is comprised of the Series A preferred stock, a Series A-1 preferred interest, a senior participating preferred interest, and a Series B preferred interest (collectively, the “Preferred Interests”). The Series A-1 preferred interest, senior participating preferred interest and Series B 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, senior participating preferred interest, Series B preferred interest, and 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 DTLA Holdings to redeem the Preferred Interests. 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 June 30, 2019 and December 31, 2018 . Series A Preferred Stock As of June 30, 2019 and December 31, 2018 , 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 DTLA Holdings. No dividends were declared on the Series A preferred stock during the six months ended June 30, 2019 and 2018 . Dividends on the Series A preferred stock are cumulative, and therefore, will continue to accrue at an annual rate of $1.90625 per share. 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. As of June 30, 2019 , the Series A preferred stock is reported at its redemption value of $419.2 million calculated using the redemption price of $25.00 per share plus $175.9 million of accumulated and unpaid dividends on such Series A preferred stock through June 30, 2019 . Series A-1 Preferred Interest The Series A-1 preferred interest is held by DTLA Holdings or wholly-owned subsidiaries of DTLA Holdings. Interest on the Series A-1 preferred interest is cumulative and accrues at an annual rate of 7.625% . As of June 30, 2019 , the Series A-1 preferred interest is reported at its redemption value of $409.4 million calculated using its liquidation value of $225.7 million plus $183.7 million of unpaid interest on such Series A-1 preferred interest through June 30, 2019 . Senior Participating Preferred Interest Brookfield DTLA Fund Properties III LLC (“DTLA OP”) issued a senior participating preferred interest to DTLA Holdings in connection with the formation of Brookfield DTLA and the MPG acquisition. The senior participating preferred interest represents a 4.0% participating interest in the residual value of DTLA OP. During the six months ended June 30, 2018 , Brookfield DTLA made distributions totaling $2.0 million to DTLA Holdings as returns of investment related to the senior participating preferred interest using cash on hand. As of June 30, 2019 , the senior participating preferred interest is reported at its redemption value of $22.7 million using the value of the participating interest. Series B Preferred Interest At the time of the merger with MPG, DTLA Holdings made a commitment to make capital contributions in cash or property to New OP, which directly or indirectly owns the Brookfield DTLA properties, to fund up to $260.0 million of its future cash needs, for which it will be entitled to receive a market rate of return determined at the time of contribution (“preferred return”). During the six months ended June 30, 2019 , the Company received cash contributions totaling $27.4 million from DTLA Holdings under this commitment, which are entitled to a 9.0% preferred return. The Company used the funds for capital expenditures and leasing costs. As of June 30, 2019 , $57.8 million is available to the Company under this commitment for future funding. During the six months ended June 30, 2019 , Brookfield DTLA made distributions to DTLA Holdings totaling $2.7 million as preferred returns on the Series B preferred interest using cash on hand. During the six months ended June 30, 2018 , Brookfield DTLA made distributions totaling $12.5 million to DTLA Holdings as preferred returns on the Series B preferred interest using cash on hand. As of June 30, 2019 , the Series B preferred interest is reported at its redemption value of $215.1 million calculated using its liquidation value of $202.2 million plus $12.9 million of unpaid preferred returns on such Series B preferred interest through June 30, 2019 . Change in Mezzanine Equity A summary of the change in mezzanine equity is as follows (in thousands, except share amounts): Number of Shares of Series A Preferred Stock Series A Preferred Stock Noncontrolling Interests Total Mezzanine Equity Series A-1 Preferred Interest Senior Participating Preferred Interest Series B Preferred Interest Balance, December 31, 2018 9,730,370 $ 409,932 $ 400,816 $ 23,443 $ 181,698 $ 1,015,889 Issuance of Series B preferred interest 6,400 6,400 Dividends 4,637 4,637 Preferred returns 4,303 4,091 8,394 Redemption measurement adjustment (572 ) (572 ) Balance, March 31, 2019 9,730,370 414,569 405,119 22,871 192,189 1,034,748 Issuance of Series B preferred interest 21,000 21,000 Dividends 4,637 4,637 Distributions to noncontrolling interests (2,695 ) (2,695 ) Preferred returns 4,303 4,591 8,894 Redemption measurement adjustment (179 ) (179 ) Balance, June 30, 2019 9,730,370 $ 419,206 $ 409,422 $ 22,692 $ 215,085 $ 1,066,405 Number of Shares of Series A Preferred Stock Series A Preferred Stock Noncontrolling Interests Total Mezzanine Equity Series A-1 Preferred Interest Senior Participating Preferred Interest Series B Preferred Interest Balance, December 31, 2017 9,730,370 $ 391,400 $ 383,510 $ 25,548 $ 190,291 $ 990,749 Dividends 4,637 4,637 Preferred returns 4,303 3,879 8,182 Distributions to noncontrolling interests (1,043 ) (3,527 ) (4,570 ) Redemption measurement adjustment 1,657 1,657 Balance, March 31, 2018 9,730,370 396,037 387,813 26,162 190,643 1,000,655 Dividends 4,637 4,637 Preferred returns 4,303 3,921 8,224 Distributions to noncontrolling interests (982 ) (8,931 ) (9,913 ) Redemption measurement adjustment 768 768 Balance, June 30, 2018 9,730,370 $ 400,674 $ 392,116 $ 25,948 $ 185,633 $ 1,004,371 |