Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 01, 2015 | |
Entity Registrant Name | Brixmor Property Group Inc. | |
Entity Central Index Key | 1,581,068 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 298,488,602 | |
Brixmor Operating Partnership LP [Member] | ||
Entity Registrant Name | Brixmor Operating Partnership LP | |
Entity Central Index Key | 1,630,031 | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Real estate | ||
Land | $ 2,008,601 | $ 2,000,415 |
Buildings and improvements | 8,870,376 | 8,801,834 |
Real estate, gross | 10,878,977 | 10,802,249 |
Accumulated depreciation and amortization | (1,711,841) | (1,549,234) |
Real estate, net | 9,167,136 | 9,253,015 |
Investments in and advances to unconsolidated joint ventures | 5,039 | 5,072 |
Cash and cash equivalents | 42,735 | 60,595 |
Restricted cash | 61,163 | 53,164 |
Marketable securities | 20,034 | 20,315 |
Receivables, net of allowance for doubtful accounts of $13,435 and $14,070 | 169,359 | 182,424 |
Deferred charges and prepaid expenses, net | 97,923 | 94,269 |
Other assets | 14,115 | 13,059 |
Total assets | 9,577,504 | 9,681,913 |
Liabilities | ||
Debt obligations, net | 5,998,651 | 6,022,508 |
Accounts payable, accrued expenses and other liabilities | 636,610 | 679,102 |
Total liabilities | $ 6,635,261 | $ 6,701,610 |
Commitments and contingencies (Note 12) | ||
Equity | ||
Common stock | $ 2,985 | $ 2,966 |
Additional paid in capital | 3,257,439 | 3,223,941 |
Accumulated other comprehensive loss | (6,136) | (4,435) |
Distributions in excess of net income/loss | (369,194) | (318,762) |
Total stockholders’ equity | 2,885,094 | 2,903,710 |
Non-controlling interests | 57,149 | 76,593 |
Total equity | 2,942,243 | 2,980,303 |
Total liabilities and equity | 9,577,504 | 9,681,913 |
Brixmor Operating Partnership LP [Member] | ||
Real estate | ||
Land | 2,008,601 | 2,000,415 |
Buildings and improvements | 8,870,376 | 8,801,834 |
Real estate, gross | 10,878,977 | 10,802,249 |
Accumulated depreciation and amortization | (1,711,841) | (1,549,234) |
Real estate, net | 9,167,136 | 9,253,015 |
Investments in and advances to unconsolidated joint ventures | 5,039 | 5,072 |
Cash and cash equivalents | 42,697 | 60,450 |
Restricted cash | 61,163 | 53,164 |
Marketable securities | 19,824 | 20,113 |
Receivables, net of allowance for doubtful accounts of $13,435 and $14,070 | 169,359 | 182,424 |
Deferred charges and prepaid expenses, net | 97,923 | 94,269 |
Other assets | 14,115 | 13,059 |
Total assets | 9,577,256 | 9,681,566 |
Liabilities | ||
Debt obligations, net | 5,998,651 | 6,022,508 |
Accounts payable, accrued expenses and other liabilities | 636,610 | 679,102 |
Total liabilities | $ 6,635,261 | $ 6,701,610 |
Commitments and contingencies (Note 12) | ||
Equity | ||
Common stock | $ 2,948,120 | $ 2,984,381 |
Accumulated other comprehensive loss | (6,125) | (4,425) |
Total equity | 2,941,995 | 2,979,956 |
Total liabilities and equity | $ 9,577,256 | $ 9,681,566 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts receivable | $ 13,435 | $ 14,070 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, shares outstanding | 298,488,602 | 296,552,142 |
Brixmor Operating Partnership LP [Member] | ||
Allowance for doubtful accounts receivable | $ 13,435 | $ 14,070 |
Common stock, shares outstanding | 304,302,444 | 304,246,750 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues | ||||
Rental income | $ 244,030 | $ 239,987 | $ 487,600 | $ 477,154 |
Expense reimbursements | 65,512 | 65,655 | 135,266 | 134,251 |
Other revenues | 2,569 | 2,307 | 4,538 | 4,120 |
Total revenues | 312,111 | 307,949 | 627,404 | 615,525 |
Operating expenses | ||||
Operating costs | 30,667 | 31,889 | 65,827 | 66,764 |
Real estate taxes | 43,974 | 43,812 | 88,163 | 88,246 |
Depreciation and amortization | 104,441 | 109,600 | 212,985 | 222,820 |
Provision for doubtful accounts | 2,525 | 2,980 | 5,020 | 5,846 |
Impairment of real estate assets | 0 | 0 | 807 | 0 |
General and administrative | 20,285 | 19,939 | 51,000 | 39,597 |
Total operating expenses | 201,892 | 208,220 | 423,802 | 423,273 |
Other income (expense) | ||||
Dividends and interest | 90 | 159 | 184 | 267 |
Interest expense | (62,158) | (65,953) | (124,722) | (133,919) |
Gain on sale of real estate assets | 9,224 | 0 | 9,224 | 378 |
Gain (loss) on extinguishment of debt, net | 493 | (757) | 785 | (3,033) |
Other | (2,811) | (1,969) | (2,995) | (4,130) |
Total other expense | (55,162) | (68,520) | (117,524) | (140,437) |
Income before equity in income of unconsolidated joint ventures | 55,057 | 31,209 | 86,078 | 51,815 |
Equity in income of unconsolidated joint ventures | 110 | 71 | 225 | 136 |
Gain on disposition of investments in unconsolidated joint ventures | 0 | 0 | 0 | 1,820 |
Income from continuing operations | 55,167 | 31,280 | 86,303 | 53,771 |
Income from discontinued operations | 0 | 18 | 0 | 4,841 |
Gain on disposition of operating properties | 0 | 0 | 0 | 14,426 |
Income from discontinued operations | 0 | 18 | 0 | 19,267 |
Net income | 55,167 | 31,298 | 86,303 | 73,038 |
Net income attributable to non-controlling interests | (1,055) | (7,825) | (1,768) | (34,164) |
Net income attributable to common stockholders | $ 54,112 | $ 23,473 | $ 84,535 | $ 38,874 |
Income from continuing operations: | ||||
Basic (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Diluted (usd per share) | 0.18 | 0.10 | 0.28 | 0.17 |
Net income attributable to common stockholders: | ||||
Basic (usd per share) | 0.18 | 0.10 | 0.28 | 0.17 |
Diluted (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Weighted average shares: | ||||
Basic (usd per share) | 298,464 | 228,978 | 297,332 | 228,547 |
Diluted (usd per share) | 298,994 | 230,469 | 304,719 | 229,907 |
Brixmor Operating Partnership LP [Member] | ||||
Revenues | ||||
Rental income | $ 244,030 | $ 239,987 | $ 487,600 | $ 477,154 |
Expense reimbursements | 65,512 | 65,655 | 135,266 | 134,251 |
Other revenues | 2,569 | 2,307 | 4,538 | 4,120 |
Total revenues | 312,111 | 307,949 | 627,404 | 615,525 |
Operating expenses | ||||
Operating costs | 30,667 | 31,889 | 65,827 | 66,764 |
Real estate taxes | 43,974 | 43,812 | 88,163 | 88,246 |
Depreciation and amortization | 104,441 | 109,600 | 212,985 | 222,820 |
Provision for doubtful accounts | 2,525 | 2,980 | 5,020 | 5,846 |
Impairment of real estate assets | 0 | 0 | 807 | 0 |
General and administrative | 20,285 | 19,939 | 51,000 | 39,597 |
Total operating expenses | 201,892 | 208,220 | 423,802 | 423,273 |
Other income (expense) | ||||
Dividends and interest | 90 | 159 | 184 | 267 |
Interest expense | (62,158) | (65,953) | (124,722) | (133,919) |
Gain on sale of real estate assets | 9,224 | 0 | 9,224 | 378 |
Gain (loss) on extinguishment of debt, net | 493 | (757) | 785 | (3,033) |
Other | (2,811) | (1,969) | (2,995) | (4,130) |
Total other expense | (55,162) | (68,520) | (117,524) | (140,437) |
Income before equity in income of unconsolidated joint ventures | 55,057 | 31,209 | 86,078 | 51,815 |
Equity in income of unconsolidated joint ventures | 110 | 71 | 225 | 136 |
Gain on disposition of investments in unconsolidated joint ventures | 0 | 0 | 0 | 1,820 |
Income from continuing operations | 55,167 | 31,280 | 86,303 | 53,771 |
Income from discontinued operations | 0 | 18 | 0 | 4,841 |
Gain on disposition of operating properties | 0 | 0 | 0 | 14,426 |
Income from discontinued operations | 0 | 18 | 0 | 19,267 |
Net income | 55,167 | 31,298 | 86,303 | 73,038 |
Net income attributable to non-controlling interests | 0 | (322) | 0 | (644) |
Series A interest | 0 | 0 | 0 | 21,014 |
Partnership common units | 55,167 | 30,976 | 86,303 | 51,380 |
Net income attributable to Brixmor Operating Partnership LP | $ 55,167 | $ 30,976 | $ 86,303 | $ 72,394 |
Income from continuing operations: | ||||
Basic (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Diluted (usd per share) | 0.18 | 0.10 | 0.28 | 0.17 |
Net income attributable to common stockholders: | ||||
Basic (usd per share) | 0.18 | 0.10 | 0.28 | 0.17 |
Diluted (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Weighted average shares: | ||||
Basic (usd per share) | 304,283 | 302,173 | 303,710 | 302,161 |
Diluted (usd per share) | 304,813 | 303,664 | 304,719 | 303,521 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income | $ 55,167 | $ 31,298 | $ 86,303 | $ 73,038 |
Other comprehensive income (loss) | ||||
Unrealized loss on interest rate hedges | (1,772) | (4,264) | (6,673) | (6,530) |
Amortization of interest rate swaps to interest expense | 2,490 | 2,490 | 4,954 | 4,954 |
Unrealized gain (loss) on marketable securities | (16) | 17 | 18 | 23 |
Total other comprehensive income (loss) | 702 | (1,757) | (1,701) | (1,553) |
Comprehensive income | 55,869 | 29,541 | 84,602 | 71,485 |
Comprehensive income attributable to non-controlling interests | (1,055) | (7,825) | (1,768) | (34,164) |
Comprehensive income attributable to the Company | 54,814 | 21,716 | 82,834 | 37,321 |
Brixmor Operating Partnership LP [Member] | ||||
Net income | 55,167 | 31,298 | 86,303 | 73,038 |
Other comprehensive income (loss) | ||||
Unrealized loss on interest rate hedges | (1,772) | (4,264) | (6,673) | (6,530) |
Amortization of interest rate swaps to interest expense | 2,490 | 2,490 | 4,954 | 4,954 |
Unrealized gain (loss) on marketable securities | (12) | 14 | 19 | 18 |
Total other comprehensive income (loss) | 706 | (1,760) | (1,700) | (1,558) |
Comprehensive income | 55,873 | 29,538 | 84,603 | 71,480 |
Comprehensive income attributable to non-controlling interests | 0 | (322) | 0 | (644) |
Comprehensive income attributable to the Company | 55,873 | 29,216 | 84,603 | 70,836 |
Series A interest | 0 | 0 | 0 | 21,014 |
Partnership common units | $ 55,873 | $ 29,216 | $ 84,603 | $ 49,822 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Brixmor Operating Partnership LP [Member] | Common Stock [Member] | Common Stock [Member]Brixmor Operating Partnership LP [Member] | Common Stock [Member]Brixmor Operating Partnership LP [Member]Series A Non-controlling Class [Member] | Additional Paid in Capital [Member] | Additional Paid in Capital [Member]Brixmor Operating Partnership LP [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Other Comprehensive Loss [Member]Brixmor Operating Partnership LP [Member] | Distributions and Accumulated Losses [Member] | Non-controlling Interests [Member] | Non-controlling Interests [Member]Brixmor Operating Partnership LP [Member] |
Beginning balance, shares at Dec. 31, 2013 | 229,689 | |||||||||||
Beginning balance, value at Dec. 31, 2013 | $ 3,284,520 | $ 3,283,424 | $ 2,297 | $ 3,108,398 | $ 180,386 | $ 2,543,690 | $ (6,797) | $ (6,812) | $ (196,707) | $ 942,052 | $ 1,437 | |
Increase (Decrease) in Equity [Roll Forward] | ||||||||||||
Common stock dividends | (95,134) | (95,134) | ||||||||||
Distributions to non-controlling interests | (26,753) | (26,753) | ||||||||||
Redemption of Series A | (195,178) | 6,222 | (201,400) | |||||||||
Equity based compensation expense | 5,123 | 3,876 | 1,247 | |||||||||
Acquisition of non-controlling interests | (1,000) | 437 | (1,437) | |||||||||
Other comprehensive loss | (1,553) | (1,558) | (1,553) | $ (1,558) | ||||||||
Conversion of Operating Partnership units into common stock, share | 15,406 | |||||||||||
Conversion of Operating Partnership units into common stock | 0 | $ 154 | 155,086 | (155,240) | ||||||||
Net (loss) income | 72,394 | 38,874 | 33,520 | |||||||||
Ending balance, shares at Jun. 30, 2014 | 245,095 | |||||||||||
Ending balance, value at Jun. 30, 2014 | 3,042,419 | 3,042,070 | $ 2,451 | 3,050,425 | 0 | 2,709,311 | (8,355) | (8,365) | (252,967) | 591,989 | 0 | |
Beginning balance, shares at Dec. 31, 2013 | 229,689 | |||||||||||
Beginning balance, value at Dec. 31, 2013 | 3,284,520 | 3,283,424 | $ 2,297 | 3,108,398 | 180,386 | 2,543,690 | $ (6,797) | (6,812) | (196,707) | 942,052 | 1,437 | |
Increase (Decrease) in Equity [Roll Forward] | ||||||||||||
Redemption of Series A | (195,178) | 6,222 | (201,400) | |||||||||
Distributions to partners | (121,135) | (121,135) | ||||||||||
Equity based compensation expense | 5,123 | 5,123 | ||||||||||
Net (loss) income | 72,394 | 51,380 | $ 21,014 | |||||||||
Ending balance, shares at Dec. 31, 2014 | 296,552 | |||||||||||
Ending balance, value at Dec. 31, 2014 | 2,980,303 | 2,979,956 | $ 2,966 | 2,984,381 | 3,223,941 | (4,435) | (4,425) | (318,762) | 76,593 | |||
Increase (Decrease) in Equity [Roll Forward] | ||||||||||||
Acquisition of Non-controlling Interests | (1,000) | 437 | $ (1,437) | |||||||||
Common stock dividends | (134,967) | (134,967) | 0 | |||||||||
Distributions to non-controlling interests | (2,835) | (2,835) | ||||||||||
Distributions to partners | (137,704) | (137,704) | ||||||||||
Equity based compensation expense | 15,548 | 15,201 | 347 | |||||||||
Equity based compensation expense | 15,548 | 15,548 | ||||||||||
Issuance of common stock and OP Units, shares | 33 | |||||||||||
Issuance of common stock and OP Units | 22 | 22 | 22 | (743) | 765 | |||||||
Other comprehensive loss | (1,701) | (1,700) | (1,701) | (1,700) | ||||||||
Conversion of Operating Partnership units into common stock, share | 1,903 | |||||||||||
Conversion of Operating Partnership units into common stock | 0 | $ 19 | 19,470 | (19,489) | ||||||||
Shared-based awards retained for taxes | (430) | (430) | (430) | (430) | ||||||||
Net (loss) income | 86,303 | 86,303 | 86,303 | 84,535 | 1,768 | |||||||
Ending balance, shares at Jun. 30, 2015 | 298,488 | |||||||||||
Ending balance, value at Jun. 30, 2015 | $ 2,942,243 | $ 2,941,995 | $ 2,985 | $ 2,948,120 | $ 3,257,439 | $ (6,136) | $ (6,125) | $ (369,194) | $ 57,149 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends, per common share | $ 0.225 | $ 0.200 | $ 0.45 | $ 0.40 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities: | ||
Net income | $ 86,303 | $ 73,038 |
Net income | 86,303 | 73,038 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 212,985 | 223,364 |
Debt premium and discount amortization | (9,859) | (10,547) |
Deferred financing cost amortization | 4,090 | 4,656 |
Above- and below-market lease intangible amortization | (24,437) | (23,181) |
Provisions for impairment | 807 | 0 |
Gain on disposition of operating properties, disposition of investments in unconsolidated joint ventures and acquisition of joint venture interest | (9,224) | (16,624) |
Equity based compensation | 15,548 | 5,123 |
Other | 90 | (113) |
Gain on extinguishment of debt, net | (795) | (3,783) |
Changes in operating assets and liabilities: | ||
Restricted cash | (8,863) | 6,168 |
Receivables | 13,057 | 6,064 |
Deferred charges and prepaid expenses | (11,545) | (16,867) |
Other assets | (253) | 330 |
Accounts payable, accrued expenses and other liabilities | 3,489 | (28,988) |
Net cash provided by operating activities | 271,393 | 218,640 |
Investing activities: | ||
Improvements to and investments in real estate assets | (97,875) | (88,794) |
Acquisitions of real estate assets | (52,278) | 0 |
Proceeds from sales of real estate assets | 41,795 | 2,778 |
Distributions from unconsolidated joint venture | 0 | 187 |
Change in restricted cash attributable to investing activities | 864 | 3,473 |
Purchase of marketable securities | (9,651) | (19,604) |
Proceeds from sale of marketable securities | 9,905 | 20,085 |
Net cash used in investing activities | (107,240) | (81,875) |
Financing activities: | ||
Repayment of debt obligations and financing liabilities | (495,437) | (815,089) |
Repayment of borrowings under unsecured revolving credit facility | (682,475) | (655,047) |
Proceeds from borrowings under unsecured revolving credit facility | 460,000 | 802,343 |
Proceeds from unsecured term loan and notes | 695,156 | 600,000 |
Deferred financing costs | (1,899) | (2,995) |
Distributions to common stockholders | (134,238) | (75,109) |
Distributions to non-controlling interests | (23,120) | (42,953) |
Net cash used in financing activities | (182,013) | (188,850) |
Change in cash and cash equivalents | (17,860) | (52,085) |
Cash and cash equivalents at beginning of period | 60,595 | 113,915 |
Cash and cash equivalents at end of period | 42,735 | 61,830 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest, net of amount capitalized of $1,475 and $1,627 | 117,687 | 143,619 |
Supplemental non-cash investing and/or financing activities: | ||
Net carrying value of properties distributed to non-controlling owners | 0 | 178,969 |
Brixmor Operating Partnership LP [Member] | ||
Operating activities: | ||
Net income | 86,303 | 73,038 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 212,985 | 223,364 |
Debt premium and discount amortization | (9,859) | (10,547) |
Deferred financing cost amortization | 4,090 | 4,656 |
Above- and below-market lease intangible amortization | (24,437) | (23,181) |
Provisions for impairment | 807 | 0 |
Gain on disposition of operating properties, disposition of investments in unconsolidated joint ventures and acquisition of joint venture interest | (9,224) | (16,624) |
Equity based compensation | 15,548 | 5,123 |
Other | 90 | (113) |
Gain on extinguishment of debt, net | (795) | (3,783) |
Changes in operating assets and liabilities: | ||
Restricted cash | (8,863) | 6,168 |
Receivables | 13,057 | 6,064 |
Deferred charges and prepaid expenses | (11,545) | (16,867) |
Other assets | (253) | 330 |
Accounts payable, accrued expenses and other liabilities | 3,491 | (28,991) |
Net cash provided by operating activities | 271,395 | 218,637 |
Investing activities: | ||
Improvements to and investments in real estate assets | (97,875) | (88,794) |
Acquisitions of real estate assets | (52,278) | 0 |
Proceeds from sales of real estate assets | 41,795 | 2,778 |
Distributions from unconsolidated joint venture | 0 | 187 |
Change in restricted cash attributable to investing activities | 864 | 3,473 |
Purchase of marketable securities | (9,649) | (19,597) |
Proceeds from sale of marketable securities | 9,905 | 20,085 |
Net cash used in investing activities | (107,238) | (81,868) |
Financing activities: | ||
Repayment of debt obligations and financing liabilities | (495,437) | (815,089) |
Repayment of borrowings under unsecured revolving credit facility | (682,475) | (655,047) |
Proceeds from borrowings under unsecured revolving credit facility | 460,000 | 802,343 |
Proceeds from unsecured term loan and notes | 695,156 | 600,000 |
Deferred financing costs | (1,899) | (2,995) |
Partners distributions | (137,384) | (116,663) |
Distributions to non-controlling interests | (19,871) | (644) |
Net cash used in financing activities | (181,910) | (188,095) |
Change in cash and cash equivalents | (17,753) | (51,326) |
Cash and cash equivalents at beginning of period | 60,450 | 113,006 |
Cash and cash equivalents at end of period | 42,697 | 61,680 |
Supplemental non-cash investing and/or financing activities: | ||
Net carrying value of properties distributed to non-controlling owners | $ 0 | $ 178,969 |
CONDENSED CONSOLIDATED STATEME9
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Interest paid, capitalized | $ 1,475 | $ 1,627 |
Brixmor Operating Partnership LP [Member] | ||
Interest paid, capitalized | $ 1,475 | $ 1,627 |
Nature of Business and Financia
Nature of Business and Financial Statement Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Nature of Business and Financial Statement Presentation | Nature of Business and Financial Statement Presentation Description of Business Brixmor Property Group Inc. and subsidiaries (collectively, the “Parent Company”) is an internally-managed REIT. Brixmor Operating Partnership LP and subsidiaries (collectively, the “Operating Partnership”) is the entity through which the Parent Company conducts substantially all of its operations and owns substantially all of its assets. The Parent Company owns 100% of the common stock of BPG Subsidiary Inc. (“BPG Sub”), which, in turn, is the sole member of Brixmor OP GP LLC (the “General Partner”), the sole general partner of the Operating Partnership. The Parent Company engages in the ownership, management, leasing, acquisition and development of retail shopping centers through the Operating Partnership, and has no other substantial assets or liabilities other than through its investment in the Operating Partnership. The Parent Company, the Operating Partnership and their controlled subsidiaries on a consolidated basis (collectively the “Company” or “Brixmor”) owns and operates the largest wholly-owned portfolio of grocery-anchored community and neighborhood shopping centers in the United States. As of June 30, 2015, the Parent Company beneficially owned, through its direct and indirect interest in BPG Sub and the General Partner, 98.1% of the outstanding partnership common units of interest in the Operating Partnership (“OP Units”). Certain investments funds affiliated with The Blackstone Group L.P. (together with such affiliated funds, “Blackstone”) and certain members of the Parent Company’s current and former management collectively owned the remaining 1.9% of the outstanding OP Units. Holders of OP Units (other than the Parent Company, BPG Sub and the General Partner) may redeem their OP Units for cash based upon the market value of an equivalent number of shares of the Parent Company’s common stock or, at the Parent Company’s election, exchange their OP Units for shares of the Parent Company’s common stock on a one-for-one basis subject to customary conversion rate adjustments for splits, unit distributions and reclassifications. The number of OP Units in the Operating Partnership beneficially owned by the Parent Company is equivalent to the number of outstanding shares of the Parent Company’s common stock, and the entitlement of all OP Units to quarterly distributions and payments in liquidation is substantially the same as those of the Parent Company’s common stockholders. The Company does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single reportable segment for disclosure purposes in accordance with U.S. generally accepted accounting principles (“GAAP”). Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for the fair presentation of the unaudited Condensed Consolidated Financial Statements for the periods presented have been included. The operating results for the periods presented are not necessarily indicative of the results that may be expected for a full fiscal year. These financial statements should be read in conjunction with the financial statements for the year ended December 31, 2014 and accompanying notes included in the Company's annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 19, 2015. Certain prior period balances in the accompanying unaudited Condensed Consolidated Statements of Operations have been reclassified to conform to the current period presentation for the results of discontinued operations and certain prior period balances in the accompanying unaudited Condensed Consolidated Balance Sheets have been reclassified to conform to the current period presentation for the adoption of Accounting Standards Update (“ASU”) 2015-13,“Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs.” Principles of Consolidation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, each of their wholly owned subsidiaries and all other entities in which they have a controlling financial interest. The portions of consolidated entities not owned by the Parent Company and the Operating Partnership are presented as non-controlling interests as of and during the periods presented. All intercompany transactions have been eliminated. Subsequent Events In preparing the unaudited Condensed Consolidated Financial Statements, the Company has evaluated events and transactions occurring after June 30, 2015 for recognition or disclosure purposes. Based on this evaluation, there were no subsequent events from June 30, 2015 through the date the financial statements were issued. Income Taxes The Parent Company has elected to qualify as a REIT in accordance with the Internal Revenue Code (the “Code”). To qualify as a REIT, the Parent Company must meet a number of organizational and operational requirements, including a requirement that it currently distribute at least 90% of its adjusted REIT taxable income to its stockholders. It is management’s intention to adhere to these requirements and maintain the Parent Company’s REIT status. As a REIT, the Parent Company generally will not be subject to federal income tax, provided that distributions to its stockholders equal at least the amount of its REIT taxable income as defined under the Code. If the Parent Company fails to qualify as a REIT in any taxable year, it will be subject to federal taxes at regular corporate rates (including any applicable alternative minimum tax) and may not be able to qualify as a REIT for four subsequent taxable years. The Parent Company does not have any taxable REIT subsidiaries, but may in the future elect to treat newly formed subsidiaries as taxable REIT subsidiaries which would be subject to income tax. Taxable REIT subsidiaries may participate in non-real estate-related activities and/or perform non-customary services for tenants and are subject to United States federal and state income tax at regular corporate tax rates. The Operating Partnership is organized as a limited partnership and is generally not subject to federal income tax. Accordingly, no provision for federal income taxes has been reflected in the accompanying unaudited Condensed Consolidated Financial Statements. The Operating Partnership, however, may be subject to certain state and local income taxes or franchise taxes. The Company has analyzed the tax position taken on income tax returns for the open 2012 through 2014 tax years and has concluded that no provision for income taxes related to uncertain tax positions is required in the Company’s unaudited Condensed Consolidated Financial Statements as of June 30, 2015 and December 31, 2014. New Accounting Pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued ASU 2015-03, “Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs.” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The Company elected to early adopt ASU 2015-03 beginning with the period ending June 30, 2015 (see Note 6). The adoption of ASU 2015-03 did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU No. 2014-09 contains a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The guidance in ASU No. 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For public entities, ASU No. 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is not permitted. The Company is currently in the process of evaluating the impact the adoption of ASU No. 2014-09 will have on the unaudited Condensed Consolidated Financial Statements of the Company. Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they either are not relevant to the Company, or they are not expected to have a material effect on the unaudited Condensed Consolidated Financial Statements of the Company. |
Acquisition of Real Estate
Acquisition of Real Estate | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Acquisition of Real Estate | Acquisition of Real Estate During the three and six months ended June 30, 2015, the Company acquired the following properties, in separate transactions (dollars in thousands): Purchase Price Property Name Location Month Acquired Cash Debt Assumed Total GLA Retail Building at Bardin Place Center Arlington, TX Jun-15 $ 9,258 $ — $ 9,258 96,127 Larchmont Centre Mt. Laurel, NJ Jun-15 11,000 7,000 18,000 103,787 Webster Square Shopping Center Marshfield, MA Jun-15 31,950 — 31,950 182,756 $ 52,208 $ 7,000 $ 59,208 382,670 The purchase price for these acquisitions has been preliminarily allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for business combinations. The purchase price allocations and related accounting will be finalized after the Company’s valuation studies are complete. The aggregate purchase price of the properties acquired during the six months ended June 30, 2015, has been preliminarily allocated as follows: Assets Land $ 12,924 Buildings 35,640 Building Improvements 4,634 Tenant Improvements 2,273 Above Market Rents 120 In-Place Leases 4,010 Real estate, net 59,601 Deferred charges and prepaid expenses, net 1,787 Total assets 61,388 Liabilities Mortgage payable $ 7,000 Mortgage Fair Value Adjustment 440 Debt obligations, net 7,440 Accounts payable, accrued expenses and other liabilities (Below Market Leases) 1,740 Total liabilities 9,180 Net Assets Acquired $ 52,208 The real estate operations acquired were not considered material to the Company, individually or in the aggregate, and therefore pro forma financial information is not necessary. During each of the three and six months ended June 30, 2015, the Company incurred $1.5 million of acquisition related expenses and are included in Other in the unaudited Condensed Consolidated Statements of Operations. |
Discontinued Operations and Ass
Discontinued Operations and Assets Held for Sale | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Assets Held for Sale | Disposals, Discontinued Operations and Assets Held for Sale During the three months ended June 30, 2015, the Company disposed of three shopping centers and two outparcels for net proceeds of $31.9 million resulting in an aggregate gain of $9.2 million . During the six months ended June 30, 2015, the Company disposed of four shopping centers and two outparcels for net proceeds of $41.8 million resulting in an aggregate gain of $9.2 million and an aggregate impairment of $0.8 million . The impairment charge was based upon the sales price in the signed contract with the third party buyer, adjusted to reflect associated disposition costs. These inputs are classified as Level 3 of the fair value hierarchy. The Company had no properties held for sale as of June 30, 2015. As a result of adopting ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity,” there were no discontinued operations for the three and six months ended June 30, 2015 as none of the current year disposals represented a strategic shift in the Company’s business that would qualify as discontinued operations. The following table provides a summary of revenues and expenses from properties included in discontinued operations during the three and six months ended June 30, 2014: Three Months Ended June 30, 2014 Six Months Ended June 30, 2014 Discontinued operations: Revenues $ 128 $ 514 Operating expenses (110 ) (1,488 ) Other income (expense), net — 5,815 Income from discontinued operating properties 18 4,841 Gain on disposition of operating properties — 14,426 Income from discontinued operations $ 18 $ 19,267 Discontinued operations includes the results of 34 shopping centers disposed of during the year ended December 31, 2014, including 33 shopping centers distributed to Blackstone in connection with the Company's initial public offering ("IPO"). |
Real Estate
Real Estate | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Real Estate | Real Estate The Company’s components of Real estate, net consisted of the following: June 30, 2015 December 31, 2014 Land $ 2,008,601 $ 2,000,415 Buildings and improvements: Building 7,355,857 7,332,073 Building and tenant improvements 619,757 552,351 Other rental property (1) 894,762 917,410 10,878,977 10,802,249 Accumulated depreciation and amortization (1) (1,711,841 ) (1,549,234 ) Total $ 9,167,136 $ 9,253,015 (1) At June 30, 2015 and December 31, 2014, Other rental property consisted of intangible assets including: (i) $ 812.7 million and $ 833.3 million , respectively, of in-place lease value, (ii) $ 82.1 million and $ 84.1 million , respectively, of above-market leases, and (iii) $ 577.4 million and $ 550.4 million , respectively, of accumulated amortization. These intangible assets are amortized over the term of each related lease. In addition, at June 30, 2015 and December 31, 2014, the Company had intangible liabilities relating to below-market leases of $ 517.0 million and $ 528.7 million , respectively, and accumulated amortization of $ 220.3 million and $ 202.7 million , respectively. These intangible liabilities, which are included in Accounts payable, accrued expenses and other liabilities in the Company’s unaudited Condensed Consolidated Balance Sheets, are accreted over the term of each related lease, including any renewal periods, with fixed rentals that are considered to be below market. Amortization expense associated with the above mentioned intangible assets and liabilities recognized for the three months ended June 30, 2015 and 2014 was $ 11.2 million and $ 18.6 million , respectively. Amortization expense associated with the above mentioned intangible assets and liabilities recognized for the six months ended June 30, 2015 and 2014 was $ 22.7 million and $ 40.3 million , respectively. The estimated net amortization expense associated with the Company’s intangible assets and liabilities for the next five years is as follows: Year Ended December 31, Estimated net amortization expense 2015 (remaining six months) $ 20,175 2016 23,142 2017 11,208 2018 5,056 2019 2,881 On a continuous basis, management assesses whether there are any indicators, including property operating performance and general market conditions, that the value of the Company’s assets (including any related amortizable intangible assets or liabilities) may be impaired. To the extent impairment has occurred, the carrying value of the asset would be adjusted to an amount to reflect the estimated fair value of the asset. |
Financial Instruments - Derivat
Financial Instruments - Derivatives and Hedging | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments - Derivatives and Hedging | Financial Instruments - Derivatives and Hedging The Company’s use of derivative instruments is limited to the utilization of interest rate agreements or other instruments to manage interest rate risk exposures and not for speculative purposes. In certain situations, the Company may enter into derivative financial instruments such as interest rate swap and interest rate cap agreements to manage interest rate risk exposure arising from variable rate debt transactions that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s objective in using interest rate derivatives is to add stability to interest expense and to manage its exposure to interest rate movements. Cash Flow Hedges of Interest Rate Risk The Company uses interest rate swaps to manage its exposure to changes in benchmark interest rates. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without changing the underlying notional amount. During the three and six months ended June 30, 2015 and 2014, the Company did not enter into any new interest rate swap agreements. A detail of the Company’s interest rate derivatives designated as cash flow hedges outstanding as of June 30, 2015 is as follows: Number of Instruments Notional Amount Interest Rate Swaps 5 $ 1,500,000 The Company has elected to present its interest rate derivatives on its unaudited Condensed Consolidated Balance Sheets on a gross basis as interest rate swap assets and interest rate swap liabilities. A detail of the Company’s fair value of interest rate derivatives on a gross and net basis as of June 30, 2015 and December 31, 2014, respectively, is as follows: Fair Value of Derivative Instruments Interest rate swaps classified as: June 30, 2015 December 31, 2014 Gross derivative assets $ — $ — Gross derivative liabilities (6,143 ) (4,423 ) Net derivative liability $ (6,143 ) $ (4,423 ) The gross derivative liabilities are included in accounts payable, accrued expenses and other liabilities on the unaudited Condensed Consolidated Balance Sheets. All of the Company’s outstanding interest rate swap agreements for the periods presented were designated as cash flow hedges of interest rate risk. The fair value of the Company's interest rate derivatives is determined using market standard valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. These inputs are classified as Level 2 of the fair value hierarchy. The effective portion of changes in the fair value of derivatives designated as, and that qualify as, cash flow hedges is recorded in other comprehensive income (“OCI”) and is reclassified into earnings as interest expense in the period that the hedged forecasted transaction affects earnings. The Company estimates that approximately $6.3 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the next twelve months. No gain or loss was recognized related to hedge ineffectiveness or to amounts excluded from effectiveness testing on the Company’s cash flow hedges during the three and six months ended June 30, 2015 and 2014. Non-Designated (Mark-to Market) Hedges of Interest Rate Risk The Company does not use derivatives for trading or speculative purposes. As of June 30, 2015 and December 31, 2014, the Company did not have any material non-designated hedges. Credit-risk-related Contingent Features The Company has agreements with its derivative counterparties that contain a provision whereby if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations. If the Company were to breach any of the contractual provisions of the derivative contracts, it would be required to settle its obligations under the agreements at their termination value including accrued interest, or approximately $7.0 million . |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt Obligations | Debt Obligations As of June 30, 2015 and December 31, 2014, the Company had the following indebtedness outstanding: Carrying Value as of June 30, 2015 December 31, 2014 Stated Interest Rates Scheduled Maturity Date Mortgage and secured loans (1) Fixed rate mortgage and secured loans (2) $ 2,728,444 $ 3,116,882 4.40% - 8.00% 2015 – 2024 Net unamortized premium 54,409 66,340 Net unamortized debt issuance cost (5) $ (3,072 ) $ (4,381 ) Total mortgage and secured loans, net $ 2,779,781 $ 3,178,841 Notes payables Unsecured notes (3) $ 843,453 $ 243,453 3.85% - 7.97% 2015 - 2029 Net unamortized discount (1,787 ) (3,153 ) Net unamortized debt issuance cost (5) $ (6,189 ) $ — Total notes payable, net $ 835,477 $ 240,300 Unsecured Credit Facility and Term Loan Unsecured Credit Facility (4) $ 1,797,000 $ 2,019,475 1.69% 2017 – 2018 Unsecured Term Loan 600,000 600,000 1.59% 2019 Net unamortized debt issuance cost (5) (13,607 ) (16,108 ) Total Unsecured Credit Facility and Term Loan $ 2,383,393 $ 2,603,367 Total debt obligations, net $ 5,998,651 $ 6,022,508 (1) The Company’s mortgages and secured loans are collateralized by certain properties and the equity interests of certain subsidiaries. These properties had a carrying value as of June 30, 2015 of approximately $ 3.9 billion . (2) The weighted average interest rate on the Company’s fixed rate mortgage and secured loans was 6.03% as of June 30, 2015. (3) The weighted average interest rate on the Company’s unsecured notes was 4.13% as of June 30, 2015. (4) The Unsecured Credit Facility (as defined below) consists of a $1.25 billion revolving credit facility and a $1.5 billion term loan facility. The Company has in place five forward starting interest rate swap agreements that convert the floating interest rate on the $1.5 billion term loan facility to a fixed, combined interest rate of 0.844% plus an interest spread of 150 basis points. In February 2015, the Unsecured Credit Facility was amended to terminate the guarantees and release and discharge the Parent Guarantors from their respective obligations under the guarantees. (5) In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Beginning with the period ending June 30, 2015, the Company elected to early adopt ASU 2015-03 and appropriately and retrospectively applied the guidance to its debt obligations for all periods presented. These amounts were previously included in Deferred charges and prepaid expenses, net on the Company’s Condensed Consolidated Balance Sheets. 2015 Debt Transactions In January 2015, the Operating Partnership issued $700.0 million aggregate principal amount of 3.850% Senior Notes due 2025 (the “2025 Notes”), the proceeds of which were used to repay outstanding borrowings under its $1.25 billion unsecured revolving credit facility that had been used to repay indebtedness and financial liabilities over the course of 2014. The 2025 Notes bear interest at a rate of 3.850% per annum, payable semi-annually on February 1 and August 1 of each year, commencing August 1, 2015. The 2025 Notes will mature on February 1, 2025. The 2025 Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future senior unsecured and unsubordinated indebtedness. The Operating Partnership may redeem the 2025 Notes at any time in whole or from time to time in part at the applicable make-whole redemption price specified in the Indenture. If the 2025 Notes are redeemed on or after November 1, 2024 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2025 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. In addition, during the six months ended June 30, 2015, the Company repaid $381.4 million of mortgages and secured loans and $100.0 million of unsecured notes, resulting in a $0.8 million net gain on extinguishment of debt. These repayments were funded primarily from borrowings under the Company’s Unsecured Credit Facility. Pursuant to the terms of an unsecured $600.0 million term loan (the “Term Loan”), a $2.75 billion senior unsecured credit facility (the “Unsecured Credit Facility”) and the 2025 Notes, the Company among other things is subject to maintenance of various financial covenants. The Company is currently in compliance with these covenants. Debt Maturities As of June 30, 2015 and December 31, 2014, the Company had accrued interest of $ 31.7 million and $ 20.4 million outstanding, respectively. As of June 30, 2015, scheduled maturities of the Company’s outstanding debt obligations were as follows: Year ending December 31, 2015 (remaining six months) $ 157,519 2016 1,257,862 2017 646,659 2018 1,519,476 2019 620,126 Thereafter 1,767,255 Total debt maturities 5,968,897 Net unamortized premiums on mortgages 54,409 Net unamortized discount on notes (1,787 ) Net unamortized debt issuance costs (22,868 ) Total debt obligations $ 5,998,651 |
Fair Value Disclosures
Fair Value Disclosures | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | Fair Value Disclosures All financial instruments of the Company are reflected in the accompanying unaudited Condensed Consolidated Balance Sheets at amounts which, in management’s judgment, reasonably approximate their fair values, except those instruments listed below: June 30, 2015 December 31, 2014 Carrying Amounts Fair Value Carrying Amounts Fair Value Mortgage and secured loans payable $ 2,779,781 $ 2,906,292 $ 3,178,841 $ 3,337,250 Notes payable 835,477 815,332 240,300 252,441 Unsecured credit facility and term loan 2,383,393 2,397,000 2,603,367 2,619,475 Total debt obligations $ 5,998,651 $ 6,118,624 $ 6,022,508 $ 6,209,166 As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy is included in GAAP that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs that are classified within Level 3 of the hierarchy). In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The valuation methodology used to estimate the fair value of the Company’s debt obligations is based on discounted cash flows, with assumptions that include credit spreads, loan amounts and debt maturities. The Company determined that the valuations of its debt obligations are classified within Level 3 of the fair value hierarchy. Such fair value estimates are not necessarily indicative of the amounts that would be realized upon disposition. The Company’s marketable securities and interest rate derivatives are measured at fair value on a recurring basis. At June 30, 2015 and December 31, 2014, the fair values of the marketable securities are based on published values, securities dealers’ estimated market values or comparable market sales and fall within Level 2 of the fair value hierarchy. See Note 5 for fair value information on the interest rate derivatives. The Company’s impairment charges are measured at fair value on a non-recurring basis. See Note 3 for fair value information on the impairment charges. |
Equity and Capital
Equity and Capital | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Equity | Equity and Capital During the three months ended June 30, 2015, the Parent Company entered into an at-the-market equity offering program ("ATM") through which the Parent Company may sell from time to time up to an aggregate of $400.0 million of its common stock through sales agents over a three-year period. There were no shares issued under the ATM for the three months ended June 30, 2015. As of June 30, 2015, $400.0 million of common stock remained available for issuance under the ATM. During the three months ended June 30, 2015 and 2014, the Company declared common stock dividends and OP unit distributions of $0.225 per share and $0.20 per share, respectively. During the six months ended June 30, 2015 and 2014, the Company declared common stock dividends and OP unit distributions of $0.45 per share and $0.40 per share, respectively. As of June 30, 2015 and December 31, 2014, the Company had declared but unpaid common stock dividends and OP unit distributions of $69.4 million and $68.8 million , respectively. These amounts are included in accounts payable, accrued expenses and other liabilities on the Company's unaudited Condensed Consolidated Balance Sheets. The non-controlling interests presented in these unaudited Condensed Consolidated Financial Statements relate to portions of consolidated subsidiaries held by the non-controlling interest holders. Certain investments funds affiliated with The Blackstone Group L.P. and certain members of the Company’s management collectively owned 1.91% and 2.54% of the Operating Partnership’s outstanding vested partnership common units as of June 30, 2015 and December 31, 2014, respectively. During the six months ended June 30, 2015, 1.9 million OP Units were converted to an equal number of the Company’s common shares. |
Stock Based Compensation
Stock Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | Stock Based Compensation In 2011 and 2013 prior to the IPO, certain employees of the Company were granted long-term incentive awards which provided them with equity interests as an incentive to remain in the Company’s service and align executives’ interests with those of the Company’s equity holders. The awards were granted to such employees by the Partnerships, in the form of Class B Units in each of the Partnerships. The awards were granted with service, performance and market conditions. In connection with the IPO, certain of these awards vested and the vested awards were exchanged for a combination of vested common shares of the Company and vested shares of BPG Sub. The remaining unvested Class B Units as of the IPO effective date were exchanged for a combination of unvested restricted common shares of the Company and unvested restricted common shares of BPG Sub, (collectively, the “RSAs”). The RSAs are subject to the same vesting terms as those applicable to the exchanged Class B Units. During the six months ended June 30, 2015, the achievement of the performance condition became probable and the Company recognized $9.9 million of equity based compensation expense as a component of General and administrative expense in the Consolidated Statements of Operations. In connection with the IPO, the Board of Directors approved the 2013 Omnibus Incentive Plan (the “Plan”). The Plan provides for a maximum of 15.0 million shares of the Company’s common stock to be issued for qualified and non-qualified options, stock appreciation rights, restricted stock and restricted stock units, OP Units in the Operating Partnership, performance awards and other stock-based awards. During the six months ended June 30, 2015 and year ended December 31, 2014, the Company granted restricted stock units (“RSUs”) in the Company to certain employees, or at the election of certain employees, long-term incentive plan units (“LTIP Units”) in the Operating Partnership. The RSUs and LTIP Units are divided into multiple tranches, with each tranche subject to separate performance-based vesting conditions, market-based vesting conditions and service-based vesting conditions. Each award contains a threshold, target, and maximum number of units in respect to each tranche. The number of units actually earned for each tranche is determined based on performance during a specified performance period, and the earned units are then further subject to time-based vesting conditions. The aggregate number of RSUs and LTIP Units granted, assuming that the target level of performance is achieved, was 0.6 million and 0.6 million for the six months ended June 30, 2015 and year ended December 31, 2014, respectively, with service periods ranging from one to five years. The Company recognized $2.6 million and $3.0 million of equity based compensation expense for the three months ended June 30, 2015 and 2014, respectively. The Company recognized $15.5 million and $5.1 million of equity based compensation expense for the six months ended June 30, 2015 and 2014, respectively. As of June 30, 2015, the Company had $16.1 million of total unrecognized compensation cost related to unvested stock compensation expected to be recognized over a weighted average period of approximately 2.5 years. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to the Company’s common stockholders, including participating securities, by the weighted average number of shares outstanding for the period. Certain restricted shares issued pursuant to the Company’s share-based compensation program are considered participating securities, as such shares have rights to receive non-forfeitable dividends. Unvested restricted shares are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the common stockholders. Fully-diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock. The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and six months ended June 30, 2015 and 2014: Three Month Ended June 30, Six Month Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Share: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests (1,055 ) (7,821 ) (1,768 ) (14,951 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to common stockholders 54,106 23,191 84,524 38,284 Income from discontinued operations, net of non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for basic earnings per share $ 54,106 $ 23,205 $ 84,524 $ 38,338 Weighted average number shares outstanding - basic 298,464 228,978 297,332 228,547 Basic Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Share: Income from continuing operations attributable to common stockholders $ 54,106 $ 23,191 $ 84,524 $ 38,284 Allocation to convertible non-controlling interests — — 1,768 — Income from continuing operations attributable to common stockholders for diluted earnings per share 54,106 23,191 86,292 38,284 Income from discontinued operations, net of nonconvertible non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for diluted earnings per share $ 54,106 $ 23,205 $ 86,292 $ 38,338 Weighted average shares outstanding - basic 298,464 228,978 297,332 228,547 Effect of dilutive securities: Conversion of OP Units — — 6,378 — Equity awards 530 1,491 1,009 1,360 Weighted average shares outstanding - diluted 298,994 230,469 304,719 229,907 Diluted Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Earnings per Unit
Earnings per Unit | 6 Months Ended |
Jun. 30, 2015 | |
Schedule of Earnings per Share [Line Items] | |
Earnings per Unit | Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to the Company’s common stockholders, including participating securities, by the weighted average number of shares outstanding for the period. Certain restricted shares issued pursuant to the Company’s share-based compensation program are considered participating securities, as such shares have rights to receive non-forfeitable dividends. Unvested restricted shares are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the common stockholders. Fully-diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock. The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and six months ended June 30, 2015 and 2014: Three Month Ended June 30, Six Month Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Share: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests (1,055 ) (7,821 ) (1,768 ) (14,951 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to common stockholders 54,106 23,191 84,524 38,284 Income from discontinued operations, net of non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for basic earnings per share $ 54,106 $ 23,205 $ 84,524 $ 38,338 Weighted average number shares outstanding - basic 298,464 228,978 297,332 228,547 Basic Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Share: Income from continuing operations attributable to common stockholders $ 54,106 $ 23,191 $ 84,524 $ 38,284 Allocation to convertible non-controlling interests — — 1,768 — Income from continuing operations attributable to common stockholders for diluted earnings per share 54,106 23,191 86,292 38,284 Income from discontinued operations, net of nonconvertible non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for diluted earnings per share $ 54,106 $ 23,205 $ 86,292 $ 38,338 Weighted average shares outstanding - basic 298,464 228,978 297,332 228,547 Effect of dilutive securities: Conversion of OP Units — — 6,378 — Equity awards 530 1,491 1,009 1,360 Weighted average shares outstanding - diluted 298,994 230,469 304,719 229,907 Diluted Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Brixmor Operating Partnership LP [Member] | |
Schedule of Earnings per Share [Line Items] | |
Earnings per Unit | Earnings per Unit Basic earnings per unit is calculated by dividing net income attributable to the Operating Partnership’s common units, including participating securities, by the weighted average number of partnership common units outstanding for the period. Certain restricted units issued pursuant to the Company’s share-based compensation program are considered participating securities. Unvested restricted units are not allocated net losses, as such amounts are allocated entirely to the partnership common units. The following table provides a reconciliation of the numerator and denominator of the earnings per unit calculations for the three and six months ended June 30, 2015 and 2014: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Unit: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests — (322 ) — (2,464 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to partnership common units 55,161 30,690 86,292 50,771 Income from discontinued operations, net of Series A interest — 18 — 72 Net income attributable to the Operating Partnership’s common units for basic earnings per unit $ 55,161 $ 30,708 $ 86,292 $ 50,843 Weighted average number of common units outstanding - basic 304,283 302,173 303,710 302,161 Basic Earnings Per Unit Attributable to the Operating Partnership’s Common Units: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net Income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Unit: Income from continuing operations attributable to partnership common units $ 55,161 $ 30,690 $ 86,292 $ 50,771 Income from discontinued operations, net of Series A interest — 18 — 72 Net income attributable to the Operating Partnership’s common units for diluted earnings per unit $ 55,161 $ 30,708 $ 86,292 $ 50,843 Weighted average common units outstanding - basic 304,283 302,173 303,710 302,161 Effect of dilutive securities: Equity awards 530 1,491 1,009 1,360 Weighted average common units outstanding - diluted 304,813 303,664 304,719 303,521 Diluted Earnings Per Unit Attributable to the Operating Partnership’s Common Units: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net Income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leasing commitments The Company periodically enters into ground leases for neighborhood and community shopping centers which it operates and enters into office leases for administrative space. During the three months ended June 30, 2015 and 2014, the Company recognized rent expense associated with these leases of $2.5 million and $2.3 million , respectively. During the six months ended June 30, 2015 and 2014, the Company recognized rent expense associated with these leases of $5.0 million and $4.7 million , respectively. Minimum annual rental commitments associated with these leases during the next five years and thereafter are as follows: Year ending December 31, 2015 (remaining six months) $ 3,411 2016 6,861 2017 6,756 2018 6,371 2019 6,227 Thereafter 92,554 Total minimum annual rental commitments $ 122,180 Environmental matters Under various federal, state and local laws, ordinances and regulations, the Company may be considered an owner or operator of real property or may have arranged for the disposal or treatment of hazardous or toxic substances. As a result, the Company may be liable for certain costs including removal, remediation, government fines and injuries to persons and property. The Company does not believe that any resulting liability from such matters will have a material adverse effect on the financial position, results of operations or liquidity of the Company. Other legal matters The Company is subject to various other legal proceedings and claims that arise in the ordinary course of business. Management believes that the final outcome of such matters will not have a material adverse effect on the financial position, results of operations or liquidity of the Company. |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions In the ordinary course of conducting its business, the Company enters into customary agreements with its affiliates and unconsolidated joint ventures in relation to the leasing and management of its and/or its related parties’ real estate assets. As of June 30, 2015 and December 31, 2014, receivables from related parties were $ 0.3 million and $ 4.2 million , respectively, which are included in Receivables, net in the unaudited Condensed Consolidated Balance Sheets. As of June 30, 2015 and December 31, 2014, there were no material payables to related parties. |
Nature of Business and Financ23
Nature of Business and Financial Statement Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business Brixmor Property Group Inc. and subsidiaries (collectively, the “Parent Company”) is an internally-managed REIT. Brixmor Operating Partnership LP and subsidiaries (collectively, the “Operating Partnership”) is the entity through which the Parent Company conducts substantially all of its operations and owns substantially all of its assets. The Parent Company owns 100% of the common stock of BPG Subsidiary Inc. (“BPG Sub”), which, in turn, is the sole member of Brixmor OP GP LLC (the “General Partner”), the sole general partner of the Operating Partnership. The Parent Company engages in the ownership, management, leasing, acquisition and development of retail shopping centers through the Operating Partnership, and has no other substantial assets or liabilities other than through its investment in the Operating Partnership. The Parent Company, the Operating Partnership and their controlled subsidiaries on a consolidated basis (collectively the “Company” or “Brixmor”) owns and operates the largest wholly-owned portfolio of grocery-anchored community and neighborhood shopping centers in the United States. As of June 30, 2015, the Parent Company beneficially owned, through its direct and indirect interest in BPG Sub and the General Partner, 98.1% of the outstanding partnership common units of interest in the Operating Partnership (“OP Units”). Certain investments funds affiliated with The Blackstone Group L.P. (together with such affiliated funds, “Blackstone”) and certain members of the Parent Company’s current and former management collectively owned the remaining 1.9% of the outstanding OP Units. Holders of OP Units (other than the Parent Company, BPG Sub and the General Partner) may redeem their OP Units for cash based upon the market value of an equivalent number of shares of the Parent Company’s common stock or, at the Parent Company’s election, exchange their OP Units for shares of the Parent Company’s common stock on a one-for-one basis subject to customary conversion rate adjustments for splits, unit distributions and reclassifications. The number of OP Units in the Operating Partnership beneficially owned by the Parent Company is equivalent to the number of outstanding shares of the Parent Company’s common stock, and the entitlement of all OP Units to quarterly distributions and payments in liquidation is substantially the same as those of the Parent Company’s common stockholders. The Company does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single reportable segment for disclosure purposes in accordance with U.S. generally accepted accounting principles (“GAAP”). |
Basis of Presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for the fair presentation of the unaudited Condensed Consolidated Financial Statements for the periods presented have been included. The operating results for the periods presented are not necessarily indicative of the results that may be expected for a full fiscal year. These financial statements should be read in conjunction with the financial statements for the year ended December 31, 2014 and accompanying notes included in the Company's annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 19, 2015. Certain prior period balances in the accompanying unaudited Condensed Consolidated Statements of Operations have been reclassified to conform to the current period presentation for the results of discontinued operations and certain prior period balances in the accompanying unaudited Condensed Consolidated Balance Sheets have been reclassified to conform to the current period presentation for the adoption of Accounting Standards Update (“ASU”) 2015-13,“Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs.” |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, each of their wholly owned subsidiaries and all other entities in which they have a controlling financial interest. The portions of consolidated entities not owned by the Parent Company and the Operating Partnership are presented as non-controlling interests as of and during the periods presented. All intercompany transactions have been eliminated. |
Subsequent Events | Subsequent Events In preparing the unaudited Condensed Consolidated Financial Statements, the Company has evaluated events and transactions occurring after June 30, 2015 for recognition or disclosure purposes. Based on this evaluation, there were no subsequent events from June 30, 2015 through the date the financial statements were issued. |
Income Taxes | Income Taxes The Parent Company has elected to qualify as a REIT in accordance with the Internal Revenue Code (the “Code”). To qualify as a REIT, the Parent Company must meet a number of organizational and operational requirements, including a requirement that it currently distribute at least 90% of its adjusted REIT taxable income to its stockholders. It is management’s intention to adhere to these requirements and maintain the Parent Company’s REIT status. As a REIT, the Parent Company generally will not be subject to federal income tax, provided that distributions to its stockholders equal at least the amount of its REIT taxable income as defined under the Code. If the Parent Company fails to qualify as a REIT in any taxable year, it will be subject to federal taxes at regular corporate rates (including any applicable alternative minimum tax) and may not be able to qualify as a REIT for four subsequent taxable years. The Parent Company does not have any taxable REIT subsidiaries, but may in the future elect to treat newly formed subsidiaries as taxable REIT subsidiaries which would be subject to income tax. Taxable REIT subsidiaries may participate in non-real estate-related activities and/or perform non-customary services for tenants and are subject to United States federal and state income tax at regular corporate tax rates. The Operating Partnership is organized as a limited partnership and is generally not subject to federal income tax. Accordingly, no provision for federal income taxes has been reflected in the accompanying unaudited Condensed Consolidated Financial Statements. The Operating Partnership, however, may be subject to certain state and local income taxes or franchise taxes. The Company has analyzed the tax position taken on income tax returns for the open 2012 through 2014 tax years and has concluded that no provision for income taxes related to uncertain tax positions is required in the Company’s unaudited Condensed Consolidated Financial Statements as of June 30, 2015 and December 31, 2014. |
New Accounting Pronouncements | New Accounting Pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued ASU 2015-03, “Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs.” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The Company elected to early adopt ASU 2015-03 beginning with the period ending June 30, 2015 (see Note 6). The adoption of ASU 2015-03 did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU No. 2014-09 contains a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The guidance in ASU No. 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For public entities, ASU No. 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is not permitted. The Company is currently in the process of evaluating the impact the adoption of ASU No. 2014-09 will have on the unaudited Condensed Consolidated Financial Statements of the Company. Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they either are not relevant to the Company, or they are not expected to have a material effect on the unaudited Condensed Consolidated Financial Statements of the Company. |
Acquisition of Real Estate (Tab
Acquisition of Real Estate (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | During the three and six months ended June 30, 2015, the Company acquired the following properties, in separate transactions (dollars in thousands): Purchase Price Property Name Location Month Acquired Cash Debt Assumed Total GLA Retail Building at Bardin Place Center Arlington, TX Jun-15 $ 9,258 $ — $ 9,258 96,127 Larchmont Centre Mt. Laurel, NJ Jun-15 11,000 7,000 18,000 103,787 Webster Square Shopping Center Marshfield, MA Jun-15 31,950 — 31,950 182,756 $ 52,208 $ 7,000 $ 59,208 382,670 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The aggregate purchase price of the properties acquired during the six months ended June 30, 2015, has been preliminarily allocated as follows: Assets Land $ 12,924 Buildings 35,640 Building Improvements 4,634 Tenant Improvements 2,273 Above Market Rents 120 In-Place Leases 4,010 Real estate, net 59,601 Deferred charges and prepaid expenses, net 1,787 Total assets 61,388 Liabilities Mortgage payable $ 7,000 Mortgage Fair Value Adjustment 440 Debt obligations, net 7,440 Accounts payable, accrued expenses and other liabilities (Below Market Leases) 1,740 Total liabilities 9,180 Net Assets Acquired $ 52,208 |
Discontinued Operations and A25
Discontinued Operations and Assets Held for Sale (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Reclassificationa of Disposal Groups, Including Discontinued Operations | The following table provides a summary of revenues and expenses from properties included in discontinued operations during the three and six months ended June 30, 2014: Three Months Ended June 30, 2014 Six Months Ended June 30, 2014 Discontinued operations: Revenues $ 128 $ 514 Operating expenses (110 ) (1,488 ) Other income (expense), net — 5,815 Income from discontinued operating properties 18 4,841 Gain on disposition of operating properties — 14,426 Income from discontinued operations $ 18 $ 19,267 |
Real Estate (Tables)
Real Estate (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Schedule of real estate properties | The Company’s components of Real estate, net consisted of the following: June 30, 2015 December 31, 2014 Land $ 2,008,601 $ 2,000,415 Buildings and improvements: Building 7,355,857 7,332,073 Building and tenant improvements 619,757 552,351 Other rental property (1) 894,762 917,410 10,878,977 10,802,249 Accumulated depreciation and amortization (1) (1,711,841 ) (1,549,234 ) Total $ 9,167,136 $ 9,253,015 (1) At June 30, 2015 and December 31, 2014, Other rental property consisted of intangible assets including: (i) $ 812.7 million and $ 833.3 million , respectively, of in-place lease value, (ii) $ 82.1 million and $ 84.1 million , respectively, of above-market leases, and (iii) $ 577.4 million and $ 550.4 million , respectively, of accumulated amortization. These intangible assets are amortized over the term of each related lease. |
Schedule of expected net amortization expense associated with intangible assets and liabilities | The estimated net amortization expense associated with the Company’s intangible assets and liabilities for the next five years is as follows: Year Ended December 31, Estimated net amortization expense 2015 (remaining six months) $ 20,175 2016 23,142 2017 11,208 2018 5,056 2019 2,881 |
Financial Instruments - Deriv27
Financial Instruments - Derivatives and Hedging (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative [Line Items] | |
Schedule of derivative instruments in Statement of Financial Position, fair value | Fair Value of Derivative Instruments Interest rate swaps classified as: June 30, 2015 December 31, 2014 Gross derivative assets $ — $ — Gross derivative liabilities (6,143 ) (4,423 ) Net derivative liability $ (6,143 ) $ (4,423 ) |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | |
Derivative [Line Items] | |
Schedule of interest rate derivatives | A detail of the Company’s interest rate derivatives designated as cash flow hedges outstanding as of June 30, 2015 is as follows: Number of Instruments Notional Amount Interest Rate Swaps 5 $ 1,500,000 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt obligations under various arrangements with financial institutions | As of June 30, 2015 and December 31, 2014, the Company had the following indebtedness outstanding: Carrying Value as of June 30, 2015 December 31, 2014 Stated Interest Rates Scheduled Maturity Date Mortgage and secured loans (1) Fixed rate mortgage and secured loans (2) $ 2,728,444 $ 3,116,882 4.40% - 8.00% 2015 – 2024 Net unamortized premium 54,409 66,340 Net unamortized debt issuance cost (5) $ (3,072 ) $ (4,381 ) Total mortgage and secured loans, net $ 2,779,781 $ 3,178,841 Notes payables Unsecured notes (3) $ 843,453 $ 243,453 3.85% - 7.97% 2015 - 2029 Net unamortized discount (1,787 ) (3,153 ) Net unamortized debt issuance cost (5) $ (6,189 ) $ — Total notes payable, net $ 835,477 $ 240,300 Unsecured Credit Facility and Term Loan Unsecured Credit Facility (4) $ 1,797,000 $ 2,019,475 1.69% 2017 – 2018 Unsecured Term Loan 600,000 600,000 1.59% 2019 Net unamortized debt issuance cost (5) (13,607 ) (16,108 ) Total Unsecured Credit Facility and Term Loan $ 2,383,393 $ 2,603,367 Total debt obligations, net $ 5,998,651 $ 6,022,508 (1) The Company’s mortgages and secured loans are collateralized by certain properties and the equity interests of certain subsidiaries. These properties had a carrying value as of June 30, 2015 of approximately $ 3.9 billion . (2) The weighted average interest rate on the Company’s fixed rate mortgage and secured loans was 6.03% as of June 30, 2015. (3) The weighted average interest rate on the Company’s unsecured notes was 4.13% as of June 30, 2015. (4) The Unsecured Credit Facility (as defined below) consists of a $1.25 billion revolving credit facility and a $1.5 billion term loan facility. The Company has in place five forward starting interest rate swap agreements that convert the floating interest rate on the $1.5 billion term loan facility to a fixed, combined interest rate of 0.844% plus an interest spread of 150 basis points. In February 2015, the Unsecured Credit Facility was amended to terminate the guarantees and release and discharge the Parent Guarantors from their respective obligations under the guarantees. (5) In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Beginning with the period ending June 30, 2015, the Company elected to early adopt ASU 2015-03 and appropriately and retrospectively applied the guidance to its debt obligations for all periods presented. These amounts were previously included in Deferred charges and prepaid expenses, net on the Company’s Condensed Consolidated Balance Sheets. |
Future expected/scheduled maturities of outstanding debt and capital lease obligations | As of June 30, 2015 and December 31, 2014, the Company had accrued interest of $ 31.7 million and $ 20.4 million outstanding, respectively. As of June 30, 2015, scheduled maturities of the Company’s outstanding debt obligations were as follows: Year ending December 31, 2015 (remaining six months) $ 157,519 2016 1,257,862 2017 646,659 2018 1,519,476 2019 620,126 Thereafter 1,767,255 Total debt maturities 5,968,897 Net unamortized premiums on mortgages 54,409 Net unamortized discount on notes (1,787 ) Net unamortized debt issuance costs (22,868 ) Total debt obligations $ 5,998,651 |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Fair Value Debt Obligation | All financial instruments of the Company are reflected in the accompanying unaudited Condensed Consolidated Balance Sheets at amounts which, in management’s judgment, reasonably approximate their fair values, except those instruments listed below: June 30, 2015 December 31, 2014 Carrying Amounts Fair Value Carrying Amounts Fair Value Mortgage and secured loans payable $ 2,779,781 $ 2,906,292 $ 3,178,841 $ 3,337,250 Notes payable 835,477 815,332 240,300 252,441 Unsecured credit facility and term loan 2,383,393 2,397,000 2,603,367 2,619,475 Total debt obligations $ 5,998,651 $ 6,118,624 $ 6,022,508 $ 6,209,166 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and six months ended June 30, 2015 and 2014: Three Month Ended June 30, Six Month Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Share: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests (1,055 ) (7,821 ) (1,768 ) (14,951 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to common stockholders 54,106 23,191 84,524 38,284 Income from discontinued operations, net of non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for basic earnings per share $ 54,106 $ 23,205 $ 84,524 $ 38,338 Weighted average number shares outstanding - basic 298,464 228,978 297,332 228,547 Basic Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Share: Income from continuing operations attributable to common stockholders $ 54,106 $ 23,191 $ 84,524 $ 38,284 Allocation to convertible non-controlling interests — — 1,768 — Income from continuing operations attributable to common stockholders for diluted earnings per share 54,106 23,191 86,292 38,284 Income from discontinued operations, net of nonconvertible non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for diluted earnings per share $ 54,106 $ 23,205 $ 86,292 $ 38,338 Weighted average shares outstanding - basic 298,464 228,978 297,332 228,547 Effect of dilutive securities: Conversion of OP Units — — 6,378 — Equity awards 530 1,491 1,009 1,360 Weighted average shares outstanding - diluted 298,994 230,469 304,719 229,907 Diluted Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Earnings per Unit (Tables)
Earnings per Unit (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Schedule of Earnings per Share [Line Items] | |
Schedule of earnings per unit, basic and diluted | The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and six months ended June 30, 2015 and 2014: Three Month Ended June 30, Six Month Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Share: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests (1,055 ) (7,821 ) (1,768 ) (14,951 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to common stockholders 54,106 23,191 84,524 38,284 Income from discontinued operations, net of non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for basic earnings per share $ 54,106 $ 23,205 $ 84,524 $ 38,338 Weighted average number shares outstanding - basic 298,464 228,978 297,332 228,547 Basic Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Share: Income from continuing operations attributable to common stockholders $ 54,106 $ 23,191 $ 84,524 $ 38,284 Allocation to convertible non-controlling interests — — 1,768 — Income from continuing operations attributable to common stockholders for diluted earnings per share 54,106 23,191 86,292 38,284 Income from discontinued operations, net of nonconvertible non-controlling interests — 14 — 54 Net income attributable to the Company’s common stockholders for diluted earnings per share $ 54,106 $ 23,205 $ 86,292 $ 38,338 Weighted average shares outstanding - basic 298,464 228,978 297,332 228,547 Effect of dilutive securities: Conversion of OP Units — — 6,378 — Equity awards 530 1,491 1,009 1,360 Weighted average shares outstanding - diluted 298,994 230,469 304,719 229,907 Diluted Earnings Per Share Attributable to the Company’s Common Stockholders: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Brixmor Operating Partnership LP [Member] | |
Schedule of Earnings per Share [Line Items] | |
Schedule of earnings per unit, basic and diluted | The following table provides a reconciliation of the numerator and denominator of the earnings per unit calculations for the three and six months ended June 30, 2015 and 2014: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Computation of Basic Earnings Per Unit: Income from continuing operations $ 55,167 $ 31,280 $ 86,303 $ 53,771 Income attributable to non-controlling interests — (322 ) — (2,464 ) Non-forfeitable dividends on unvested restricted shares (6 ) (268 ) (11 ) (536 ) Income from continuing operations attributable to partnership common units 55,161 30,690 86,292 50,771 Income from discontinued operations, net of Series A interest — 18 — 72 Net income attributable to the Operating Partnership’s common units for basic earnings per unit $ 55,161 $ 30,708 $ 86,292 $ 50,843 Weighted average number of common units outstanding - basic 304,283 302,173 303,710 302,161 Basic Earnings Per Unit Attributable to the Operating Partnership’s Common Units: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net Income $ 0.18 $ 0.10 $ 0.28 $ 0.17 Computation of Diluted Earnings Per Unit: Income from continuing operations attributable to partnership common units $ 55,161 $ 30,690 $ 86,292 $ 50,771 Income from discontinued operations, net of Series A interest — 18 — 72 Net income attributable to the Operating Partnership’s common units for diluted earnings per unit $ 55,161 $ 30,708 $ 86,292 $ 50,843 Weighted average common units outstanding - basic 304,283 302,173 303,710 302,161 Effect of dilutive securities: Equity awards 530 1,491 1,009 1,360 Weighted average common units outstanding - diluted 304,813 303,664 304,719 303,521 Diluted Earnings Per Unit Attributable to the Operating Partnership’s Common Units: Income from continuing operations $ 0.18 $ 0.10 $ 0.28 $ 0.17 Income from discontinued operations — — — — Net Income $ 0.18 $ 0.10 $ 0.28 $ 0.17 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Minimum annual rental commitments associated with these leases during the next five years and thereafter are as follows: Year ending December 31, 2015 (remaining six months) $ 3,411 2016 6,861 2017 6,756 2018 6,371 2019 6,227 Thereafter 92,554 Total minimum annual rental commitments $ 122,180 |
Nature of Business and Financ33
Nature of Business and Financial Statement Presentation (Description of Business) (Details) - Parent Company [Member] | Jun. 30, 2015 |
BPG Sub [Member] | |
Nture of Oerations and Financial Statements Presentation [Line Items] | |
Ownership percentage | 100.00% |
Operating Partnership [Member] | |
Nture of Oerations and Financial Statements Presentation [Line Items] | |
Ownership percentage | 98.10% |
Certain Members of the Parent Company’s Current and Former Management [Member] | |
Nture of Oerations and Financial Statements Presentation [Line Items] | |
Ownership percentage | 1.90% |
Acquisition of Real Estate (Pro
Acquisition of Real Estate (Pro Forma Information) (Details) - Jun. 30, 2015 $ in Thousands | USD ($)ft² |
Business Acquisition [Line Items] | |
Purchase Price, Cash | $ 52,208 |
Purchase Price, Debt Assumed | 7,000 |
Purchase Price, Total | $ 59,208 |
Purchase Price, GLA | ft² | 382,670 |
Retail Building at Bardin Place Center [Member] | |
Business Acquisition [Line Items] | |
Purchase Price, Cash | $ 9,258 |
Purchase Price, Debt Assumed | 0 |
Purchase Price, Total | $ 9,258 |
Purchase Price, GLA | ft² | 96,127 |
Larchmont Centre [Member] | |
Business Acquisition [Line Items] | |
Purchase Price, Cash | $ 11,000 |
Purchase Price, Debt Assumed | 7,000 |
Purchase Price, Total | $ 18,000 |
Purchase Price, GLA | ft² | 103,787 |
Webster Square Shopping Center [Member] | |
Business Acquisition [Line Items] | |
Purchase Price, Cash | $ 31,950 |
Purchase Price, Debt Assumed | 0 |
Purchase Price, Total | $ 31,950 |
Purchase Price, GLA | ft² | 182,756 |
Acquisition of Real Estate (Pur
Acquisition of Real Estate (Purchase Price) (Details) - Acquired Properties [Member] $ in Thousands | Jun. 30, 2015USD ($) |
Assets | |
Land | $ 12,924 |
Buildings | 35,640 |
Building Improvements | 4,634 |
Tenant Improvements | 2,273 |
Above Market Rents | 120 |
In-Place Leases | 4,010 |
Real estate, net | 59,601 |
Deferred charges and prepaid expenses, net | 1,787 |
Total assets | 61,388 |
Liabilities | |
Debt obligations, net | 7,440 |
Accounts payable, accrued expenses and other liabilities (Below Market Leases) | 1,740 |
Total liabilities | 9,180 |
Net Assets Acquired | 52,208 |
Mortgage Payable [Member] | |
Liabilities | |
Debt obligations, net | 7,000 |
Mortgage Fair Value Adjustment [Member] | |
Liabilities | |
Debt obligations, net | $ 440 |
Acquisition of Real Estate (Nar
Acquisition of Real Estate (Narrative) (Details) - Jun. 30, 2015 - USD ($) $ in Millions | Total | Total |
Other Nonoperating Income (Expense) [Member] | ||
Real Estate Properties [Line Items] | ||
Acquisition related expenses | $ 1.5 | $ 1.5 |
Discontinued Operations and A37
Discontinued Operations and Assets Held for Sale (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 18 Months Ended | |
Jun. 30, 2015USD ($)shopping_center | Jun. 30, 2015USD ($)shopping_center | Jun. 30, 2014USD ($) | Jun. 30, 2015shopping_center | |
Schedule of Acquisitions and Dispositions [Line Items] | ||||
Number of shopping centers sold | 3 | 4 | ||
Proceeds from sale | $ | $ 31,900 | $ 41,800 | ||
Gain on sale | $ | $ 9,224 | 9,224 | $ 16,624 | |
Provisions of impairment | $ | $ 800 | |||
Discontinued Operations [Member] | ||||
Schedule of Acquisitions and Dispositions [Line Items] | ||||
Number of shopping centers sold | 34 | |||
Discontinued Operations [Member] | Blackstone Advisory Partners L.P. [Member] | ||||
Schedule of Acquisitions and Dispositions [Line Items] | ||||
Number of shopping centers sold | 33 |
Discontinued Operations and A38
Discontinued Operations and Assets Held for Sale (Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Revenues | $ 128 | $ 514 | ||
Operating expenses | (110) | (1,488) | ||
Other expense, net | 0 | 5,815 | ||
Income from discontinued operating properties | $ 0 | 18 | $ 0 | 4,841 |
Gain on disposition of operating properties | 0 | 0 | 0 | 14,426 |
Income from discontinued operations | $ 0 | $ 18 | $ 0 | $ 19,267 |
Real Estate (Details)
Real Estate (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Real Estate Properties [Line Items] | |||||
Provisions for impairment | $ 807 | $ 0 | |||
Real Estate Owned, Disclosure of Detailed Components [Abstract] | |||||
Land | $ 2,008,601 | 2,008,601 | $ 2,000,415 | ||
Building | 7,355,857 | 7,355,857 | 7,332,073 | ||
Building and tenant improvements | 619,757 | 619,757 | 552,351 | ||
Other rental property | 894,762 | 894,762 | 917,410 | ||
Real estate, gross | 10,878,977 | 10,878,977 | 10,802,249 | ||
Accumulated depreciation and amortization | (1,711,841) | (1,711,841) | (1,549,234) | ||
Real estate, net | 9,167,136 | 9,167,136 | 9,253,015 | ||
Accumulated amortization | 577,400 | 577,400 | 550,400 | ||
Intangible liabilities relating to below-market leases | 517,000 | 517,000 | 528,700 | ||
Accumulated amortization on below-market leases | 220,300 | 220,300 | 202,700 | ||
Amortization of Intangible Assets | 11,200 | $ 18,600 | 22,700 | $ 40,300 | |
Leases, Acquired-in-Place [Member] | |||||
Real Estate Owned, Disclosure of Detailed Components [Abstract] | |||||
In-place lease value | 812,700 | 812,700 | 833,300 | ||
Estimated Amortization Expense of Intangible Assets and Liabilities [Abstract] | |||||
2015 (remaining six months) | 20,175 | 20,175 | |||
2,016 | 23,142 | 23,142 | |||
2,017 | 11,208 | 11,208 | |||
2,018 | 5,056 | 5,056 | |||
2,019 | 2,881 | 2,881 | |||
Above Market Leases [Member] | |||||
Real Estate Owned, Disclosure of Detailed Components [Abstract] | |||||
Above market leases | $ 82,100 | $ 82,100 | $ 84,100 |
Financial Instruments - Deriv40
Financial Instruments - Derivatives and Hedging (Details) - Jun. 30, 2015 - Interest Rate Swap [Member] - Designated as Hedging Instrument [Member] $ in Thousands | USD ($)derivative_instrument |
Derivative [Line Items] | |
Number of Instruments | 5 |
Notional Amount | $ | $ 1,500,000 |
Financial Instruments - Deriv41
Financial Instruments - Derivatives and Hedging (Details 1) - Interest Rate Swap [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Gross derivative assets | $ 0 | $ 0 |
Gross derivative liabilities | (6,143) | (4,423) |
Net derivative liability | $ (6,143) | $ (4,423) |
Financial Instruments - Deriv42
Financial Instruments - Derivatives and Hedging (Details Textual) $ in Millions | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Amount expected to be reclassified from accumulated other comprehensive loss in the next twelve months | $ 6.3 |
Agreement obligations | $ 7 |
Debt Obligations (Details)
Debt Obligations (Details) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015USD ($)derivative_instrument | Dec. 31, 2014USD ($) | ||
Debt obligations under various arrangements with financial institutions | |||
Long-term debt | $ 5,968,897 | ||
Net unamortized premium | 54,409 | ||
Net unamortized debt issuance cost | (22,868) | ||
Net unamortized discount | (1,787) | ||
Total debt obligations | 5,998,651 | $ 6,022,508 | |
Collateral carrying value | 3,900,000 | ||
Term Loan [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Term loan face amount | $ 1,500,000 | ||
Number of interest rate derivatives held | derivative_instrument | 5 | ||
Effective percentage | 0.844% | ||
Stated spread rate | 1.50% | ||
Secured Debt [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Long-term debt | $ 2,728,444 | 3,116,882 | |
Net unamortized premium | 54,409 | 66,340 | |
Net unamortized debt issuance cost | (3,072) | (4,381) | |
Long-term Debt | $ 2,779,781 | 3,178,841 | |
Weighted average fixed interest rate | 6.03% | ||
Secured Debt [Member] | Minimum [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Stated percentage | 4.40% | ||
Secured Debt [Member] | Maximum [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Stated percentage | 8.00% | ||
Unsecured Debt [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Long-term debt | $ 843,453 | 243,453 | |
Net unamortized debt issuance cost | (6,189) | 0 | |
Net unamortized discount | (1,787) | (3,153) | |
Long-term Debt | $ 835,477 | 240,300 | |
Weighted average fixed interest rate | 4.13% | ||
Unsecured Debt [Member] | Minimum [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Stated percentage | 3.85% | ||
Unsecured Debt [Member] | Maximum [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Stated percentage | 7.97% | ||
Unsecured Debt [Member] | Unsecured Credit Facility [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Long-term debt | $ 1,797,000 | 2,019,475 | |
Stated percentage | [1] | 1.69% | |
Unsecured Debt [Member] | Term Loan [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Long-term debt | $ 600,000 | 600,000 | |
Stated percentage | 1.59% | ||
Unsecured Debt [Member] | Unsecured Credit Facility and Term Loan [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Net unamortized debt issuance cost | $ (13,607) | (16,108) | |
Long-term Debt | 2,383,393 | $ 2,603,367 | |
Unsecured Debt [Member] | Revolving Credit Facility [Member] | |||
Debt obligations under various arrangements with financial institutions | |||
Credit facility maximum borrowing capacity | $ 1,250,000 | ||
[1] | The Unsecured Credit Facility (as defined below) consists of a $1.25 billion revolving credit facility and a $1.5 billion term loan facility. The Company has in place five forward starting interest rate swap agreements that convert the floating interest rate on the $1.5 billion term loan facility to a fixed, combined interest rate of 0.844% plus an interest spread of 150 basis points. In February 2015, the Unsecured Credit Facility was amended to terminate the guarantees and release and discharge the Parent Guarantors from their respective obligations under the guarantees. |
Fair Value Disclosures (Details
Fair Value Disclosures (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Estimated fair value of the Company's debt obligations compared to their carrying amounts | ||
Mortgages and secured loans payable | $ 5,998,651 | $ 6,022,508 |
Total debt obligations | 5,998,651 | 6,022,508 |
Reported Value Measurement [Member] | ||
Estimated fair value of the Company's debt obligations compared to their carrying amounts | ||
Mortgages and secured loans payable | 2,779,781 | 3,178,841 |
Notes payable | 835,477 | 240,300 |
Unsecured credit facility and term loan | 2,383,393 | 2,603,367 |
Total debt obligations | 5,998,651 | 6,022,508 |
Estimate of Fair Value Measurement [Member] | ||
Estimated fair value of the Company's debt obligations compared to their carrying amounts | ||
Mortgages and secured loans payable | 2,906,292 | 3,337,250 |
Notes payable | 815,332 | 252,441 |
Unsecured credit facility and term loan | 2,397,000 | 2,619,475 |
Total debt obligations | $ 6,118,624 | $ 6,209,166 |
Debt Obligations (Details 1)
Debt Obligations (Details 1) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Future expected/scheduled maturities of outstanding debt and capital lease | ||
2015 (remaining six months) | $ 157,519 | |
2,016 | 1,257,862 | |
2,017 | 646,659 | |
2,018 | 1,519,476 | |
2,019 | 620,126 | |
Thereafter | 1,767,255 | |
Total debt maturities | 5,968,897 | |
Net unamortized premiums on mortgages | 54,409 | |
Net unamortized discount on notes | (1,787) | |
Net unamortized debt issuance costs | (22,868) | |
Total debt obligations | $ 5,998,651 | $ 6,022,508 |
Debt Obligations (Details Textu
Debt Obligations (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jan. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||||
Gain on extinguishment of debt, net | $ 493 | $ (757) | $ 785 | $ (3,033) | ||
Long-term debt | 5,968,897 | 5,968,897 | ||||
Accrued interest | 31,700 | 31,700 | $ 20,400 | |||
Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 2,728,444 | 2,728,444 | 3,116,882 | |||
Unsecured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 843,453 | 843,453 | $ 243,453 | |||
Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 600,000 | 600,000 | ||||
Unsecured Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt repaid | $ 1,250,000 | |||||
Mortgages [Member] | Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt repaid | 381,400 | |||||
Notes Payable, Other Payables [Member] | Unsecured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt repaid | 100,000 | |||||
3.850% Senior Notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan face amount | $ 700,000 | |||||
Stated percentage | 3.85% | |||||
Redemption price, percentage of principal amount | 100.00% | |||||
Unsecured Credit Facility and 3.850% Senior Notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt subject to maintenance of various financial covenants | $ 2,750,000 | $ 2,750,000 |
Equity and Capital (Details)
Equity and Capital (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Noncontrolling Interest [Line Items] | ||||||
Common stock authorized for sale under the ATM | $ 400 | |||||
Common stock remained available for issuance under the ATM | $ 400 | $ 400 | $ 400 | |||
Dividends, per common share | $ 0.225 | $ 0.200 | $ 0.45 | $ 0.40 | ||
OP Units [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Dividends, per common share | $ 0.225 | $ 0.20 | $ 0.45 | $ 0.40 | ||
Ownership percentage by parent | 1.91% | 2.54% | 1.91% | 1.91% | ||
Conversion of units in shares | 1.9 | |||||
Accounts Payable and Accrued Liabilities [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Declared dividends | $ 69.4 | $ 68.8 | ||||
Accounts Payable and Accrued Liabilities [Member] | OP Units [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Declared dividends | $ 69.4 | $ 68.8 |
Stock Based Compensation (Detai
Stock Based Compensation (Details Textual) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 15 | 15 | ||
Share-based compensation | $ 2.6 | $ 3 | $ 15.5 | $ 5.1 |
Compensation cost not yet recognized | $ 16.1 | $ 16.1 | ||
Weighted average remaining contractual term | 2 years 5 months 23 days | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service period | 1 year | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service period | 5 years | |||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grants in period | 0.6 | 0.6 | ||
General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity based compensation expense | $ 9.9 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share, Basic [Abstract] | ||||
Income from continuing operations | $ 55,167 | $ 31,280 | $ 86,303 | $ 53,771 |
Income attributable to non-controlling interests | (1,055) | (7,821) | (1,768) | (14,951) |
Non-forfeitable dividends on unvested restricted shares | (6) | (268) | (11) | (536) |
Income from continuing operations attributable to common stockholders | 54,106 | 23,191 | 84,524 | 38,284 |
Income from discontinued operations, net of non-controlling interests | 0 | 14 | 0 | 54 |
Net income attributable to the Company’s common stockholders for basic earnings per share | $ 54,106 | $ 23,205 | $ 84,524 | $ 38,338 |
Weighted average number shares outstanding - basic | 298,464 | 228,978 | 297,332 | 228,547 |
Income from continuing operations | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations | 0 | 0 | 0 | 0 |
Net income | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Computation of Diluted Earnings Per Share: | ||||
Allocation to convertible non-controlling interests | $ 0 | $ 0 | $ 1,768 | $ 0 |
Income from continuing operations attributable to common stockholders for diluted earnings per share | 54,106 | 23,191 | 86,292 | 38,284 |
Income from discontinued operations, net of nonconvertible non-controlling interests | 0 | 14 | 0 | 54 |
Net income attributable to the Company’s common stockholders for diluted earnings per share | $ 54,106 | $ 23,205 | $ 86,292 | $ 38,338 |
Conversion of OP Units | 0 | 0 | 6,378 | 0 |
Equity awards | 530 | 1,491 | 1,009 | 1,360 |
Weighted average shares outstanding - diluted | 298,994 | 230,469 | 304,719 | 229,907 |
Income from continuing operations (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations (usd per share) | 0 | 0 | 0 | 0 |
Net income (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Earnings per Unit (Details)
Earnings per Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of Earnings per Share [Line Items] | ||||
Income from continuing operations | $ 55,167 | $ 31,280 | $ 86,303 | $ 53,771 |
Income attributable to non-controlling interests | (1,055) | (7,821) | (1,768) | (14,951) |
Non-forfeitable dividends on unvested restricted shares | (6) | (268) | (11) | (536) |
Income from continuing operations attributable to common stockholders | 54,106 | 23,191 | 84,524 | 38,284 |
Income from discontinued operations, net of non-controlling interests | 0 | 14 | 0 | 54 |
Net income attributable to the Company’s common stockholders for basic earnings per share | $ 54,106 | $ 23,205 | $ 84,524 | $ 38,338 |
Weighted average number of common shares outstanding - basic | 298,464 | 228,978 | 297,332 | 228,547 |
Income from continuing operations | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations | 0 | 0 | 0 | 0 |
Net income | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Net income attributable to the Company’s common stockholders for diluted earnings per share | $ 54,106 | $ 23,205 | $ 86,292 | $ 38,338 |
Equity awards | 530 | 1,491 | 1,009 | 1,360 |
Weighted average shares outstanding - diluted | 298,994 | 230,469 | 304,719 | 229,907 |
Income from continuing operations (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations (usd per share) | 0 | 0 | 0 | 0 |
Net income (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Brixmor Operating Partnership LP [Member] | ||||
Schedule of Earnings per Share [Line Items] | ||||
Income from continuing operations | $ 55,167 | $ 31,280 | $ 86,303 | $ 53,771 |
Income attributable to non-controlling interests | 0 | (322) | 0 | (2,464) |
Non-forfeitable dividends on unvested restricted shares | (6) | (268) | (11) | (536) |
Income from continuing operations attributable to common stockholders | 55,161 | 30,690 | 86,292 | 50,771 |
Income from discontinued operations, net of non-controlling interests | 0 | 18 | 0 | 72 |
Net income attributable to the Company’s common stockholders for basic earnings per share | $ 55,161 | $ 30,708 | $ 86,292 | $ 50,843 |
Weighted average number of common shares outstanding - basic | 304,283 | 302,173 | 303,710 | 302,161 |
Income from continuing operations | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations | 0 | 0 | 0 | 0 |
Net income | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations, net of Series A interest | $ 0 | $ 18 | $ 0 | $ 72 |
Net income attributable to the Company’s common stockholders for diluted earnings per share | $ 55,161 | $ 30,708 | $ 86,292 | $ 50,843 |
Equity awards | 530 | 1,491 | 1,009 | 1,360 |
Weighted average shares outstanding - diluted | 304,813 | 303,664 | 304,719 | 303,521 |
Income from continuing operations (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Income from discontinued operations (usd per share) | 0 | 0 | 0 | 0 |
Net income (usd per share) | $ 0.18 | $ 0.10 | $ 0.28 | $ 0.17 |
Commitments and Contingencies51
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rent expense | $ 2,500 | $ 2,300 | $ 5,000 | $ 4,700 |
Operating Leases, Future Minimum Payments Due, Rolling Maturity [Abstract] | ||||
2015 (remaining six months) | 3,411 | 3,411 | ||
2,016 | 6,861 | 6,861 | ||
2,017 | 6,756 | 6,756 | ||
2,018 | 6,371 | 6,371 | ||
2,019 | 6,227 | 6,227 | ||
Thereafter | 92,554 | 92,554 | ||
Total minimum annual rental commitments | $ 122,180 | $ 122,180 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Receivables [Member] | ||
Related Party Transaction [Line Items] | ||
Due from related parties | $ 0.3 | $ 4.2 |