Debt Disclosure [Text Block] | 6. Indebtedness Mortgage Debt Total mortgage indebtedness at March 31, 2016 and December 31, 2015 was as follows: March 31, December 31, 2015 Face amount of mortgage loans $ 1,778,445 $ 1,782,103 Fair value adjustments, net 16,032 17,683 Debt issuance cost, net (5,857 ) (6,347 ) Carrying value of mortgage loans $ 1,788,620 $ 1,793,439 A roll forward of mortgage indebtedness from December 31, 2015 to March 31, 2016 is summarized as follows: Balance, December 31, 2015 $ 1,793,439 Debt amortization payments (3,658 ) Amortization of fair value and other adjustments (1,651 ) Amortization of debt issuance costs 490 Balance, March 31, 2016 $ 1,788,620 Unsecured Debt The Facility On May 15, 2014, we closed on a senior unsecured revolving credit facility, or "Revolver," and a senior unsecured term loan, or "Term Loan" (collectively referred to as the "Facility"). The Revolver provides borrowings on a revolving basis up to $900.0 million, bears interest at one-month LIBOR plus 1.25%, and will initially mature on May 30, 2018, subject to two six-month extensions available at our option subject to compliance with the terms of the Facility and payment of a customary extension fee. The Term Loan provides borrowings in an aggregate principal amount up to $500.0 million, bears interest at one-month LIBOR plus 1.45%, and will mature on May 30, 2017, subject to two, 12-month extensions available at our option subject to compliance with the terms of the Facility and payment of a customary extension fee. The interest rate on the Facility may vary in the future based on the Company's credit rating. At March 31, 2016 , borrowings under the Facility consisted of $263.8 million outstanding under the Revolver (before debt issuance costs, net of $2.8 million) and $500.0 million outstanding under the Term Loan (before debt issuance costs, net of $0.2 million). On March 31, 2016 , we had an aggregate available borrowing capacity of $635.9 million under the Revolver, net of $0.3 million reserved for outstanding letters of credit. At March 31, 2016 , the applicable interest rate on the Revolver was one-month LIBOR plus 1.25%, or 1.69%, and the applicable interest rate on the Term Loan was one-month LIBOR plus 1.45%, or 1.89%. Term Loans On December 10, 2015, the Company borrowed $340.0 million under a term loan (the "December 2015 Term Loan"), pursuant to a commitment received from bank lenders. The December 2015 Term Loan bears interest at one-month LIBOR plus 1.80% and will mature in January 2023. The interest rate on the December 2015 Term Loan may vary in the future based on the Company's credit rating. On December 11, 2015, the Company executed interest rate swap agreements totaling $340.0 million, which effectively fixed the interest rate on the December 2015 Term Loan at 3.51% through January 2023. The Company used the proceeds from the December 2015 Term Loan to repay outstanding amounts on the Revolver and for other general corporate purposes. As of March 31, 2016, the balance is $336.6 million, net of $3.4 million of debt issuance costs, net. On June 4, 2015, the Company borrowed $500.0 million under a term loan (the "June 2015 Term Loan"), pursuant to a commitment received from bank lenders. The June 2015 Term Loan bears interest at one-month LIBOR plus 1.45% and will mature in March 2020. The interest rate on the June 2015 Term Loan may vary in the future based on the Company's credit rating. On June 19, 2015, the Company executed interest rate swap agreements totaling $500.0 million, with an effective date of July 6, 2015, which effectively fixed the interest rate on the June 2015 Term Loan at 2.56% through June 2018. The Company used the proceeds from the June 2015 Term Loan to repay the remaining outstanding balance on the Bridge Loan (defined below). As of March 31, 2016, the balance is $497.1 million, net of $2.9 million of debt issuance costs, net. Bridge Loan On September 16, 2014, in connection with the execution of the Merger Agreement, WPG entered into a debt commitment letter, which was amended and restated on September 23, 2014 pursuant to which parties agreed to provide up to $1.25 billion in a senior unsecured bridge loan facility (the “Bridge Loan”). The Bridge Loan had a maturity date of January 14, 2016, the date that is 364 days following the closing date of the Merger. On January 15, 2015, the Company borrowed $1.19 billion under the Bridge Loan in connection with the closing of the Merger, which balance was repaid in full during 2015. The Company incurred $10.4 million of Bridge Loan commitment, structuring and funding fees. Upon the repayment of the Bridge Loan, the Company accelerated amortization of the deferred loan costs, resulting in total amortization of $4.1 million included in interest expense in the accompanying consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2015 . Notes Payable On March 24, 2015, WPG L.P. closed on a private placement of $250.0 million of 3.850% senior unsecured notes (the "Notes Payable") at a 0.028% discount due April 1, 2020. WPG L.P. received net proceeds from the offering of $248.4 million, which it used to repay a portion of outstanding borrowings under the Bridge Loan. The Notes Payable contain certain customary covenants and events of default which, if any such event of default occurs, would permit or require the principal, premium, if any, and accrued and unpaid interest on all of the then-outstanding Notes Payable to be declared immediately due and payable (subject in certain cases to customary grace and cure periods). On October 21, 2015, WPG L.P. completed an offer to exchange (the "Exchange Offer") up to $250.0 million aggregate principal amount of the Notes Payable for a like principal amount of its 3.850% senior unsecured notes that have been registered under the Securities Act of 1933 (the "Exchange Notes"). On October 21, 2015, $250.0 million of Exchange Notes were issued in exchange for $250.0 million aggregate principal amount of the Notes Payable that were tendered in the Exchange Offer. As of March 31, 2016, the balance outstanding under the Exchange Notes is $247.1 million, net of $2.9 million of debt discount and issuance costs, net. Covenants Our unsecured debt agreements contain financial and other covenants. If we were to fail to comply with these covenants, after the expiration of the applicable cure periods, the debt maturity could be accelerated or other remedies could be sought by the lender including adjustments to the applicable interest rate. As of March 31, 2016 , management believes the Company is in compliance with all covenants of its unsecured debt. The total balance of mortgages was approximately $1.8 billion as of March 31, 2016 . At March 31, 2016 , certain of our consolidated subsidiaries were the borrowers under 34 non-recourse loans and one partial-recourse loan secured by mortgages encumbering 39 properties, including two separate pools of cross-defaulted and cross-collateralized mortgages encumbering a total of six properties. Under these cross-default provisions, a default under any mortgage included in the cross-defaulted pool may constitute a default under all mortgages within that pool and may lead to acceleration of the indebtedness due on each property within the pool. Certain of our secured debt instruments contain financial and other non-financial covenants which are specific to the properties which serve as collateral for that debt. Our existing non-recourse mortgage loans generally prohibit our subsidiaries that are borrowers thereunder from incurring additional indebtedness, subject to certain customary and limited exceptions. In addition, certain of these instruments limit the ability of the applicable borrower's parent entity from incurring mezzanine indebtedness unless certain conditions are satisfied, including compliance with maximum loan to value ratio and minimum debt service coverage ratio tests. Further, under certain of these existing agreements, if certain cash flow levels in respect of the applicable mortgaged property (as described in the applicable agreement) are not maintained for at least two consecutive quarters, the lender could accelerate the debt and enforce its right against its collateral. If the borrower fails to comply with these covenants, the lender could accelerate the debt and enforce its right against their collateral. On January 11, 2016, the $44.9 million mortgage loan secured by River Valley Mall, located in Lancaster, Ohio, matured. The borrower, a consolidated subsidiary of the Company, did not repay the loan in full on the maturity date. The borrower has initiated discussions with the special servicer regarding this non-recourse loan and is considering various options including restructuring, extending and other options, including transitioning to the lender. On October 30, 2015, we received a notice of default letter, dated that same date, from the special servicer to the borrower concerning the $62.4 million mortgage loan that matures on February 1, 2017 and is secured by Chesapeake Square, located in Chesapeake, Virginia. The default resulted from an operating cash flow shortfall at the property in October 2015 that the borrower, a consolidated subsidiary of the Company, did not cure. The borrower transitioned the property to the lender on April 28, 2016 (see Note 12 - "Subsequent Events"). On October 8, 2015, we received a notice of default letter, dated October 5, 2015, from the special servicer to the borrower of the $52.9 million mortgage loan secured by Merritt Square Mall, located in Merritt Island, Florida. The letter was sent because the borrower, a consolidated subsidiary of the Company, did not repay the loan in full by its September 1, 2015 maturity date. The borrower has initiated discussions with the special servicer regarding this non-recourse loan and expects to transition the property to the lender in the second quarter of 2016. At March 31, 2016 , management believes the applicable borrowers under our other non-recourse mortgage loans were in compliance with all covenants where non-compliance could individually, or giving effect to applicable cross-default provisions in the aggregate, have a material adverse effect on our financial condition, results of operations or cash flows. In addition, we have identified the following properties as over-levered: Southern Hills Mall, located in Sioux City, Iowa, where we have commenced discussions with the special servicer on the loan encumbering this property, and Valle Vista Mall, located in Harlingen, Texas, where we expect to commence discussions with the special servicer on the loan encumbering this property. Fair Value of Debt The carrying values of our variable-rate loans approximate their fair values. We estimate the fair values of fixed-rate mortgages using cash flows discounted at current borrowing rates. The book value of our fixed-rate mortgages was $1.6 billion as of March 31, 2016 and December 31, 2015 . The fair values of these financial instruments and the related discount rate assumptions as of March 31, 2016 and December 31, 2015 are summarized as follows: March 31, 2016 December 31, 2015 Fair value of fixed-rate mortgages $1,686,130 $1,675,035 Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages 3.15 % 3.42 % |