Accounting Policies | Accounting Policies General Forest City Realty Trust, Inc. (with its subsidiaries, the “Company”) principally engages in the ownership, development, management and acquisition of commercial and residential real estate and land throughout the United States. The Company had approximately $8.8 billion of consolidated assets in 20 states and the District of Columbia at March 31, 2016 . The Company’s core markets include Boston, Chicago, Dallas, Denver, Los Angeles, Philadelphia, and the greater metropolitan areas of New York City, San Francisco and Washington D.C. The Company has regional offices in Boston, Dallas, Denver, Los Angeles, New York City, San Francisco, Washington, D.C., and the Company’s corporate headquarters in Cleveland, Ohio. Basis of Presentation The interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and related notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2015 . The results of interim periods are not necessarily indicative of results for the full year or any subsequent period. In management’s opinion, all adjustments (consisting solely of normal recurring matters) necessary for a fair statement of financial position, results of operations and cash flows as of and for the periods presented have been included. REIT Conversion On January 13, 2015, the board of directors of Forest City Enterprises, Inc., the Company’s predecessor, approved a plan to pursue conversion to real estate investment trust (“REIT”) status. On May 29, 2015, Forest City Enterprises, Inc. formed the Company as a Maryland corporation and wholly-owned subsidiary of Forest City Enterprises, Inc. On October 20, 2015, the shareholders of Forest City Enterprises, Inc. approved and adopted the merger agreement that implemented the restructuring of Forest City Enterprises, Inc. into a holding company so as to facilitate its conversion to a REIT. Pursuant to the merger agreement, effective as of 11:59 pm, Eastern Time, on December 31, 2015 (the “Effective Time”), (i) a wholly-owned subsidiary of the Company merged with and into Forest City Enterprises, Inc., with Forest City Enterprises, Inc. as the surviving corporation, (ii) each outstanding share of Forest City Enterprises, Inc. Class A common stock, par value $.33 1/3 per share, and Class B common stock, par value $.33 1/3 per share, automatically converted into one share of Forest City Realty Trust, Inc. Class A common stock, $.01 par value per share, and Class B common stock, $.01 par value per share, respectively, (iii) Forest City Enterprises, Inc. became a wholly-owned subsidiary of the Company and (iv) the Company became the publicly-traded New York Stock Exchange-listed parent company that succeeded to and continued to operate substantially all of the existing businesses of Forest City Enterprises, Inc. and its subsidiaries. In addition, each share of Class A common stock of Forest City Enterprises, Inc. held in treasury at December 31, 2015 ceased to be outstanding at the Effective Time of the Merger, and a corresponding adjustment was recorded to Class A common stock and additional paid-in capital. Immediately following the merger, Forest City Enterprises, Inc. converted into a Delaware limited partnership named “Forest City Enterprises, L.P.” (the “Operating Partnership”). In this Form 10-Q, unless otherwise specifically stated or the context otherwise requires, all references to “the Company,” “Forest City,” “we,” “our,” “us” and similar terms refer to Forest City Enterprises, Inc. and its consolidated subsidiaries prior to the Effective Time and Forest City Realty Trust, Inc. and its consolidated subsidiaries, including the Operating Partnership, as of the Effective Time and thereafter. Company Operations As of January 1, 2016, the Company believes it is organized in a manner that enables it to qualify, and intends to operate in a manner that will allow it to continue to qualify, as a REIT for federal income tax purposes. As such, the Company intends to elect REIT status for its taxable year ending December 31, 2016, upon filing the 2016 Form 1120-REIT with the Internal Revenue Service on or before September 15, 2017. The Company holds substantially all of its assets, and conducts substantially all of its business, through the Operating Partnership. The Company is the sole general partner of the Operating Partnership and, as of March 31, 2016, the Company directly or indirectly owns all of the limited partnership interests in the Operating Partnership. The Company holds and operates certain of its assets through one or more taxable REIT subsidiaries (“TRSs”). A TRS is a subsidiary of a REIT that is subject to applicable corporate income tax. The Company’s use of TRSs enables it to continue to engage in certain businesses while complying with REIT qualification requirements and also allows the Company to retain income generated by these businesses for reinvestment without the requirement of distributing those earnings. The primary non-REIT qualified businesses held in TRSs include the Land Development Group, Barclays Center arena (sold in January 2016) and the Brooklyn Nets (the “Nets”), a member of the National Basketball Association (“NBA”) (sold in January 2016), 461 Dean Street (B2 BKLYN), an apartment building under construction in Brooklyn, New York , military housing operations (sold in February 2016), and Pacific Park Brooklyn project. In the future, the Company may elect to reorganize and transfer certain assets or operations from its TRSs to other subsidiaries, including qualified REIT subsidiaries. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the Company to make estimates and assumptions in certain circumstances that affect amounts reported in the accompanying consolidated financial statements and related notes. Some of the critical estimates include, but are not limited to, determination of the primary beneficiary of variable interest entities (“VIEs”), estimates of useful lives for long-lived assets, reserves for collection on accounts and notes receivable, net gain on change in control of interests, impairment of real estate and other-than-temporary impairments on equity method investments. Actual results could differ from those estimates. Variable Interest Entities As of March 31, 2016 , the Company determined it was the primary beneficiary of 50 VIEs representing 39 consolidated properties. The creditors of the consolidated VIEs do not have recourse to the Company’s general credit. As of March 31, 2016 , the Company determined it was not the primary beneficiary of 59 VIEs and accounts for these interests as equity method investments. The maximum exposure to loss of these unconsolidated VIEs is limited to $376,000,000 , the Company’s investment balances as of March 31, 2016 . The increase in the number of VIEs along with the increase in the VIE assets and liabilities disclosed on the Consolidated Balance Sheet relate to the adoption of the new consolidation accounting guidance. Prior year VIE disclosures on the Consolidated Balance Sheet were not required to be adjusted. See New Accounting Guidance section for more information. Reclassifications At March 31, 2016, the Company established two new financial statement line items on the Consolidated Balance Sheet, “Accounts receivable, net” and “Notes receivable”, to report accounts receivable and notes receivable in separate line items. Previously accounts receivable and notes receivable were reported together in the “Notes and accounts receivable, net” financial statement line item. Prior year’s amounts have been reclassified to conform to the current year’s presentation. Certain prior year amounts related to discontinued operations in the accompanying consolidated financial statements have been reclassified to conform to the current year’s presentation. New Accounting Guidance The following accounting pronouncements were adopted during the three months ended March 31, 2016 : In February 2015, the FASB issued an amendment to the consolidation accounting guidance. This guidance changes the required analysis to determine whether certain types of legal entities should be consolidated. The amendment modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and may affect the consolidation analysis of entities involved in VIEs, particularly those having fee arrangements and related party relationships. This guidance is effective for fiscal years, and for interim reporting periods within those fiscal years, beginning after December 15, 2015. As a result of the adoption of this guidance on January 1, 2016, there were no changes to the consolidation conclusions of any of our subsidiaries, although 27 additional entities were determined to now be VIEs in accordance with the new accounting guidance. In April 2015, the FASB issued an Accounting Standards Update to simplify the presentation of debt issuance costs. This guidance requires that third-party debt issuance costs be presented in the balance sheet as a direct deduction from the carrying value of the debt. This guidance is effective for fiscal years, and for interim reporting periods within those fiscal years, beginning after December 15, 2015. As a result of the adoption of this guidance on January 1, 2016, the Company reclassified $47,748,000 of mortgage procurement costs from other assets to nonrecourse mortgage debt and notes payable, net and $3,771,000 of procurement costs from other assets to convertible senior debt, net on the December 31, 2015 Consolidated Balance Sheet. In addition, the Company reclassified $18,340,000 of mortgage procurement costs from assets held for sale to liabilities held for sale on the December 31, 2015 Consolidated Balance Sheet. The following new accounting pronouncements will be adopted on their respective effective dates: In May 2014, the FASB issued an amendment to the accounting guidance for revenue from contracts with customers. The core principle of this guidance is an entity should recognize revenue to depict the transfer of promised 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. The guidance defines steps an entity should apply to achieve the core principle. This guidance is effective for annual reporting periods beginning after December 15, 2017 and interim reporting periods within that annual period and allows for both retrospective and modified retrospective methods of adoption. Early adoption is permitted for annual periods beginning after December 15, 2016. The Company is currently in the process of determining the method of adoption and evaluating the impact of adopting this guidance on its consolidated financial statements. In August 2014, the FASB issued an amendment to the accounting guidance on disclosure of uncertainties about an entity’s ability to continue as a going concern. This guidance requires management to assess the Company’s ability to continue as a going concern and to provide disclosures under certain circumstances. This guidance is effective for annual reporting periods ending after December 15, 2016 and interim reporting periods thereafter. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In February 2016, the FASB issued an amendment to the accounting guidance on leases. This guidance sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new guidance requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The guidance is expected to impact the Company’s consolidated financial statements as the Company has certain operating and land lease arrangements for which it is the lessee. The new guidance supersedes the previous leases accounting standard. The guidance is effective on January 1, 2019, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance. In March 2016, the FASB issued an Accounting Standards Update to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification awards as either equity or liabilities, and classification on the statement of cash flows. This guidance is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted. The Company is currently in the process of evaluating the impact of adopting this guidance on its consolidated financial statements. Related Party Transactions The Company and certain of its affiliates entered into a Master Contribution and Sale Agreement (the “Master Contribution Agreement”) with Bruce C. Ratner (“Mr. Ratner”), Executive Vice President and Director, and certain entities and individuals affiliated with Mr. Ratner (the “BCR Entities”) in August 2006 to purchase their interests in a total of 30 retail, office and residential operating properties and service companies in the Greater New York City metropolitan area. The Company issued Class A Common Units (“2006 Units”) in a jointly-owned, limited liability company in exchange for their interests. The 2006 Units may be exchanged for one of the following forms of consideration at the Company’s sole discretion: (i) an equal number of shares of the Company’s Class A common stock or, (ii) cash based on a formula using the average closing price of the Class A common stock at the time of conversion or, (iii) a combination of cash and shares of the Company’s Class A common stock. The Company has no rights to redeem or repurchase the 2006 Units. Pursuant to the Master Contribution Agreement, certain projects under development would remain owned jointly until each project was completed and achieved “stabilization.” Upon stabilization, each project would be valued and the Company, in its discretion, would choose among various ownership options for the project. In connection with the Master Contribution Agreement, the parties entered into the Tax Protection Agreement (the “Tax Protection Agreement”). The Tax Protection Agreement indemnified the BCR Entities included in the initial closing against taxes payable by reason of any subsequent sale of certain operating properties and expires in 2018. As a result of the January 2016 sale of 625 Fulton Avenue , a development site in Brooklyn, New York, the Company accrued $6,238,000 during the three months ended March 31, 2016 related to a tax indemnity payment due to the BCR Entities in accordance with the terms of the Tax Protection Agreement. The amount is expected to be paid in quarterly installments during the year ending December 31, 2016 and the first quarter of 2017. The Company paid the first installment of $1,560,000 in April 2016. During 2014, in accordance with the Master Contribution Agreement, the Company accrued and capitalized into the cost basis of the asset an $11,000,000 development fee payable to Mr. Ratner related to Westchester’s Ridge Hill, a regional mall in Yonkers, New York, as certain milestones had been reached in the development and operation of the property. The entire amount was included in accounts payable, accrued expenses and other liabilities at December 31, 2015 and was paid in January 2016. Accumulated Other Comprehensive Loss The following table summarizes the components of accumulated other comprehensive income (loss) (“accumulated OCI”): March 31, 2016 December 31, 2015 (in thousands) Unrealized losses on foreign currency translation $ 11 $ 95 Unrealized losses on interest rate derivative contracts (1) 65,812 67,888 65,823 67,983 Noncontrolling interest (74 ) (78 ) Accumulated Other Comprehensive Loss $ 65,749 $ 67,905 (1) Included in the amounts as of March 31, 2016 and December 31, 2015 are $43,519 and $48,002 , respectively, of unrealized loss on an interest rate swap associated with the New York Times office building on its nonrecourse mortgage debt with a notional amount of $640,000 . This swap effectively fixes the mortgage at an all-in lender interest rate of 6.40% and expires in September 2017. The following table summarizes the changes, net of tax and noncontrolling interest, of accumulated OCI by component: Foreign Currency Translation Interest Rate Contracts Total (in thousands) Three Months Ended March 31, 2016 Balance, January 1, 2016 $ (95 ) $ (67,810 ) $ (67,905 ) Gain (loss) recognized in accumulated OCI 84 (8,085 ) (8,001 ) Loss reclassified from accumulated OCI — 10,157 10,157 Total other comprehensive income 84 2,072 2,156 Balance, March 31, 2016 $ (11 ) $ (65,738 ) $ (65,749 ) Three Months Ended March 31, 2015 Balance, January 1, 2015 $ (84 ) $ (58,762 ) $ (58,846 ) Loss recognized in accumulated OCI (48 ) (4,574 ) (4,622 ) Loss reclassified from accumulated OCI — 6,096 6,096 Total other comprehensive income (48 ) 1,522 1,474 Balance, March 31, 2015 $ (132 ) $ (57,240 ) $ (57,372 ) The following table summarizes losses reclassified from accumulated OCI and their location on the Consolidated Statements of Operations: Accumulated OCI Components Loss Reclassified from Accumulated OCI Location on Consolidated Statements of Operations (in thousands) Three Months Ended March 31, 2016 Interest rate contracts $ 9,233 Interest expense Interest rate contracts 113 Net gain on disposition of full or partial interest in rental properties Interest rate contracts 815 Earnings from unconsolidated entities 10,161 Total before income tax and noncontrolling interest (4 ) Noncontrolling interest $ 10,157 Loss reclassified from accumulated OCI Three Months Ended March 31, 2015 Interest rate contracts $ 8,971 Interest expense Interest rate contracts 991 Earnings from unconsolidated entities 9,962 Total before income tax and noncontrolling interest (3,862 ) Income tax benefit (4 ) Noncontrolling interest $ 6,096 Loss reclassified from accumulated OCI Noncontrolling Interest The Company owned an equity interest in Barclays Center arena and the Brooklyn Nets (the “Nets”), a member of the National Basketball Association (“NBA”), through the Company’s consolidated subsidiary Nets Sports & Entertainment (“NS&E”). During the three months ended March 31, 2016, subsequent to the sale of Barclays Center and the Nets, the Company purchased NS&E’s partner’s interest for $38,951,000 . This cash payment together with the partner’s historical debit noncontrolling interest balance resulted in a decrease to additional paid-in capital as reflected on the Consolidated Statement of Equity. REIT Conversion and Reorganization Costs The following table summarizes the components of REIT conversion and reorganization costs: Three Months Ended March 31, 2016 2015 (in thousands) REIT conversion costs $ 772 $ 2,350 Reorganization costs 2,997 3,862 Termination benefits 4,951 — Total $ 8,720 $ 6,212 During the three months ended March 31, 2016 and 2015 , the Company incurred costs associated with its REIT conversion and related internal reorganization consisting primarily of legal, accounting, consulting and other professional fees. These costs have been segregated and are included in REIT conversion and reorganization costs in the Consolidated Statements of Operations. The Company experienced a workplace reduction as a result of reorganization efforts during the three months ended March 31, 2016 and the year ended December 31, 2015. As a result, termination benefits expenses (outplacement and severance) are included in REIT conversion and reorganization costs in the Consolidated Statements of Operations and reported in the Corporate Activities segment. The following table summarizes the activity in the accrued severance balance for termination costs: Three Months Ended March 31, 2016 (in thousands) Accrued severance benefits, beginning balance $ 16,338 Termination benefits expense 4,951 Payments (9,567 ) Accrued severance benefits, ending balance $ 11,722 Supplemental Non-Cash Disclosures The following table summarizes the impact to the applicable balance sheet line items as a result of various non-cash transactions. Non-cash transactions primarily include dispositions of operating properties whereby the nonrecourse mortgage debt is assumed by the buyer, acquisition of rental properties, exchanges of senior notes for Class A common stock, changes in consolidation methods of fully consolidated properties due to the occurrence of triggering events including, but not limited to, disposition of a partial interest in rental properties or development project, change in construction payables and other capital expenditures, notes receivable from the sale of rental properties or development project, redemption of redeemable noncontrolling interest, adoption of new accounting guidance for debt issuance costs and capitalization of stock-based compensation granted to employees directly involved with the development and construction of real estate. Three Months Ended March 31, 2016 2015 (in thousands) Non-cash changes to balance sheet - Investing Activities Projects under construction and development $ (5,866 ) $ 12,577 Completed rental properties (1,139,144 ) 33,486 Restricted cash (12,265 ) — Notes receivable 275,700 — Investments in and advances to affiliates - due to dispositions or change in control 96,843 — Investments in and advances to affiliates - other activity (3,136 ) 12,921 Total non-cash effect on investing activities $ (787,868 ) $ 58,984 Non-cash changes to balance sheet - Financing Activities Nonrecourse mortgage debt and notes payable, net $ (799,156 ) $ 36,276 Convertible senior debt, net (125 ) (286,196 ) Class A common stock — 4,548 Additional paid-in capital (14,387 ) 285,391 Treasury stock — (6,503 ) Redeemable noncontrolling interest (159,202 ) — Noncontrolling interest 19,344 (532 ) Total non-cash effect on financing activities $ (953,526 ) $ 32,984 |