Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 27, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Highlands REIT, Inc. | ||
Entity Central Index Key | 1,661,458 | ||
Entity Filer Category | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Entity Current Reporting Status | Yes | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Common Stock, Shares Outstanding | 868,137,867 | ||
Entity Public Float | $ 310.3 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
Combined Consolidated Balance S
Combined Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Investment properties | ||
Land | $ 121,027 | $ 153,646 |
Building and other improvements | 394,022 | 711,262 |
Construction in progress | 530 | 0 |
Total | 515,579 | 864,908 |
Less accumulated depreciation | (84,651) | (185,100) |
Net investment properties | 430,928 | 679,808 |
Cash and cash equivalents | 57,129 | 26,972 |
Restricted cash and escrows | 7,034 | 3,647 |
Accounts and rents receivable (net of allowance of $478 and $104) | 9,997 | 12,554 |
Intangible assets, net | 3,253 | 12,547 |
Deferred costs and other assets | 4,213 | 3,626 |
Total assets | 512,554 | 739,154 |
Liabilities | ||
Debt, net | 380,240 | 437,032 |
Accounts payable and accrued expenses | 42,899 | 28,298 |
Intangible liabilities, net | 3,831 | 5,074 |
Other liabilities | 2,303 | 1,897 |
Total liabilities | 429,274 | 472,301 |
Commitments and contingencies | ||
Stockholder’s Equity | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized, zero shares issued and outstanding as of December 31, 2016 | 0 | 0 |
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 864,890,967 shares issued and outstanding as of December 31, 2016 | 8,649 | 0 |
Additional paid in capital | 1,405,677 | 1,534,018 |
Accumulated distributions in excess of net income (loss) | (1,331,046) | (1,267,165) |
Total stockholders’ equity | 83,280 | 266,853 |
Total liabilities and equity | $ 512,554 | $ 739,154 |
Combined Consolidated Balance 3
Combined Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts and rent receivables | $ 478 | $ 104 |
Preferred stock, par value (in dollars per share) | $ 0.01 | |
Preferred stock, shares authorized | 50,000,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 1,000,000,000 | |
Common stock, shares issued | 864,890,967 | |
Common stock, shares outstanding | 864,890,967 |
Combined Consolidated Statement
Combined Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||
Rental income | $ 79,942 | $ 96,960 | $ 104,218 |
Tenant recovery income | 10,856 | 14,447 | 17,190 |
Other property income | 666 | 430 | 739 |
Total revenues | 91,464 | 111,837 | 122,147 |
Expenses | |||
Property operating expenses | 10,628 | 10,721 | 15,443 |
Real estate taxes | 10,739 | 10,303 | 12,379 |
Depreciation and amortization | 27,303 | 36,212 | 37,235 |
General and administrative expenses | 14,156 | 12,241 | 7,161 |
Business Manager Fee | 0 | 0 | 423 |
Provision for asset impairment | 61,582 | 0 | 15,640 |
Total expenses | 124,408 | 69,477 | 88,281 |
Operating (loss) income | (32,944) | 42,360 | 33,866 |
Interest income | 7 | 1 | 5 |
Gain (loss) on sale of investment properties | 3,191 | (197) | (1,018) |
Gain (loss) on extinguishment of debt | (635) | 0 | 11,959 |
Other (loss) income | (113) | (11) | 488 |
Interest expense | (33,146) | (27,757) | (32,681) |
(Loss) income before income taxes | (63,640) | 14,396 | 12,619 |
Income tax expense | (241) | (51) | (64) |
Net (loss) income from continuing operations | (63,881) | 14,345 | 12,555 |
Net income from discontinued operations | 0 | 0 | 4,632 |
Net (loss) income | (63,881) | 14,345 | 17,187 |
Less: Net income attributable to non-controlling interests | 0 | (15) | (16) |
Net (loss) income attributable to Company | $ (63,881) | $ 14,330 | $ 17,171 |
Net (loss) income per common share, basic and diluted (in dollars per share) | $ (0.07) | $ 0.02 | $ 0.02 |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 864,654,841 | 862,014,421 | 862,014,421 |
Combined Consolidated Statemen5
Combined Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Accumulated Distributions in Excess of Net (Loss) Income | Non-Controlling Interests |
Beginning balance at Dec. 31, 2013 | $ 389,694 | $ 1,550,272 | $ (1,160,703) | $ 125 | |
Net income (loss) | 17,187 | 17,171 | 16 | ||
Dividends paid | (133,343) | (133,343) | |||
Distributions to non-controlling interests | (16) | (16) | |||
Distributions to InvenTrust | (641,214) | (641,214) | |||
Contributions from InvenTrust | 684,800 | 684,800 | |||
Ending balance at Dec. 31, 2014 | 317,108 | 1,593,858 | (1,276,875) | 125 | |
Net income (loss) | 14,345 | 14,330 | 15 | ||
Dividends paid | (4,620) | (4,620) | |||
Distributions to non-controlling interests | (15) | (15) | |||
Preferred Stock Redemption | (125) | (125) | |||
Distributions to InvenTrust | (155,332) | (155,332) | |||
Contributions from InvenTrust | 95,492 | 95,492 | |||
Ending balance at Dec. 31, 2015 | 266,853 | 1,534,018 | (1,267,165) | 0 | |
Net income (loss) | (63,881) | (63,881) | |||
Issuance of common shares and reduction in carryover basis in connection with separation from InvenTrust | (76,583) | $ 8,622 | (85,205) | ||
Issuance of common shares and reduction in carryover basis in connection with separation from InvenTrust (in shares) | 862,205,672 | ||||
Repurchase of common shares, net | (69) | $ (2) | (67) | ||
Repurchase of common shares, net (in shares) | (191,251) | ||||
Share-based compensation | 1,455 | $ 29 | 1,426 | ||
Share-based compensation (in shares) | 2,876,546 | ||||
Distributions to InvenTrust | (129,853) | (129,853) | |||
Contributions from InvenTrust | 85,358 | 85,358 | |||
Ending balance at Dec. 31, 2016 | $ 83,280 | $ 8,649 | $ 1,405,677 | $ (1,331,046) | $ 0 |
Ending balance (in shares) at Dec. 31, 2016 | 864,890,967 | 864,890,967 |
Combined Consolidated Statemen6
Combined Consolidated Statements of Cash Flow - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (63,881) | $ 14,345 | $ 17,187 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 27,252 | 36,238 | 37,287 |
Amortization of above and below market leases, net | (825) | (435) | (263) |
Amortization of debt discounts and financing costs | 214 | 220 | 380 |
Straight-line rental income | 558 | 2,265 | 2,012 |
(Gain) Loss on extinguishment of debt | 635 | 0 | (11,959) |
(Gain) Loss on sale of investment properties, net | (3,191) | 197 | (4,576) |
Provision for asset impairment | 61,582 | 0 | 15,640 |
Non-cash stock-based compensation expense | 2,642 | 0 | 0 |
Changes in assets and liabilities: | |||
Restricted escrows and other assets | (3,678) | 0 | 0 |
Accounts and rents receivable | (310) | (91) | 437 |
Deferred costs and other assets | (762) | 681 | 295 |
Accounts payable and accrued expenses | 17,199 | 1,549 | 565 |
Other liabilities | 810 | (1,315) | (5,250) |
Net cash flows provided by operating activities | 38,245 | 53,654 | 53,879 |
Cash flows from investing activities: | |||
Capital expenditures and tenant improvements | (1,530) | (4,083) | (4,544) |
Proceeds from sale of investment properties, net | 30,577 | 7,860 | 118,471 |
Payment of leasing fees | (763) | (2,256) | (652) |
Restricted escrows and other assets | 0 | 450 | 660 |
Net cash flows provided by investing activities | 28,284 | 1,971 | 113,935 |
Cash flows from financing activities: | |||
Distributions to InvenTrust | (63,206) | (100,766) | (641,214) |
Contributions from InvenTrust | 67,444 | 87,765 | 678,861 |
Proceeds from mortgage debt and note payable | 26,500 | 0 | 32,908 |
Payoff of mortgage debt and note payable | (50,681) | 0 | (80,730) |
Principal payments of mortgage debt | (14,893) | (21,183) | (19,999) |
Payment of loan fees and deposits | (653) | 0 | (66) |
Dividends paid | 0 | (4,620) | (133,343) |
Distributions paid to non-controlling interests | 0 | (15) | (16) |
Preferred Stock Redemption | 0 | (125) | 0 |
Repurchase of common shares | (69) | 0 | 0 |
Payment for tax withholding for share-based compensation | (814) | 0 | 0 |
Net cash flows used in financing activities | (36,372) | (38,944) | (163,599) |
Net increase in cash and cash equivalents | 30,157 | 16,681 | 4,215 |
Cash and cash equivalents, at beginning of year | 26,972 | 10,291 | 6,076 |
Cash and cash equivalents, at end of year | 57,129 | 26,972 | 10,291 |
Continuing operations | |||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
(Gain) Loss on extinguishment of debt | $ 635 | $ 0 | $ (9,835) |
Combined Consolidated Statemen7
Combined Consolidated Statements of Cash Flow - Supplemental - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | $ 18,541 | $ 24,394 | $ 30,811 |
Supplemental schedule of non-cash investing and financing activities: | |||
Mortgage assumed by buyers upon disposition of properties | 0 | 0 | 194,922 |
Change in allocation of InvenTrust unsecured credit facility | (17,914) | (7,779) | (5,939) |
Distribution of assets and liabilities of four and three assets, respectively, to InvenTrust, net | 66,647 | 54,566 | 0 |
Reduction in carryover basis in connection with separation from InvenTrust | $ 76,583 | $ 0 | $ 0 |
Combined Consolidated Statemen8
Combined Consolidated Statements of Cash Flow - Parenthetical - property | Dec. 31, 2016 | Feb. 19, 2016 | Dec. 31, 2015 | Jan. 31, 2015 | Jan. 28, 2015 | Dec. 31, 2014 |
Number of retail assets distributed (in property) | 27 | |||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff | ||||||
Number of retail assets distributed (in property) | 4 | 4 | 3 | 3 | 3 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Highlands REIT, Inc. ("Highlands"), which was formed in December 2015, is a Maryland corporation with a portfolio of single- and multi-tenant office assets, industrial assets, retail assets, correctional facilities, unimproved land and a bank branch. Prior to April 28, 2016, Highlands was a wholly owned subsidiary of InvenTrust Properties Corp. ("InvenTrust" and formerly known as Inland American Real Estate Trust, Inc.), its former parent. On April 28, 2016, Highlands was spun-off from InvenTrust through a pro rata distribution by InvenTrust of 100% of the outstanding shares of common stock, $0.01 par value per share (the "Common Stock"), of Highlands to holders of record of InvenTrust's common stock as of the close of business on April 25, 2016 (the "Record Date"). Each holder of record of InvenTrust's common stock received one share of Common Stock for every one share of InvenTrust's common stock held at the close of business on the Record Date (the "Distribution"). As a result, Highlands became an independent, self-advised, non-traded public company. Highlands intends to be taxed as, and operate in a manner that will allow it to qualify as, a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code") for U.S. federal income tax purposes commencing with Highlands' short taxable year ending December 31, 2016. In connection with the Distribution, Highlands entered into a Separation and Distribution Agreement, Transition Services Agreement and Employee Matters Agreement with InvenTrust. Refer to Notes 4 and 13 for more details. Prior to the Distribution, Highlands had not conducted any business as a separate company and had no material assets or liabilities. The operations assumed by Highlands from InvenTrust are presented as if the business was Highlands’ business for all historical periods presented in the accompanying combined consolidated financial statements and at the carrying value of such assets and liabilities reflected in InvenTrust’s books and records. Upon the Distribution, Highlands recorded the assets acquired and liabilities assumed based on InvenTrust's basis as of the date of the Distribution. Accordingly, Highlands recorded a reduction in the basis of investment properties of $76,583 with a corresponding adjustment to equity. The reduction in basis was related to an impairment loss that InvenTrust recorded upon the disposal of Highlands as part of the Distribution. The accompanying combined consolidated financial statements include the accounts of Highlands and its predecessors, as well as all of Highlands' wholly owned subsidiaries (collectively, the “Company”). Wholly owned subsidiaries generally consist of limited liability companies (LLCs) and limited partnerships (LPs). The effects of all significant intercompany transactions have been eliminated. Each asset is owned by a separate legal entity, which maintains its own books and financial records, and each entity’s assets are not available to satisfy the liabilities of other affiliated entities, except as otherwise disclosed in Note 7. As of December 31, 2016 , the Company owned 17 assets and four parcels of unimproved land. As of December 31, 2015 , the Company owned 22 assets and four parcels of unimproved land. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The accompanying combined consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Basis of Presentation As described in Note 1, on April 28, 2016, Highlands was spun off from InvenTrust pursuant to the Distribution. Prior to the Distribution, the accompanying historical combined consolidated financial statements did not represent the financial position and results of a single legal entity, but rather a combination of entities under common control that had been “carved out” of InvenTrust’s consolidated financial statements and reflected significant assumptions and allocations. The combined consolidated financial statements reflect the operations of certain assets and liabilities that had been historically held by InvenTrust, but which were specifically identifiable or attributable to the Company. Prior to the Distribution, the accompanying combined consolidated financial statements included allocations of costs from certain corporate and shared functions provided to the Company by InvenTrust. InvenTrust allocated to the Company a portion of corporate overhead costs incurred by InvenTrust based upon the Company’s percentage share of the average invested assets of InvenTrust, which is reflected in general and administrative expense. As InvenTrust managed various asset portfolios, the extent of services and benefits a portfolio received was based on the size of its assets. Therefore, using average invested assets to allocate costs was a reasonable reflection of the services and other benefits received by the Company and complied with applicable accounting guidance. InvenTrust also allocated to the Company a portion of InvenTrust’s unsecured credit facility and the related interest expense. The unsecured credit facility was subject to a borrowing base consisting of a pool of unencumbered assets. To the extent the Company’s assets were included within the pool of unencumbered assets, the Company was allocated a portion of the unsecured credit facility. However, actual costs may have differed from allocated costs if the Company had operated as a standalone entity during such period and those differences may have been material. Prior to the Distribution, the combined consolidated financial statements included transactions in which ordinary course cash transactions were processed by InvenTrust due to InvenTrust’s centralized cash management process on behalf of the Company, such as the repayment of debt, rental receipts and payables in the ordinary course of business, resulting in intercompany transactions between the Company and InvenTrust. These ordinary course intercompany transactions are considered to be effectively settled at the time of the Company’s separation from InvenTrust. Accordingly, these transactions are reflected as distributions to and contributions from InvenTrust in the combined consolidated statements of cash flow as a financing activity. For the period subsequent to the spin-off from InvenTrust, the consolidated financial statements reflect the Company's financial position, results of operations and cash flows in conformity with GAAP. Revenue Recognition The Company commences revenue recognition on our leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. The determination of who is the owner, for accounting purposes, of the tenant improvements determines the nature of the leased asset and when revenue recognition under a lease begins. If we are the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If we conclude we are not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives which reduces revenue recognized over the term of the lease. In these circumstances, we begin revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct their own improvements. We consider a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include: • whether the lease stipulates how and on what a tenant improvement allowance may be spent; • whether the tenant or landlord retains legal title to the improvements; • the uniqueness of the improvements; • the expected economic life of the tenant improvements relative to the length of the lease; and • who constructs or directs the construction of the improvements. The determination of who owns the tenant improvements, for accounting purposes, is subject to significant judgment. In making that determination, we consider all of the above factors. No one factor, however, necessarily establishes its determination. Rental income is recognized on a straight-line basis over the term of each lease. The difference between rental income earned on a straight-line basis and the cash rent due under the provisions of the lease agreements is recorded as deferred rent receivable and is included as a component of accounts and rents receivable in the accompanying combined consolidated balance sheets. The Company records lease termination income if there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the asset and amounts due are considered collectible. Capitalization and Depreciation Real estate is reflected at cost less accumulated depreciation. Ordinary repairs and maintenance are expensed as incurred. Depreciation expense is computed using the straight line method. Building and other improvements are depreciated based upon estimated useful lives of 30 years for building and improvements and 5 - 15 years for furniture, fixtures and equipment and site improvements. Tenant improvements are amortized on a straight line basis over the lesser of the life of the tenant improvement or the lease term as a component of depreciation and amortization expense. Leasing fees are amortized on a straight-line basis over the life of the related lease as a component of depreciation and amortization expense. Loan fees are amortized on a straight-line basis, which approximates the effective interest method, over the life of the related loan as a component of interest expense. Direct and indirect costs that are clearly related to the construction and improvements of investment properties are capitalized. Costs incurred for property taxes and insurance are capitalized during periods in which activities necessary to get the asset ready for its intended use are in progress. Interest costs are also capitalized during such periods. Assets Dispositions and Assets Held for Sale The Company accounts for dispositions in accordance with FASB ASC 360-20, Real Estate Sales. The Company recognizes gain in full when real estate is sold, provided (a) the profit is determinable, that is, the collectability of the sales price is reasonably assured or the amount that will not be collectible can be estimated, and (b) the earnings process is virtually complete, that is, the seller is not obliged to perform significant activities after the sale to earn the profit. In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which includes amendments that change the requirements for reporting discontinued operations and require additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift that has (or will have) a major effect on the entity’s results and operations would qualify as discontinued operations. In addition, ASU 2014-08 expands the disclosure requirements for disposals that meet the definition of a discontinued operation and requires entities to disclose information about disposals of individually significant components that do not meet the definition of discontinued operations. ASU 2014-08 is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2014. The Company has elected to early adopt ASU 2014-08, effective January 1, 2014. Beginning with the year ended December 31, 2014, all asset disposals have been included as a component of income from continuing operations unless they qualify as discontinued operations. In determining whether to classify an investment property as held for sale, the Company considers whether: (i) management has committed to a plan to sell the investment property; (ii) the investment property is available for immediate sale, in its present condition; (iii) the Company has initiated a program to locate a buyer; (iv) the Company believes that the sale of the investment property is probable; (v) the Company has received a significant non-refundable deposit for the purchase of the property; (vi) the Company is actively marketing the investment property for sale at a price that is reasonable in relation to its fair value; and (vii) actions required for the Company to complete the plan indicate that it is unlikely that any significant changes will be made to the plan. If all of the above criteria are met, the Company classifies the investment property as held for sale. On the day that these criteria are met, the Company suspends depreciation on the investment properties held for sale, including depreciation for tenant improvements and additions, as well as on the amortization of acquired in-place leases. The investment properties and liabilities associated with those investment properties that are held for sale are classified separately on the combined consolidated balance sheets for the most recent reporting period and recorded at the lesser of the carrying value or fair value less costs to sell. There were no assets held for sale on the combined consolidated balance sheet as of December 31, 2016 and December 31, 2015. Impairment The Company assesses the carrying values of the respective long-lived assets, whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable, such as a reduction in the expected holding period of the asset. If it is determined that the carrying value is not recoverable because the undiscounted cash flows do not exceed carrying value, the Company records an impairment loss to the extent that the carrying value exceeds fair value. The valuation and possible subsequent impairment of investment properties is a significant estimate that can and does change based on the Company’s continuous process of analyzing each asset and reviewing assumptions about uncertain inherent factors, as well as the economic condition of the asset at a particular point in time. The use of projected future cash flows and related holding period is based on assumptions that are consistent with the estimates of future expectations and the strategic plan the Company uses to manage its underlying business. However, assumptions and estimates about future cash flows and capitalization rates are complex and subjective. Changes in economic and operating conditions and the Company’s ultimate investment intent that occur subsequent to the impairment analyses could impact these assumptions and result in future impairment charges of the real estate assets. Cash and Cash Equivalents The Company considers all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements purchased with a maturity of three months or less, at the date of purchase, to be cash equivalents. The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at one or more institutions periodically exceed the Federal Depository Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant, as the Company does not anticipate the financial institutions’ non-performance. Restricted Cash and Escrows Restricted escrows primarily consist of cash held in escrow comprised of lenders' restricted escrows of $7,034 and $3,647 as of December 31, 2016 and 2015 , respectively. There was no restricted cash balances at December 31, 2016 and 2015 . Share Based Compensation In accordance with FASB ASC Topic 718, Accounting for Share Based Compensation, companies are required to recognize in the income statement the grant-date fair value of stock options and other equity based compensation issued to employees. Under Topic 718, the way an award is classified will affect the measurement of compensation cost. Equity classified awards are measured at grant date fair value, and amortized on a straight-line basis over the vesting period of the stock and are not subsequently re-measured. The cost of the share based payments that are fully vested at the grant date are measured and recognized at that date. Liability classified awards are measured at the grant date and are subsequently re-measured at the end of each period. The fair value of the stock awards for the purposes of recognizing stock-based compensation expense is based on the estimated fair value per share of Highlands’ Common Stock as determined by the Highlands' board of directors on the grant date. Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period plus any additional common shares that would have been outstanding if the dilutive potential common shares had been issued. Any anti-dilutive securities are excluded from the diluted earnings per-share calculation. Income Taxes The Company intends to be taxed as, and operate in a manner that will allow the Company to qualify as a REIT for U.S. federal income tax purposes beginning with the Company’s short taxable year commencing immediately prior to the Company’s separation from InvenTrust and ending on December 31, 2016. So long as it qualifies as a REIT, the Company generally will not be subject to federal income tax on taxable income that is distributed currently to stockholders. A REIT is subject to a number of organizational and operational requirements including a requirement that it currently distributes at least 90% of its REIT taxable income (excluding capital gains) to its stockholders each year. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates and would not be able to re-elect REIT status during the four years following the year of the failure. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and federal income and excise taxes on its undistributed income. Prior to the Distribution, the Company was a qualified REIT subsidiary (“QRS”) of InvenTrust, which had elected to be taxed as a REIT and had operated in a manner intended to qualify as a REIT under the Code. As a QRS, the Company was disregarded as a separate entity from InvenTrust for U.S. federal income tax purposes. All assets, liabilities and items of income, deduction and credit of the Company were treated for federal income tax purposes as those of InvenTrust. The Company’s subsidiary, MB REIT (Florida), Inc. (“MB REIT”), previously elected and operated so as to qualify to be taxed as a REIT under the Code. On December 15, 2015, MB REIT redeemed all of the outstanding shares of its Series B Preferred Stock and became a wholly owned subsidiary of InvenTrust. At that time, MB REIT became a QRS of InvenTrust and ceased to be treated as a separate REIT for U.S. federal income tax purposes. As a result of certain pre-Distribution reorganization transactions, following the Distribution, MB REIT is currently disregarded as a separate entity from the Company for federal income tax purposes and is a QRS of the Company. All assets, liabilities and items of income, deduction and credit of MB REIT are treated for federal income tax purposes as those of the Company. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective, although it will not affect the accounting for rental related revenues. In April 2015, the FASB approved an amendment to the ASU, deferring the effective date one year to annual reporting periods beginning after December 15, 2017 for public entities. The standard permits the use of either the retrospective or cumulative effect transition method. Early adoption is prohibited. The Company has has not yet selected a transition method, nor has it determined the effect of the standard on its ongoing financial reporting. In February 2016, the FASB issued ASU 2016-02, Leases , amending the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will be effective for annual reporting periods beginning after December 15, 2018, and early adoption is permitted as of the standard’s issuance date. Our ability to adopt is dependent on the completion of our analysis of information necessary to restate prior period financial statements, as the new standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the effect of ASU 2016-02 on its combined consolidated financial statements and believes substantially all of our leases will continue to be classified as operating leases under the new standard. Subsequent to our adoption of the new standard, common area maintenance provided in our real estate contracts will be accounted for as a non-lease component within the scope of the new revenue standard. As a result, we will be required to recognize revenues associated with our real estate leases separately from revenues associated with common area maintenance. We are continuing to evaluate whether the variable payment provisions of the new lease standard or the allocation and recognition provisions of the new revenue standard will affect the timing of recognition of for our lease and non-lease revenue. In addition, due to the new standard's narrowed definition of initial direct costs , we expect to expense as incurred significant lease origination costs currently capitalized as initial direct costs and amortized to expense over the lease term. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments . ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in practice. The cash flow issues include debt prepayment or debt extinguishment costs and proceeds from the settlement of insurance claims. The ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2017. We are currently evaluating the impact the new standard may have on our combined consolidated financial statements. In November 2016, the FASB issued ASU 2016-18, Classification and Presentation of Restricted Cash in the Statement of Cash Flows . ASU 2016-18 requires an explanation in the cash flow statement of a change in the total of (1) total cash, (2) cash equivalents, and (3) restricted cash or restricted cash equivalents. The ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2017. We do not expect that the adoption of this ASU will have a material impact on our consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , 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. The recognition and measurement guidance for debt issuance costs are not affected. The Company adopted ASU 2015-03 effective as of January 1, 2016 with retrospective application to the Company's December 31, 2015 combined consolidated balance sheet. The effect of the adoption of ASU 2015-03 was to reclassify debt issuance costs of approximately $1,938 as of December 31, 2015 from deferred costs and other assets in the combined consolidated balance sheets to a contra account as a deduction from debt in the combined consolidated balance sheets. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Accounting, which requires that all excess tax benefits and tax deficiencies related to stock based compensation arrangements must be recognized in the income statement as they occur as opposed to the current guidance where excess tax benefits are recorded in equity. ASU 2016-09 also allows entities to make an accounting policy election to either continue to estimate forfeitures on stock based compensation arrangements or to account for forfeitures as they occur. ASU 2016-09 also allows an employer with statutory income tax withholding obligations to withhold shares with a fair value up to the amount of tax owed using the maximum statutory tax rate in the employee’s applicable jurisdiction. The Company adopted ASU 2016-09 effective on April 1, 2016. |
Disposed Assets
Disposed Assets | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposed Assets | Disposed Assets The Company sold one net lease asset during the year ended December 31, 2016 for an aggregate gross disposition price of $32,000 . The table below reflects sales activity for the year ended December 31, 2016 for the one net lease asset included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price AT&T - Cleveland 12/12/2016 $ 32,000 On February 19, 2016, the Company distributed the assets and liabilities associated with four retail assets to InvenTrust. The distribution was recorded at carrying value due to common control, and the Company did not realize any gain or loss on disposal. The distribution is reflected as a non-cash distribution in the combined consolidated statements of cash flow for the year ended December 31, 2016 . The Company sold one net lease asset during the year ended December 31, 2015 for an aggregate gross disposition price of $8,200 . The table below reflects the sales activity for the year ended December 31, 2015 for the one asset included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price Citizens Manchester 7/9/2015 $ 8,200 On January 28, 2015, the Company distributed the assets and liabilities associated with three retail assets to InvenTrust. The distribution was recorded at carrying value due to common control, and the Company did not realize any gain or loss on disposal. The distribution is reflected as a non-cash distribution in the combined consolidated statements of cash flow for the year ended December 31, 2015 . The Company sold 29 net lease assets and two retail assets for the year ended December 31, 2014 for an aggregate disposition price of $330,100 . The table below reflects sales activity for the year ended December 31, 2014 for four assets included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price Hunting Bayou 2/19/2014 $ 10,300 Monadnock Marketplace 4/9/2014 $ 31,200 3801 S. Collins 7/31/2014 $ 10,500 Citizens - Plattsburgh 11/7/2014 $ 200 $ 52,200 The table below reflects sales activity for the year ended December 31, 2014 for 27 net lease assets included in discontinued operation on the combined consolidated statements of operations. The disposition of these assets is reflective of a strategic shift by Inventrust, prior to the Distribution, to exit the net lease market. Portfolio Date Gross Disposition Price Net lease portfolio - 23 assets 2/21/2014 $ 219,400 Net lease portfolio - 4 assets 3/28/2014 $ 58,500 $ 277,900 The table below reflects the operations in discontinued operations for the years ended December 31, 2016 , 2015 , and 2014 . Year Ended December 31, 2016 2015 2014 Revenues $ — $ — $ 4,089 Depreciation and amortization expense — — 44 Other expenses — — 938 Operating income from discontinued operations — — 3,107 Interest expense and other — — (1,945 ) Gain on sale of properties, net — — 5,594 Loss on extinguishment of debt — — (2,124 ) Net income from discontinued operations $ — $ — $ 4,632 Net cash used in operating activities from the 27 assets included in discontinued operations was $251 for the year ended December 31, 2014 . Net cash provided by investing activities from the 27 assets included in discontinued operations was $78,705 for the year ended December 31, 2014 . For the year ended December 31, 2016 , the Company recorded a gain on the sale of investment properties of $3,191 . For the years ended December 31, 2015 and 2014 the Company recorded a loss on the sale of investment properties of $197 , and $1,018 , respectively, in continuing operations. There were no disposals that qualified as discontinued operations during the years ended December 31, 2016 , and 2015 , as such, disposals did not represent a strategic shift that would have a major affect on the Company. For the year ended December 31, 2014 , 27 net lease assets were included in discontinued operations on the combined consolidated statements of operations. |
Transactions with Related Parti
Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | Transactions with Related Parties The following table summarizes the Company’s related party transactions for the year ended December 31, 2016 , 2015 , and 2014 . Year Ended December 31, 2016 2015 2014 General and administrative expense allocation (a) $ 3,324 $ 11,739 6,808 Transition services fees (b) $ 96 $ — — Business Manager Fee (c) $ — $ — 423 (a) Prior to the Distribution, general and administrative expense includes allocations of costs from certain corporate and shared functions provided to the Company by InvenTrust. InvenTrust allocated to the Company a portion of corporate overhead costs incurred by InvenTrust, which was based upon the Company’s percentage share of the average invested assets of InvenTrust. As InvenTrust managed various asset portfolios, the extent of services and benefits a portfolio received was based on the size of its assets. The Company believes that using average invested assets to allocate costs is a reasonable reflection of the services and other benefits received by the Company and complies with applicable accounting guidance. However, actual costs may have differed from allocated costs if the Company had operated as a standalone entity during such period and those differences may have been material. Subsequent to the Distribution, the Company was not allocated any costs. (b) In connection with the Distribution, the Company entered into the Transition Services Agreement with InvenTrust, under which InvenTrust agreed to provide certain transition services to the Company, including services related to information technology systems, financial reporting and accounting and legal services. There was a flat monthly fee per service and all services provided in the agreement terminated by December 31, 2016. (c) During the year ended December 31, 2014 , InvenTrust paid an annual business management fee to its external manager, Inland American Business Manager and Advisor, Inc. (the “Business Manager”) based on the average invested assets. The Company was allocated a portion of the business management fee based upon its percentage share of the average invested assets of InvenTrust for the year ended December 31, 2014 . On March 12, 2014, InvenTrust entered into a series of agreements and amendments to existing agreements with affiliates of The Inland Group, Inc. pursuant to which InvenTrust began the process of becoming entirely self-managed (collectively, the “Self-Management Transactions”). In connection with the Self-Management Transactions, InvenTrust agreed with the Business Manager to terminate its management agreement with the Business Manager. The Self-Management Transactions resulted in a final business management fee incurred in January 2014. As a result, the Company was not allocated a business management fee since January 2014. As of December 31, 2015 , the Company was allocated a portion of InvenTrust's unsecured credit facility of $17,914 . Subsequent to the Distribution, the Company is no longer allocated any portion of Inventrust's debt. In addition, as of December 31, 2016 and December 31, 2015 , the Company had a note payable with InvenTrust of $0 and $15,062 , respectively. Refer to Note 7 for additional detail. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Leases | Leases Operating Leases Minimum lease payments to be received under operating leases, assuming no expiring leases are renewed, are as follows: For the Year Ended December 31, Minimum Lease Payment 2017 54,206 2018 37,271 2019 34,431 2020 22,626 2021 16,800 Thereafter 31,072 Total $ 196,406 The remaining lease terms range from one year to sixteen years. The majority of the revenue from the Company’s assets consists of rents received under long-term operating leases. Some leases provide for the payment of fixed base rent paid monthly in advance, and for the reimbursement by tenants to the Company for the tenant’s pro rata share of certain operating expenses including real estate taxes, special assessments, insurance, utilities, common area maintenance, management fees, and certain building repairs paid by the landlord and recoverable under the terms of the lease. Under these leases, the landlord pays all expenses and is reimbursed by the tenant for the tenant’s pro rata share of recoverable expenses paid. Certain other tenants are subject to net leases which provide that the tenant is responsible for fixed base rent as well as all costs and expenses associated with occupancy. Under net leases where all expenses are paid directly by the tenant rather than the landlord, such expenses are not included in the combined consolidated statements of operations. Under leases where all expenses are paid by the landlord, subject to reimbursement by the tenant, the expenses are included within property operating expenses and reimbursements are included in tenant recovery income on the combined consolidated statements of operations. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table summarizes the Company's identified intangible assets and intangible liabilities as of December 31, 2016 and 2015 . Balance as of December 31, 2016 2015 Intangible Assets: Acquired in-place lease $ 45,626 $ 96,284 Acquired above market lease 127 1,390 Accumulated amortization (42,500 ) (85,127 ) Intangible assets, net $ 3,253 $ 12,547 Intangible liabilities: Acquired below market lease 8,106 11,025 Accumulated amortization (4,275 ) (5,951 ) Intangible Liabilities, net $ 3,831 $ 5,074 The portion of the purchase price allocated to acquired above market lease costs and acquired below market lease costs are amortized on a straight line basis over the life of the related lease, including the respective renewal period for below market lease costs with fixed rate renewals, as an adjustment to other revenues. Amortization pertaining to the above market lease costs was applied as a reduction to other property income. Amortization pertaining to the below market lease costs was applied as an increase to other property income. The portion of the purchase price allocated to acquired in-place lease intangibles is amortized on a straight line basis over the life of the related lease and is recorded as amortization expense. The following table summarizes the amortization related to acquired above and below market lease costs and acquired in-place lease intangibles for the years ended December 31, 2016 , 2015 , and 2014 . For the years ended December 31, 2016 2015 2014 Amortization of: Acquired above market lease $ (18 ) $ (127 ) $ (375 ) Acquired below market lease 843 562 637 Net rental income increase $ 825 $ 435 $ 263 Acquired in-place lease intangibles $ 6,526 $ 7,492 $ 6,884 The following table presents the amortization during the next five years and thereafter related to intangible assets and liabilities as of December 31, 2016 . 2017 2018 2019 2020 2021 Thereafter Total Amortization of: Acquired above market lease (2 ) (2 ) (2 ) (2 ) (2 ) (7 ) (14 ) Acquired below market lease 418 409 379 313 297 2,015 3,831 Net rental income increase 416 407 377 311 295 2,008 3,817 Acquired in-place lease intangibles 3,059 132 48 — — — 3,239 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt During the years ended December 31, 2016 and 2015 , the following principal debt transactions occurred: Balance at December 31, 2014 $ 487,825 Paydown of debt (28,962 ) Transfer of mortgages payable to Inventrust Properties (19,893 ) Balance at December 31, 2015 $ 438,970 New financings 26,500 Paydown of InvenTrust line of credit allocation (17,914 ) Paydown of debt (65,575 ) Balance at December 31, 2016 $ 381,981 Mortgages Payable Mortgage loans outstanding as of December 31, 2016 and December 31, 2015 , net of unamortized deferred financing costs, were $380,240 and $437,032 , respectively, and had a weighted average interest rate of 8.27% and 6.09% per annum, respectively. Deferred financing costs, net, as of December 31, 2016 and December 31, 2015 were $1,741 and $1,938 , respectively. As of December 31, 2016 , scheduled maturities for the Company’s outstanding mortgage indebtedness had various due dates through May 2037, as follows: For the year ended December 31, As of December 31, 2016 Weighted average interest rate 2017 $ 212,738 10.71 % 2018 — — % 2019 — — % 2020 — — % 2021 20,315 5.25 % Thereafter 148,928 5.20 % Total $ 381,981 8.27 % The amount maturing in 2017 represents three mortgage loans, two of which entered into default during 2016 related to our Dulles Executive Plaza and AT&T-Hoffman Estates assets, and the third mortgage loan with a principal balance of $30,275 relates to Sherman Plaza which was scheduled to mature in March 2017 , however it was paid in full on February 1, 2017. The Company's ability to pay off mortgages when they become due is dependent upon the Company's ability either to refinance the related mortgage debt or to sell the related asset. With respect to each loan, if the applicable wholly owned property-owning subsidiary is unable to refinance or sell the related asset, or in the event that the estimated asset value is less than the mortgage balance, the applicable wholly owned property-owning subsidiary may, if appropriate, satisfy a mortgage obligation by transferring title of the asset to the lender or permitting a lender to foreclose. As of December 31, 2016 and December 31, 2015 , no debt is recourse to the Company, although Highlands or its subsidiaries may act as guarantor under customary, non-recourse carveout clauses in our wholly owned property-owning subsidiaries' mortgage loans. Some of the mortgage loans require compliance with certain covenants, such as debt service ratios, investment restrictions and distribution limitations. As of December 31, 2016 and December 31, 2015 , other than otherwise disclosed in this Note 7, the Company is in compliance with such covenants in all material respects. The loan on the Company's Dulles Executive Plaza asset matured on September 1, 2016. On August 23, 2016, we received notice from the special servicer that loan went into maturity default. In addition, all rental payments, less certain expenses, for Dulles Executive Plaza are currently being “swept” and held by the lender pursuant to the loan agreement; as a result, net cash generated is not available for general use of the Company and is classified as restricted cash and escrows. Furthermore, the $68,750 principal balance of the mortgage debt is subject to an additional 5.00% default interest rate as disclosed under "Item 2. Properties - Mortgage Financing." For Sherman Plaza, prior to the payoff on February 1, 2017, all rental payments were being “swept” and held by the lender; however, the lender remitted excess cash to the Company for its general use after the debt service payment has been paid. On October 1, 2016, the Company's AT&T-St. Louis property went into "cash trap." All income from the asset is being "swept" by the lender, used to pay debt service and other charges, and to the extent income exceeds such charges the Company receives a lender-approved reimbursement for operating expenses associated with the property. Additional funds, if any, are held by the lender as additional collateral for the loan, totaling $2,651 classified as restricted cash and escrows as of December 31, 2016 . On March 15, 2017 the Company received notice that the loan for AT&T-St. Louis had been transferred to special servicing. On June 29, 2016, the Company received notice that the loan in respect of the AT&T-Hoffman Estates asset had been transferred to the special servicer, C-III Asset Management, LLC. On August 9, 2016, the Company received written notice from the lender that an event of default has occurred under the loan agreement relating to the AT&T-Hoffman Estates asset for failure to pay required installments of principal and interest, and that, as a result, the entire loan amount is now due and payable and affecting the interest rate by subjecting the balance to an additional 5.00% default interest rate, as disclosed under "Item 2. Properties - Mortgage Financing." On August 19, 2016, C-III Asset Management LLC filed a foreclosure complaint in respect of AT&T-Hoffman Estates in the Circuit Court of Cook County, Illinois. On September 12, 2016, the Circuit Court entered an order appointing a receiver to manage the property during the pendency of the foreclosure proceedings. As of December 31, 2016 , AT&T-Hoffman Estates is unoccupied. The Company intends to satisfy its mortgage obligations for AT&T-Hoffman Estates of $113,713 by permitting the lender to foreclose on the property, which would result in a gain on the extinguishment of debt. In January 2015, the assets and liabilities associated with three retail assets were distributed to InvenTrust. Two of these assets were encumbered by a mortgage. As part of the distribution of these assets to InvenTrust, the mortgage payables of $19,893 were also distributed at carrying value due to common control. Unsecured credit facility On November 5, 2015, InvenTrust entered into a term loan credit agreement for a $300,000 unsecured credit facility. The term loan credit facility consists of two tranches: a five -year tranche maturing on January 15, 2021, and a seven -year tranche maturing on November 5, 2022. Based upon InvenTrust's total leverage ratio at December 31, 2015, the five -year tranche bears an interest rate of LIBOR plus 1.30% and the seven -year tranche bears an interest rate of LIBOR plus 1.60% . The term loan credit facility is subject to a borrowing base consisting of a pool of unencumbered assets. To the extent the Company’s assets were included within the pool of unencumbered assets, the Company was allocated a portion of the unsecured credit facility. As of the Distribution, the Company no longer has an allocated portion of the unsecured credit facility; therefore, as of December 31, 2016 , the Company’s allocated portion of the term loan was $0 . As of December 31, 2015 , the Company’s allocated portion of the term loan was $17,914 and the interest rate was 1.59% . On February 3, 2015, InvenTrust entered into an amended and restated credit agreement for a $300,000 unsecured revolving line of credit, which matures on February 2, 2019. The unsecured revolving line of credit bears interest at a rate equal to LIBOR plus 1.40% and requires the maintenance of certain financial covenants. The unsecured credit facility is subject to a borrowing base consisting of a pool of unencumbered assets. To the extent the Company’s assets were included within the pool of unencumbered assets, the Company was allocated its proportionate share of the revolving line of credit. As of December 31, 2015 , the Company’s allocated portion of the revolving line of credit was $0 . As of the Distribution, the Company no longer has an allocated portion of the unsecured credit facility. Note Payable On May 1, 2014, the Company entered into a note payable in the amount of $32,908 with InvenTrust, which matured on demand. The note payable was non-amortizing with an interest rate of 8.50% . Such interest was payable on demand or, until such time as demand was made, monthly in arrears, beginning on June 1, 2014 and continuing on the first day of each month thereafter until the note had been paid in full. On March 25, 2016, the outstanding principal balance of $15,062 and accrued interest of $89 was repaid in full. As of December 31, 2015 , the balance of this note payable was $15,062 . |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements In accordance with ASC 820, Fair Value Measurement and Disclosures, the Company defines fair value based on the price that would be received upon sale of an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company uses a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of three broad levels, which are described below: • Level 1 - Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. • Level 2 - Observable inputs, other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company has estimated fair value using available market information and valuation methodologies the Company believes to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that would be realized upon disposition. Non-Recurring Measurements During the year ended December 31, 2016 , the Company identified certain assets which may have a reduction in the expected holding period, or a major tenant moving out or not renewing an expiring lease, which represented an impairment trigger, and recorded an impairment of investment properties of $61,582 on three net lease assets. The following table presents these assets measured at fair value on a nonrecurring basis for the year ended December 31, 2016 aggregated by the level within the fair value hierarchy in which those measurements fall. Methods and assumptions used to estimate the fair value of these assets are described after the table. Fair Value Level 1 Level 2 Level 3 Total Provision for impairment December 31, 2016 Investment Properties — — $ 69,654 (a) $ 69,654 $ 61,582 (a) Represents the fair values of three net lease assets. The estimated fair value relating to the investment properties’ impairment analysis was based on 10 -year discounted cash flow models. The cash flows consist of observable inputs such as contractual revenues and unobservable inputs such as forecasted revenues and expenses. These unobservable inputs are based on market conditions and the Company’s expected growth rates. Capitalization rates were 7.50% and discount rates ranging from 7.50% to 9.50% were utilized in the models and are based upon observable rates that the Company believes to be within a reasonable range of current market rates. The Company did not have any assets measured at fair value on a nonrecurring basis as of December 31, 2015 . For the year ended December 31, 2015 the Company recognized no provision for asset impairment. Financial Instruments Not Measured at Fair Value The table below represents the fair value of financial instruments presented at carrying values in the combined consolidated financial statements as of December 31, 2016 and as of December 31, 2015 . December 31, 2016 December 31, 2015 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Mortgages payable $ 381,981 $ 382,906 $ 405,994 $ 410,888 Unsecured credit facility — — 17,914 17,914 Note payable — — 15,062 15,062 The Company estimates the fair value of its debt instruments using a weighted average market effective interest rate of 4.35% and 4.52% per annum as of December 31, 2016 and December 31, 2015 . The Company estimates the fair value of its mortgages payable by discounting the anticipated future cash flows of each instrument at rates currently offered to the Company by its lenders for similar debt instruments of comparable maturities. The rates used are based on credit spreads observed in the marketplace during the quarter for similar debt instruments, and a floor rate that the Company has derived using its subjective judgment for each asset segment. Based on this, the Company determines the appropriate rate for each of its individual mortgages payable based upon the specific terms of the agreement, including the term to maturity, the quality and nature of the underlying property and its leverage ratio. The weighted average market effective interest rates used range from 4.09% to 4.93% and 3.99% to 4.99% as of December 31, 2016 and December 31, 2015 , respectively. The fair value estimate of the unsecured credit facility approximated the carrying value due to limited market volatility in pricing. The assumptions reflect the terms currently available on similar borrowing terms to borrowers with credit profiles similar to the Company’s. The Company has determined that its debt instrument valuations are classified in Level 2 of the fair value hierarchy. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company intends to be taxed as, and operate in a manner that will allow the Company to qualify as a REIT for U.S. federal income tax purposes beginning with the Company’s short taxable year commencing immediately prior to the Company’s separation from InvenTrust and ending on December 31, 2016. So long as it qualifies as a REIT, the Company generally will not be subject to federal income tax on taxable income that is distributed currently to stockholders. A REIT is subject to a number of organizational and operational requirements including a requirement that it currently distributes at least 90% of its REIT taxable income (excluding capital gains) to its stockholders each year. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates and would not be able to re-elect REIT status during the four years following the year of the failure. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and federal income and excise taxes on its undistributed income. Prior to the Distribution, the Company was a qualified REIT subsidiary (“QRS”) of InvenTrust, which had elected to be taxed as a REIT and had operated in a manner intended to qualify as a REIT under the Code. As a QRS, the Company was disregarded as a separate entity from InvenTrust for U.S. federal income tax purposes. All assets, liabilities and items of income, deduction and credit of the Company were treated for federal income tax purposes as those of InvenTrust. The Company’s subsidiary, MB REIT (Florida), Inc. (“MB REIT”), previously elected and operated so as to qualify to be taxed as a REIT under the Code. On December 15, 2015, MB REIT redeemed all of the outstanding shares of its Series B Preferred Stock and became a wholly owned subsidiary of InvenTrust. At that time, MB REIT became a QRS of InvenTrust and ceased to be treated as a separate REIT for U.S. federal income tax purposes. As a result of certain pre-Distribution reorganization transactions, following the Distribution, MB REIT is currently disregarded as a separate entity from the Company for federal income tax purposes and is a QRS of the Company. All assets, liabilities and items of income, deduction and credit of MB REIT are treated for federal income tax purposes as those of the Company. During the years ended December 31, 2016 , 2015 , and 2014 an income tax expense of $241 , $51 , and $64 , respectively, was included on the combined consolidated statements of operations. Uncertain Tax Positions The Company had no unrecognized tax benefits as of or during the three year period ended December 31, 2016 . The Company expects no significant increases or decreases in unrecognized tax benefits due to changes in tax positions within one year of December 31, 2016 . The Company has no material interest or penalties relating to income taxes recognized in the combined consolidated statements of operations for the years ended December 31, 2016 , 2015 and 2014 or in the combined consolidated balance sheets as of December 31, 2016 and 2015 . As of December 31, 2016 , MB REIT's 2015 , 2014 , and 2013 tax years remain subject to examination by U.S. and various state tax jurisdictions. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company currently has three business segments, consisting of (i) net lease, (ii) retail and (iii) multi-tenant office. The net lease segment consists of single-tenant office and industrial assets, as well as the Company’s correctional facilities. The Company’s unimproved land is presented in other. For the year ended December 31, 2016 , approximately 41% of the Company’s revenue from continuing operations was generated by three net lease assets leased to AT&T, Inc. During 2016, the mortgage loan associated with AT&T-Hoffman Estates went into maturity default, as disclosed in note 7. Approximately 16% of the Company’s revenue from continuing operations for the year ended December 31, 2016 was generated by the Company’s AT&T-Hoffman Estates asset. The term of the lease on the AT&T-Hoffman Estates asset expired on August 15, 2016 and the asset is no longer generating revenue for the Company. As of December 31, 2016 , the asset is unoccupied. Approximately 18% of the Company’s revenue from continuing operations for the year ended December 31, 2016 was generated by the Company’s AT&T-St. Louis asset. The term of the lease on the AT&T-St. Louis asset is scheduled to expire on September 30, 2017 and the Company did not receive notice that the tenant intends to renew the lease during the contractual renewal period, which expired September 1, 2016. The Company does not expect AT&T to renew this lease. Approximately 7% of the Company’s revenue from continuing operations for the year ended December 31, 2016 was generated by the Company’s AT&T-Cleveland asset. The asset was sold in December 2016 , as disclosed in Note 3. The following table summarizes net property operations income by segment for the year ended December 31, 2016 . Total Net Lease Retail Multi-Tenant Office Other Rental income $ 79,942 $ 49,298 $ 17,794 $ 12,850 $ — Tenant recovery income 10,856 2,974 7,330 552 — Other property income 666 532 97 3 34 Total income 91,464 52,804 25,221 13,405 34 Operating expenses and real estate taxes 21,367 6,402 9,349 4,479 1,137 Net operating income (loss) $ 70,097 $ 46,402 $ 15,872 $ 8,926 $ (1,103 ) Non-allocated expenses (a) (41,459 ) Other income and expenses (b) (30,937 ) Provision for asset impairment (c) (61,582 ) Net loss attributable to the Company $ (63,881 ) Balance Sheet Data Real estate assets, net (d) $ 434,180 $ 155,288 $ 153,650 $ 93,611 $ 31,631 Non-segmented assets (e) 78,374 Total assets 512,554 Capital expenditures $ 1,530 $ — $ 751 $ 775 $ 4 (a) Non-allocated expenses consists of general and administrative expenses and depreciation and amortization. (b) Other income and expenses consists of other loss, interest expense, and income tax expense. (c) Provision for asset impairment includes $61,582 related to three net lease assets. (d) Real estate assets include intangible assets, net of amortization. (e) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable and deferred costs and other assets. The following table summarizes net property operations income by segment for the year ended December 31, 2015 . Total Net Lease Retail Multi-Tenant Office Other Rental income $ 96,960 $ 63,323 $ 24,275 $ 9,362 $ — Tenant recovery income 14,447 3,740 10,061 646 — Other property income 430 37 261 98 34 Total income 111,837 67,100 34,597 10,106 34 Operating expenses and real estate taxes 21,024 3,877 12,726 3,205 1,216 Net operating income (loss) $ 90,813 $ 63,223 $ 21,871 $ 6,901 $ (1,182 ) Non-allocated expenses (a) (48,453 ) Other income and expenses (b) (28,015 ) Net income $ 14,345 Less: net income attributable to non-controlling interests (15 ) Net income attributable to Company $ 14,330 Balance Sheet Data Real estate assets, net (c) $ 692,355 327,205 229,122 104,123 31,905 Non-segmented assets (d) $ 46,799 Total assets $ 739,154 Capital expenditures $ 4,083 (364 ) 2,858 1,589 — (a) Non-allocated expenses consists of general and administrative expenses and depreciation and amortization. (b) Other income and expenses consists of interest and dividend income, loss on sale of investment property, interest expense, other loss, and income tax expense. (c) Real estate assets include intangible assets, net of amortization. (d) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable, and deferred costs and other assets. The following table summarizes net property operations income by segment for the year ended December 31, 2014 . Total Net Lease Retail Multi-Tenant Office Other Rental income 104,218 64,300 30,700 9,218 — Tenant recovery income 17,190 3,188 13,361 641 — Other property income 739 — 624 102 13 Total income 122,147 67,488 44,685 9,961 13 Operating expenses and real estate taxes 27,822 7,314 16,881 3,508 119 Net operating income (loss) 94,325 60,174 27,804 6,453 (106 ) Non-allocated expenses (a) (44,819 ) Other income and expenses (b) (21,311 ) Provision for asset impairment (c) (15,640 ) Net income from continuing operations 12,555 Net income from discontinued operations 4,632 Less: net income attributable to non-controlling interests (16 ) Net income attributable to Company 17,171 Balance Sheet Data Real estate assets, net (d) 804,903 355,795 310,547 106,656 31,905 Non-segmented assets (e) 36,991 Total assets 841,894 Capital expenditures 4,544 1,143 3,324 67 10 (a) Non-allocated expenses consists of general and administrative expenses, business management fee, and depreciation and amortization. (b) Other income and expenses consists of interest and dividend income, loss on sale of investment properties, gain on extinguishment of debt, interest expense, other income and income tax expense. (c) Provision for asset impairment relates to two net lease assets. (d) Real estate assets include intangible assets, net of amortization. (e) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable, and deferred costs and other assets. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per common share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the period, plus any additional common shares that would have been outstanding if the dilutive potential common shares had been issued. For periods prior to the Distribution, basic and diluted earnings per share was calculated by dividing net income attributable to the Company by the 862.0 million shares of Common Stock outstanding upon the completion of the Distribution. The following table reconciles net (loss) income attributable to the Company to basic and diluted EPS (in thousands, except share and per share data): Year Ended December 31, 2016 2015 2014 Numerator: Net (loss) income $ (63,881 ) $ 14,345 $ 17,187 Less: Net income attributable to non-controlling interests — (15 ) (16 ) Net (loss) income attributable to Company $ (63,881 ) $ 14,330 $ 17,171 Denominator: Weighted average shares outstanding - basic and diluted 864,654,841 862,014,421 862,014,421 Basic and diluted (loss) income per share: Net (loss) income per common share $ (0.07 ) $ 0.02 $ 0.02 |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation [Abstract] | |
Share Based Compensation | Share Based Compensation Incentive Award Plan On April 28, 2016, the board of directors adopted, ratified and approved the Highlands REIT, Inc. 2016 Incentive Award Plan (the "Incentive Award Plan"), under which the Company may grant cash and equity-based incentive awards to eligible employees, directors, and consultants. Prior to the Company’s spin-off from InvenTrust, the board of directors of the Company (then a wholly owned subsidiary of InvenTrust) adopted, and InvenTrust, as the sole stockholder of Highlands, approved, the Incentive Awards Plan. As of December 31, 2016 , the Company had granted 5,138,889 shares of fully vested stock awards. Additionally, as of December 31, 2016 and pursuant to employment agreements with certain of its executive officers, the Company granted shares of an aggregate value of $1.1 million with a requisite service period ending no later than March 15, 2017 . Under the Incentive Award Plan, the Company is authorized to grant up to 43,000,000 shares of the Company's common stock pursuant to awards under the plan. At December 31, 2016 , 34,944,444 shares were available for future issuance under the Incentive Award Plan. A summary of the Company's stock awards activity as of December 31, 2016 is as follows: Non-Vested stock awards Stock Awards Weighted Average Grant Date Fair Value Balance at January 1, 2016 — — Granted 8,055,556 $ 0.36 Vested (5,138,889 ) 0.36 Forfeited — — Balance at December 31, 2016 2,916,667 $ 0.36 The Company expects all of the non-vested awards for which the requisite service period has not been rendered to vest. The Company recognized stock-based compensation expense for the year ended December 31, 2016 , of $2,642 related to the Incentive Award Plan. At December 31, 2016 , there was approximately $258 of estimated unrecognized compensation expense related to these awards, scheduled to be recognized through March 15, 2017. No stock-based compensation expense was recognized for years the ended December 31, 2015 and 2014 . For the year ended December 31, 2016 , the Company paid $814 related to tax withholding for share-based compensation. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject, from time to time, to various legal proceedings and claims that arise in the ordinary course of business. While the resolution of these matters cannot be predicted with certainty, management believes, based on currently available information, that the final outcome of such matters will not have a material adverse effect on the financial statements of the Company. In addition, in connection with the Company’s separation from InvenTrust, on April 14, 2016, the Company entered into a Separation and Distribution Agreement, and on April 28, 2016, the Company entered into a Transition Services Agreement and Employee Matters Agreement, each with InvenTrust. Pursuant to the Separation and Distribution Agreement, Highlands has agreed to indemnify, defend and hold harmless InvenTrust and its affiliates and each of their respective current or former stockholders, directors, officers, agents and employees and their respective heirs, executors, administrators, successors and assigns from and against all liabilities relating to, arising out of or resulting from (i) the liabilities assumed by Highlands in the Separation and Distribution Agreement, Transition Services Agreement and Employee Matters Agreement, (ii) any breach by Highlands or any of its subsidiaries of the Separation and Distribution Agreement, Transition Services Agreement and Employee Matters Agreement (iii) losses arising from third party claims relating to the separation and distribution and (iv) any untrue statement or alleged untrue statement of a material fact or omission or alleged omission to state a material fact required to be stated therein or necessary to make the statements therein not misleading, with respect to all information contained in the Registration Statement, other than specified information relating to and provided by InvenTrust (the “Specified InvenTrust Information”). Similarly, InvenTrust has agreed to indemnify, defend and hold harmless Highlands and its affiliates and each of their respective current or former stockholders, directors, officers, agents and employees and their respective heirs, executors, administrators, successors and assigns from and against all liabilities relating to, arising out of or resulting from (i) the liabilities assumed by InvenTrust in the Separation and Distribution Agreement, Transition Services Agreement and Employee Matters Agreement, (ii) any breach by InvenTrust or any of its subsidiaries of the Separation and Distribution Agreement, Transition Services Agreement and Employee Matters Agreement and (iii) the Specified InvenTrust Information. InvenTrust and Highlands will not be deemed to be affiliates of the other for purposes of determining the above described indemnification obligations. Highlands has also agreed to indemnify InvenTrust against all taxes related to the Company, its subsidiaries and its assets, including taxes attributable to periods prior to the separation and distribution. InvenTrust has agreed to indemnify the Company for any taxes attributable to InvenTrust’s or MB REIT’s failure to qualify as a REIT for any taxable year ending on or before December 31, 2016. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On February 1, 2017 , the Company paid off $30.28 million of principal mortgage debt on the Sherman Plaza retail asset, which was scheduled to mature in March 2017. The Company did not recognize any gain or loss on this transaction. |
Quarterly Supplemental Financia
Quarterly Supplemental Financial Information (unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Supplemental Financial Information (unaudited) | Quarterly Supplemental Financial Information (unaudited) The following represents the results of operations, for each quarterly period, during 2016 and 2015 . For the Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total income $ 26,597 $ 24,836 $ 20,356 $ 19,675 Total expenses 22,289 64,072 41,696 29,849 Net income (loss) 4,308 (39,236 ) (21,340 ) (7,613 ) Net income attributable to non-controlling interests — — — — Net (loss) income attributable to Company 4,308 (39,236 ) (21,340 ) (7,613 ) Net (loss) income per common share, basic and diluted $0.00 $(0.05) $(0.02) $(0.01) Weighted average number of common shares outstanding, basic and diluted (a) 862,014,421 863,975,978 864,890,967 864,890,967 For the Quarter Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total income $ 28,965 $ 27,454 $ 27,393 $ 28,025 Total expenses 25,540 24,031 24,077 23,843 Net income (loss) 3,425 3,423 3,316 4,182 Net (loss) income attributable to Company 3,417 3,423 3,308 4,183 Net (loss) income per common share, basic and diluted $0.00 $0.00 $0.00 $0.00 Weighted average number of common shares outstanding, basic and diluted (a) 862,014,421 862,014,421 862,014,421 862,014,421 (a) Quarterly income per common share amounts may not total the annual amounts due to rounding and the changes in number of weighted common shares outstanding. |
Schedule III Real Estate and Ac
Schedule III Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2016 | |
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III Real Estate and Accumulated Depreciation | Initial Cost (A) Gross amount at which carried at end of period Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Building Basis (B) Land and Improvements Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Date of Completion of Construction or Acquisition Retail BUCKHORN PLAZA 10,500 1,651 11,770 — 2,122 1,651 13,892 15,543 4,946 2006 Bloomsburg, PA LINCOLN MALL — 11,000 50,395 — 6,651 11,000 57,046 68,046 20,481 2006 Lincoln, RI SHERMAN PLAZA 30,275 9,655 30,982 — 9,264 9,655 40,246 49,901 13,740 2006 Evanston, IL STATE STREET MARKET 9,732 3,950 14,184 — 1,775 3,950 15,959 19,909 6,188 2006 Rockford, IL THE MARKET AT HILLIARD 16,000 4,432 13,308 — 3,255 4,432 16,563 20,995 6,047 2005 Hilliard, OH TRIANGLE CENTER 20,315 12,770 24,556 — 3,437 12,770 27,993 40,763 10,799 2005 Longview, WA Net Lease AT&T-Hoffman Estates 113,713 35,800 287,424 (27,481 ) (258,713 ) 8,319 28,711 37,030 598 2007 Hoffman Estates, IL AT&T - ST LOUIS 112,695 8,000 170,169 (5,901 ) (145,673 ) 2,099 24,496 26,595 231 2007 St Louis, MO CITIZENS (CFG) RHODE ISLAND 1,278 3,817 (702 ) (2,947 ) 576 870 1,446 124 1970 Providence, RI ATLAS - ST PAUL — 3,890 10,093 — — 3,890 10,093 13,983 3,267 2007 St. Paul, MN ATLAS-NEW ULM — 900 9,359 — — 900 9,359 10,259 3,035 2007 New Ulm, MN HASKELL-ROLLING PLAINS FACILITY — 45 19,733 (45 ) (19,733 ) — — — — 2008 Haskell, TX HUDSON CORRECTIONAL FACILITY — 1,382 — (229 ) 51,229 1,153 51,229 52,382 1,386 2009 Hudson, CO Initial Cost (A) Gross amount at which carried at end of period Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Building Basis (B) Land and Improvements Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Date of Completion of Construction or Acquisition Multi-tenant office TRIMBLE I — 12,732 10,045 — — 12,732 10,045 22,777 949 2013 San Jose, CA DENVER HIGHLANDS — 1,700 11,855 (192 ) (4,960 ) 1,508 6,895 8,403 177 2006 Highlands Ranch, CO BRIDGESIDE POINT OFFICE BLDG — 1,525 28,609 — 834 1,525 29,443 30,968 11,291 2006 Pittsburgh, PA DULLES EXECUTIVE PLAZA 68,750 15,500 96,083 (2,251 ) (44,911 ) 13,249 51,172 64,421 1,389 2006 Herndon, VA Other IA ORLANDO SAND — 19,388 — — — 19,388 — 19,388 — 2011 Orlando, FL PALAZZO DEL LAGO — 8,938 — — 10 8,938 10 8,948 2 2010 Orlando, FL RDU Land — 1,220 — (278 ) — 942 — 942 — 2015 Raleigh, NC NORTH POINTE PARK — 2,350 — — — 2,350 — 2,350 — 2011 Hanahan, SC Totals $ 381,981 $ 158,106 $ 792,382 $ (37,079 ) $ (398,360 ) $ 121,027 $ 394,022 $ 515,049 $ 84,651 Notes to Schedule III: The Company had $530 of assets included in construction in progress at December 31, 2016 , which have been omitted from the prior table. The aggregate cost of real estate owned at December 31, 2016 for federal income tax purposes was approximately $718,516 (unaudited). (A) The initial cost to the Company represents the original purchase price of the asset, including amounts incurred subsequent to acquisition which were contemplated at the time the asset was acquired. (B) Adjustments to basis include provisions for asset impairments and costs capitalized subsequent to acquisitions. (C) Reconciliation of real estate owned: 2016 2015 2014 Balance at January 1 $ 864,908 $ 961,921 $ 948,903 Acquisitions and capital improvements 1,136 5,154 87,910 Dispositions and write-offs (28,372 ) (8,321 ) (57,662 ) Reduction in carryover basis in connection with separation from InvenTrust (76,583 ) — — Asset impairments (157,748 ) — (17,230 ) Assets transferred to Inventrust (88,292 ) (93,846 ) — Balance at December 31, $ 515,049 $ 864,908 $ 961,921 (D) Reconciliation of accumulated depreciation: 2016 2015 2014 Balance at January 1 $ 185,100 $ 180,027 $ 153,216 Depreciation expense, continuing operations 20,010 27,785 29,257 Assets transferred to Inventrust (20,538 ) (22,336 ) — Dispositions and write-offs (3,756 ) (376 ) (857 ) Asset impairments (96,165 ) — (1,589 ) Balance at December 31, $ 84,651 $ 185,100 $ 180,027 (E) Depreciation is computed based upon the following estimated lives: Buildings and improvements 30 years Tenant improvements Life of the lease Furniture, fixtures, & equipment 5-15 years |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying combined consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Basis of Presentation As described in Note 1, on April 28, 2016, Highlands was spun off from InvenTrust pursuant to the Distribution. Prior to the Distribution, the accompanying historical combined consolidated financial statements did not represent the financial position and results of a single legal entity, but rather a combination of entities under common control that had been “carved out” of InvenTrust’s consolidated financial statements and reflected significant assumptions and allocations. The combined consolidated financial statements reflect the operations of certain assets and liabilities that had been historically held by InvenTrust, but which were specifically identifiable or attributable to the Company. Prior to the Distribution, the accompanying combined consolidated financial statements included allocations of costs from certain corporate and shared functions provided to the Company by InvenTrust. InvenTrust allocated to the Company a portion of corporate overhead costs incurred by InvenTrust based upon the Company’s percentage share of the average invested assets of InvenTrust, which is reflected in general and administrative expense. As InvenTrust managed various asset portfolios, the extent of services and benefits a portfolio received was based on the size of its assets. Therefore, using average invested assets to allocate costs was a reasonable reflection of the services and other benefits received by the Company and complied with applicable accounting guidance. InvenTrust also allocated to the Company a portion of InvenTrust’s unsecured credit facility and the related interest expense. The unsecured credit facility was subject to a borrowing base consisting of a pool of unencumbered assets. To the extent the Company’s assets were included within the pool of unencumbered assets, the Company was allocated a portion of the unsecured credit facility. However, actual costs may have differed from allocated costs if the Company had operated as a standalone entity during such period and those differences may have been material. Prior to the Distribution, the combined consolidated financial statements included transactions in which ordinary course cash transactions were processed by InvenTrust due to InvenTrust’s centralized cash management process on behalf of the Company, such as the repayment of debt, rental receipts and payables in the ordinary course of business, resulting in intercompany transactions between the Company and InvenTrust. These ordinary course intercompany transactions are considered to be effectively settled at the time of the Company’s separation from InvenTrust. Accordingly, these transactions are reflected as distributions to and contributions from InvenTrust in the combined consolidated statements of cash flow as a financing activity. For the period subsequent to the spin-off from InvenTrust, the consolidated financial statements reflect the Company's financial position, results of operations and cash flows in conformity with GAAP. |
Revenue Recognition | Revenue Recognition The Company commences revenue recognition on our leases based on a number of factors. In most cases, revenue recognition under a lease begins when the lessee takes possession of or controls the physical use of the leased asset. Generally, this occurs on the lease commencement date. The determination of who is the owner, for accounting purposes, of the tenant improvements determines the nature of the leased asset and when revenue recognition under a lease begins. If we are the owner, for accounting purposes, of the tenant improvements, then the leased asset is the finished space and revenue recognition begins when the lessee takes possession of the finished space, typically when the improvements are substantially complete. If we conclude we are not the owner, for accounting purposes, of the tenant improvements (the lessee is the owner), then the leased asset is the unimproved space and any tenant improvement allowances funded under the lease are treated as lease incentives which reduces revenue recognized over the term of the lease. In these circumstances, we begin revenue recognition when the lessee takes possession of the unimproved space for the lessee to construct their own improvements. We consider a number of different factors to evaluate whether it or the lessee is the owner of the tenant improvements for accounting purposes. These factors include: • whether the lease stipulates how and on what a tenant improvement allowance may be spent; • whether the tenant or landlord retains legal title to the improvements; • the uniqueness of the improvements; • the expected economic life of the tenant improvements relative to the length of the lease; and • who constructs or directs the construction of the improvements. The determination of who owns the tenant improvements, for accounting purposes, is subject to significant judgment. In making that determination, we consider all of the above factors. No one factor, however, necessarily establishes its determination. Rental income is recognized on a straight-line basis over the term of each lease. The difference between rental income earned on a straight-line basis and the cash rent due under the provisions of the lease agreements is recorded as deferred rent receivable and is included as a component of accounts and rents receivable in the accompanying combined consolidated balance sheets. The Company records lease termination income if there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the asset and amounts due are considered collectible. |
Capitalization and Depreciation | Capitalization and Depreciation Real estate is reflected at cost less accumulated depreciation. Ordinary repairs and maintenance are expensed as incurred. Depreciation expense is computed using the straight line method. Building and other improvements are depreciated based upon estimated useful lives of 30 years for building and improvements and 5 - 15 years for furniture, fixtures and equipment and site improvements. Tenant improvements are amortized on a straight line basis over the lesser of the life of the tenant improvement or the lease term as a component of depreciation and amortization expense. Leasing fees are amortized on a straight-line basis over the life of the related lease as a component of depreciation and amortization expense. Loan fees are amortized on a straight-line basis, which approximates the effective interest method, over the life of the related loan as a component of interest expense. Direct and indirect costs that are clearly related to the construction and improvements of investment properties are capitalized. Costs incurred for property taxes and insurance are capitalized during periods in which activities necessary to get the asset ready for its intended use are in progress. Interest costs are also capitalized during such periods. |
Assets Dispositions and Assets Held for Sale | Assets Dispositions and Assets Held for Sale The Company accounts for dispositions in accordance with FASB ASC 360-20, Real Estate Sales. The Company recognizes gain in full when real estate is sold, provided (a) the profit is determinable, that is, the collectability of the sales price is reasonably assured or the amount that will not be collectible can be estimated, and (b) the earnings process is virtually complete, that is, the seller is not obliged to perform significant activities after the sale to earn the profit. In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which includes amendments that change the requirements for reporting discontinued operations and require additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift that has (or will have) a major effect on the entity’s results and operations would qualify as discontinued operations. In addition, ASU 2014-08 expands the disclosure requirements for disposals that meet the definition of a discontinued operation and requires entities to disclose information about disposals of individually significant components that do not meet the definition of discontinued operations. ASU 2014-08 is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2014. The Company has elected to early adopt ASU 2014-08, effective January 1, 2014. Beginning with the year ended December 31, 2014, all asset disposals have been included as a component of income from continuing operations unless they qualify as discontinued operations. In determining whether to classify an investment property as held for sale, the Company considers whether: (i) management has committed to a plan to sell the investment property; (ii) the investment property is available for immediate sale, in its present condition; (iii) the Company has initiated a program to locate a buyer; (iv) the Company believes that the sale of the investment property is probable; (v) the Company has received a significant non-refundable deposit for the purchase of the property; (vi) the Company is actively marketing the investment property for sale at a price that is reasonable in relation to its fair value; and (vii) actions required for the Company to complete the plan indicate that it is unlikely that any significant changes will be made to the plan. If all of the above criteria are met, the Company classifies the investment property as held for sale. On the day that these criteria are met, the Company suspends depreciation on the investment properties held for sale, including depreciation for tenant improvements and additions, as well as on the amortization of acquired in-place leases. The investment properties and liabilities associated with those investment properties that are held for sale are classified separately on the combined consolidated balance sheets for the most recent reporting period and recorded at the lesser of the carrying value or fair value less costs to sell. |
Impairment | Impairment The Company assesses the carrying values of the respective long-lived assets, whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable, such as a reduction in the expected holding period of the asset. If it is determined that the carrying value is not recoverable because the undiscounted cash flows do not exceed carrying value, the Company records an impairment loss to the extent that the carrying value exceeds fair value. The valuation and possible subsequent impairment of investment properties is a significant estimate that can and does change based on the Company’s continuous process of analyzing each asset and reviewing assumptions about uncertain inherent factors, as well as the economic condition of the asset at a particular point in time. The use of projected future cash flows and related holding period is based on assumptions that are consistent with the estimates of future expectations and the strategic plan the Company uses to manage its underlying business. However, assumptions and estimates about future cash flows and capitalization rates are complex and subjective. Changes in economic and operating conditions and the Company’s ultimate investment intent that occur subsequent to the impairment analyses could impact these assumptions and result in future impairment charges of the real estate assets. |
Cash and Cash Equivalents, Restricted Cash and Escrows | Cash and Cash Equivalents The Company considers all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements purchased with a maturity of three months or less, at the date of purchase, to be cash equivalents. The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at one or more institutions periodically exceed the Federal Depository Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant, as the Company does not anticipate the financial institutions’ non-performance. Restricted Cash and Escrows Restricted escrows primarily consist of cash held in escrow comprised of lenders' restricted escrows of $7,034 and $3,647 as of December 31, 2016 and 2015 , respectively. There was no restricted cash balances at December 31, 2016 and 2015 . |
Share Based Compensation | Share Based Compensation In accordance with FASB ASC Topic 718, Accounting for Share Based Compensation, companies are required to recognize in the income statement the grant-date fair value of stock options and other equity based compensation issued to employees. Under Topic 718, the way an award is classified will affect the measurement of compensation cost. Equity classified awards are measured at grant date fair value, and amortized on a straight-line basis over the vesting period of the stock and are not subsequently re-measured. The cost of the share based payments that are fully vested at the grant date are measured and recognized at that date. Liability classified awards are measured at the grant date and are subsequently re-measured at the end of each period. The fair value of the stock awards for the purposes of recognizing stock-based compensation expense is based on the estimated fair value per share of Highlands’ Common Stock as determined by the Highlands' board of directors on the grant date. |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period plus any additional common shares that would have been outstanding if the dilutive potential common shares had been issued. Any anti-dilutive securities are excluded from the diluted earnings per-share calculation. |
Income Taxes | Income Taxes The Company intends to be taxed as, and operate in a manner that will allow the Company to qualify as a REIT for U.S. federal income tax purposes beginning with the Company’s short taxable year commencing immediately prior to the Company’s separation from InvenTrust and ending on December 31, 2016. So long as it qualifies as a REIT, the Company generally will not be subject to federal income tax on taxable income that is distributed currently to stockholders. A REIT is subject to a number of organizational and operational requirements including a requirement that it currently distributes at least 90% of its REIT taxable income (excluding capital gains) to its stockholders each year. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates and would not be able to re-elect REIT status during the four years following the year of the failure. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and federal income and excise taxes on its undistributed income. Prior to the Distribution, the Company was a qualified REIT subsidiary (“QRS”) of InvenTrust, which had elected to be taxed as a REIT and had operated in a manner intended to qualify as a REIT under the Code. As a QRS, the Company was disregarded as a separate entity from InvenTrust for U.S. federal income tax purposes. All assets, liabilities and items of income, deduction and credit of the Company were treated for federal income tax purposes as those of InvenTrust. The Company’s subsidiary, MB REIT (Florida), Inc. (“MB REIT”), previously elected and operated so as to qualify to be taxed as a REIT under the Code. On December 15, 2015, MB REIT redeemed all of the outstanding shares of its Series B Preferred Stock and became a wholly owned subsidiary of InvenTrust. At that time, MB REIT became a QRS of InvenTrust and ceased to be treated as a separate REIT for U.S. federal income tax purposes. As a result of certain pre-Distribution reorganization transactions, following the Distribution, MB REIT is currently disregarded as a separate entity from the Company for federal income tax purposes and is a QRS of the Company. All assets, liabilities and items of income, deduction and credit of MB REIT are treated for federal income tax purposes as those of the Company. |
Recently Issued Accounting Pronouncements and Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective, although it will not affect the accounting for rental related revenues. In April 2015, the FASB approved an amendment to the ASU, deferring the effective date one year to annual reporting periods beginning after December 15, 2017 for public entities. The standard permits the use of either the retrospective or cumulative effect transition method. Early adoption is prohibited. The Company has has not yet selected a transition method, nor has it determined the effect of the standard on its ongoing financial reporting. In February 2016, the FASB issued ASU 2016-02, Leases , amending the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will be effective for annual reporting periods beginning after December 15, 2018, and early adoption is permitted as of the standard’s issuance date. Our ability to adopt is dependent on the completion of our analysis of information necessary to restate prior period financial statements, as the new standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the effect of ASU 2016-02 on its combined consolidated financial statements and believes substantially all of our leases will continue to be classified as operating leases under the new standard. Subsequent to our adoption of the new standard, common area maintenance provided in our real estate contracts will be accounted for as a non-lease component within the scope of the new revenue standard. As a result, we will be required to recognize revenues associated with our real estate leases separately from revenues associated with common area maintenance. We are continuing to evaluate whether the variable payment provisions of the new lease standard or the allocation and recognition provisions of the new revenue standard will affect the timing of recognition of for our lease and non-lease revenue. In addition, due to the new standard's narrowed definition of initial direct costs , we expect to expense as incurred significant lease origination costs currently capitalized as initial direct costs and amortized to expense over the lease term. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments . ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in practice. The cash flow issues include debt prepayment or debt extinguishment costs and proceeds from the settlement of insurance claims. The ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2017. We are currently evaluating the impact the new standard may have on our combined consolidated financial statements. In November 2016, the FASB issued ASU 2016-18, Classification and Presentation of Restricted Cash in the Statement of Cash Flows . ASU 2016-18 requires an explanation in the cash flow statement of a change in the total of (1) total cash, (2) cash equivalents, and (3) restricted cash or restricted cash equivalents. The ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2017. We do not expect that the adoption of this ASU will have a material impact on our consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , 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. The recognition and measurement guidance for debt issuance costs are not affected. The Company adopted ASU 2015-03 effective as of January 1, 2016 with retrospective application to the Company's December 31, 2015 combined consolidated balance sheet. The effect of the adoption of ASU 2015-03 was to reclassify debt issuance costs of approximately $1,938 as of December 31, 2015 from deferred costs and other assets in the combined consolidated balance sheets to a contra account as a deduction from debt in the combined consolidated balance sheets. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Accounting, which requires that all excess tax benefits and tax deficiencies related to stock based compensation arrangements must be recognized in the income statement as they occur as opposed to the current guidance where excess tax benefits are recorded in equity. ASU 2016-09 also allows entities to make an accounting policy election to either continue to estimate forfeitures on stock based compensation arrangements or to account for forfeitures as they occur. ASU 2016-09 also allows an employer with statutory income tax withholding obligations to withhold shares with a fair value up to the amount of tax owed using the maximum statutory tax rate in the employee’s applicable jurisdiction. The Company adopted ASU 2016-09 effective on April 1, 2016. |
Disposed Assets (Tables)
Disposed Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Sales Activity and Operations | The table below reflects sales activity for the year ended December 31, 2014 for four assets included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price Hunting Bayou 2/19/2014 $ 10,300 Monadnock Marketplace 4/9/2014 $ 31,200 3801 S. Collins 7/31/2014 $ 10,500 Citizens - Plattsburgh 11/7/2014 $ 200 $ 52,200 The table below reflects the operations in discontinued operations for the years ended December 31, 2016 , 2015 , and 2014 . Year Ended December 31, 2016 2015 2014 Revenues $ — $ — $ 4,089 Depreciation and amortization expense — — 44 Other expenses — — 938 Operating income from discontinued operations — — 3,107 Interest expense and other — — (1,945 ) Gain on sale of properties, net — — 5,594 Loss on extinguishment of debt — — (2,124 ) Net income from discontinued operations $ — $ — $ 4,632 The table below reflects the sales activity for the year ended December 31, 2015 for the one asset included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price Citizens Manchester 7/9/2015 $ 8,200 The table below reflects sales activity for the year ended December 31, 2016 for the one net lease asset included in continuing operations on the combined consolidated statements of operations. Property Date Gross Disposition Price AT&T - Cleveland 12/12/2016 $ 32,000 The table below reflects sales activity for the year ended December 31, 2014 for 27 net lease assets included in discontinued operation on the combined consolidated statements of operations. The disposition of these assets is reflective of a strategic shift by Inventrust, prior to the Distribution, to exit the net lease market. Portfolio Date Gross Disposition Price Net lease portfolio - 23 assets 2/21/2014 $ 219,400 Net lease portfolio - 4 assets 3/28/2014 $ 58,500 $ 277,900 |
Transactions with Related Par27
Transactions with Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions | The following table summarizes the Company’s related party transactions for the year ended December 31, 2016 , 2015 , and 2014 . Year Ended December 31, 2016 2015 2014 General and administrative expense allocation (a) $ 3,324 $ 11,739 6,808 Transition services fees (b) $ 96 $ — — Business Manager Fee (c) $ — $ — 423 (a) Prior to the Distribution, general and administrative expense includes allocations of costs from certain corporate and shared functions provided to the Company by InvenTrust. InvenTrust allocated to the Company a portion of corporate overhead costs incurred by InvenTrust, which was based upon the Company’s percentage share of the average invested assets of InvenTrust. As InvenTrust managed various asset portfolios, the extent of services and benefits a portfolio received was based on the size of its assets. The Company believes that using average invested assets to allocate costs is a reasonable reflection of the services and other benefits received by the Company and complies with applicable accounting guidance. However, actual costs may have differed from allocated costs if the Company had operated as a standalone entity during such period and those differences may have been material. Subsequent to the Distribution, the Company was not allocated any costs. (b) In connection with the Distribution, the Company entered into the Transition Services Agreement with InvenTrust, under which InvenTrust agreed to provide certain transition services to the Company, including services related to information technology systems, financial reporting and accounting and legal services. There was a flat monthly fee per service and all services provided in the agreement terminated by December 31, 2016. (c) During the year ended December 31, 2014 , InvenTrust paid an annual business management fee to its external manager, Inland American Business Manager and Advisor, Inc. (the “Business Manager”) based on the average invested assets. The Company was allocated a portion of the business management fee based upon its percentage share of the average invested assets of InvenTrust for the year ended December 31, 2014 . On March 12, 2014, InvenTrust entered into a series of agreements and amendments to existing agreements with affiliates of The Inland Group, Inc. pursuant to which InvenTrust began the process of becoming entirely self-managed (collectively, the “Self-Management Transactions”). In connection with the Self-Management Transactions, InvenTrust agreed with the Business Manager to terminate its management agreement with the Business Manager. The Self-Management Transactions resulted in a final business management fee incurred in January 2014. As a result, the Company was not allocated a business management fee since January 2014. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Schedule of Minimum Lease Payments to Be Received | Minimum lease payments to be received under operating leases, assuming no expiring leases are renewed, are as follows: For the Year Ended December 31, Minimum Lease Payment 2017 54,206 2018 37,271 2019 34,431 2020 22,626 2021 16,800 Thereafter 31,072 Total $ 196,406 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of identified intangible assets and intangible liabilities | The following table summarizes the Company's identified intangible assets and intangible liabilities as of December 31, 2016 and 2015 . Balance as of December 31, 2016 2015 Intangible Assets: Acquired in-place lease $ 45,626 $ 96,284 Acquired above market lease 127 1,390 Accumulated amortization (42,500 ) (85,127 ) Intangible assets, net $ 3,253 $ 12,547 Intangible liabilities: Acquired below market lease 8,106 11,025 Accumulated amortization (4,275 ) (5,951 ) Intangible Liabilities, net $ 3,831 $ 5,074 |
Summary of amortization of identified intangible assets and liabilities | The following table summarizes the amortization related to acquired above and below market lease costs and acquired in-place lease intangibles for the years ended December 31, 2016 , 2015 , and 2014 . For the years ended December 31, 2016 2015 2014 Amortization of: Acquired above market lease $ (18 ) $ (127 ) $ (375 ) Acquired below market lease 843 562 637 Net rental income increase $ 825 $ 435 $ 263 Acquired in-place lease intangibles $ 6,526 $ 7,492 $ 6,884 The following table presents the amortization during the next five years and thereafter related to intangible assets and liabilities as of December 31, 2016 . 2017 2018 2019 2020 2021 Thereafter Total Amortization of: Acquired above market lease (2 ) (2 ) (2 ) (2 ) (2 ) (7 ) (14 ) Acquired below market lease 418 409 379 313 297 2,015 3,831 Net rental income increase 416 407 377 311 295 2,008 3,817 Acquired in-place lease intangibles 3,059 132 48 — — — 3,239 |
Summary of accretion income for below market leases | The following table presents the amortization during the next five years and thereafter related to intangible assets and liabilities as of December 31, 2016 . 2017 2018 2019 2020 2021 Thereafter Total Amortization of: Acquired above market lease (2 ) (2 ) (2 ) (2 ) (2 ) (7 ) (14 ) Acquired below market lease 418 409 379 313 297 2,015 3,831 Net rental income increase 416 407 377 311 295 2,008 3,817 Acquired in-place lease intangibles 3,059 132 48 — — — 3,239 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Transactions | During the years ended December 31, 2016 and 2015 , the following principal debt transactions occurred: Balance at December 31, 2014 $ 487,825 Paydown of debt (28,962 ) Transfer of mortgages payable to Inventrust Properties (19,893 ) Balance at December 31, 2015 $ 438,970 New financings 26,500 Paydown of InvenTrust line of credit allocation (17,914 ) Paydown of debt (65,575 ) Balance at December 31, 2016 $ 381,981 |
Scheduled Maturities of Mortgage Indebtedness | As of December 31, 2016 , scheduled maturities for the Company’s outstanding mortgage indebtedness had various due dates through May 2037, as follows: For the year ended December 31, As of December 31, 2016 Weighted average interest rate 2017 $ 212,738 10.71 % 2018 — — % 2019 — — % 2020 — — % 2021 20,315 5.25 % Thereafter 148,928 5.20 % Total $ 381,981 8.27 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured on a Non-Recurring Basis | The following table presents these assets measured at fair value on a nonrecurring basis for the year ended December 31, 2016 aggregated by the level within the fair value hierarchy in which those measurements fall. Methods and assumptions used to estimate the fair value of these assets are described after the table. Fair Value Level 1 Level 2 Level 3 Total Provision for impairment December 31, 2016 Investment Properties — — $ 69,654 (a) $ 69,654 $ 61,582 (a) Represents the fair values of three net lease assets. The estimated fair value relating to the investment properties’ impairment analysis was based on 10 -year discounted cash flow models. The cash flows consist of observable inputs such as contractual revenues and unobservable inputs such as forecasted revenues and expenses. These unobservable inputs are based on market conditions and the Company’s expected growth rates. Capitalization rates were 7.50% and discount rates ranging from 7.50% to 9.50% were utilized in the models and are based upon observable rates that the Company believes to be within a reasonable range of current market rates. |
Schedule of the Fair Value of Financial Instruments | The table below represents the fair value of financial instruments presented at carrying values in the combined consolidated financial statements as of December 31, 2016 and as of December 31, 2015 . December 31, 2016 December 31, 2015 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Mortgages payable $ 381,981 $ 382,906 $ 405,994 $ 410,888 Unsecured credit facility — — 17,914 17,914 Note payable — — 15,062 15,062 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Summary of Net Property Operations | The following table summarizes net property operations income by segment for the year ended December 31, 2016 . Total Net Lease Retail Multi-Tenant Office Other Rental income $ 79,942 $ 49,298 $ 17,794 $ 12,850 $ — Tenant recovery income 10,856 2,974 7,330 552 — Other property income 666 532 97 3 34 Total income 91,464 52,804 25,221 13,405 34 Operating expenses and real estate taxes 21,367 6,402 9,349 4,479 1,137 Net operating income (loss) $ 70,097 $ 46,402 $ 15,872 $ 8,926 $ (1,103 ) Non-allocated expenses (a) (41,459 ) Other income and expenses (b) (30,937 ) Provision for asset impairment (c) (61,582 ) Net loss attributable to the Company $ (63,881 ) Balance Sheet Data Real estate assets, net (d) $ 434,180 $ 155,288 $ 153,650 $ 93,611 $ 31,631 Non-segmented assets (e) 78,374 Total assets 512,554 Capital expenditures $ 1,530 $ — $ 751 $ 775 $ 4 (a) Non-allocated expenses consists of general and administrative expenses and depreciation and amortization. (b) Other income and expenses consists of other loss, interest expense, and income tax expense. (c) Provision for asset impairment includes $61,582 related to three net lease assets. (d) Real estate assets include intangible assets, net of amortization. (e) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable and deferred costs and other assets. The following table summarizes net property operations income by segment for the year ended December 31, 2015 . Total Net Lease Retail Multi-Tenant Office Other Rental income $ 96,960 $ 63,323 $ 24,275 $ 9,362 $ — Tenant recovery income 14,447 3,740 10,061 646 — Other property income 430 37 261 98 34 Total income 111,837 67,100 34,597 10,106 34 Operating expenses and real estate taxes 21,024 3,877 12,726 3,205 1,216 Net operating income (loss) $ 90,813 $ 63,223 $ 21,871 $ 6,901 $ (1,182 ) Non-allocated expenses (a) (48,453 ) Other income and expenses (b) (28,015 ) Net income $ 14,345 Less: net income attributable to non-controlling interests (15 ) Net income attributable to Company $ 14,330 Balance Sheet Data Real estate assets, net (c) $ 692,355 327,205 229,122 104,123 31,905 Non-segmented assets (d) $ 46,799 Total assets $ 739,154 Capital expenditures $ 4,083 (364 ) 2,858 1,589 — (a) Non-allocated expenses consists of general and administrative expenses and depreciation and amortization. (b) Other income and expenses consists of interest and dividend income, loss on sale of investment property, interest expense, other loss, and income tax expense. (c) Real estate assets include intangible assets, net of amortization. (d) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable, and deferred costs and other assets. The following table summarizes net property operations income by segment for the year ended December 31, 2014 . Total Net Lease Retail Multi-Tenant Office Other Rental income 104,218 64,300 30,700 9,218 — Tenant recovery income 17,190 3,188 13,361 641 — Other property income 739 — 624 102 13 Total income 122,147 67,488 44,685 9,961 13 Operating expenses and real estate taxes 27,822 7,314 16,881 3,508 119 Net operating income (loss) 94,325 60,174 27,804 6,453 (106 ) Non-allocated expenses (a) (44,819 ) Other income and expenses (b) (21,311 ) Provision for asset impairment (c) (15,640 ) Net income from continuing operations 12,555 Net income from discontinued operations 4,632 Less: net income attributable to non-controlling interests (16 ) Net income attributable to Company 17,171 Balance Sheet Data Real estate assets, net (d) 804,903 355,795 310,547 106,656 31,905 Non-segmented assets (e) 36,991 Total assets 841,894 Capital expenditures 4,544 1,143 3,324 67 10 (a) Non-allocated expenses consists of general and administrative expenses, business management fee, and depreciation and amortization. (b) Other income and expenses consists of interest and dividend income, loss on sale of investment properties, gain on extinguishment of debt, interest expense, other income and income tax expense. (c) Provision for asset impairment relates to two net lease assets. (d) Real estate assets include intangible assets, net of amortization. (e) Non-segmented assets include cash and cash equivalents, restricted cash and escrows, accounts and rents receivable, and deferred costs and other assets. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of Net (Loss) Income to Basic and Diluted EPS | The following table reconciles net (loss) income attributable to the Company to basic and diluted EPS (in thousands, except share and per share data): Year Ended December 31, 2016 2015 2014 Numerator: Net (loss) income $ (63,881 ) $ 14,345 $ 17,187 Less: Net income attributable to non-controlling interests — (15 ) (16 ) Net (loss) income attributable to Company $ (63,881 ) $ 14,330 $ 17,171 Denominator: Weighted average shares outstanding - basic and diluted 864,654,841 862,014,421 862,014,421 Basic and diluted (loss) income per share: Net (loss) income per common share $ (0.07 ) $ 0.02 $ 0.02 |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation [Abstract] | |
Summary of Stock Award Activity | A summary of the Company's stock awards activity as of December 31, 2016 is as follows: Non-Vested stock awards Stock Awards Weighted Average Grant Date Fair Value Balance at January 1, 2016 — — Granted 8,055,556 $ 0.36 Vested (5,138,889 ) 0.36 Forfeited — — Balance at December 31, 2016 2,916,667 $ 0.36 |
Quarterly Supplemental Financ35
Quarterly Supplemental Financial Information (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Information | The following represents the results of operations, for each quarterly period, during 2016 and 2015 . For the Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total income $ 26,597 $ 24,836 $ 20,356 $ 19,675 Total expenses 22,289 64,072 41,696 29,849 Net income (loss) 4,308 (39,236 ) (21,340 ) (7,613 ) Net income attributable to non-controlling interests — — — — Net (loss) income attributable to Company 4,308 (39,236 ) (21,340 ) (7,613 ) Net (loss) income per common share, basic and diluted $0.00 $(0.05) $(0.02) $(0.01) Weighted average number of common shares outstanding, basic and diluted (a) 862,014,421 863,975,978 864,890,967 864,890,967 For the Quarter Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total income $ 28,965 $ 27,454 $ 27,393 $ 28,025 Total expenses 25,540 24,031 24,077 23,843 Net income (loss) 3,425 3,423 3,316 4,182 Net (loss) income attributable to Company 3,417 3,423 3,308 4,183 Net (loss) income per common share, basic and diluted $0.00 $0.00 $0.00 $0.00 Weighted average number of common shares outstanding, basic and diluted (a) 862,014,421 862,014,421 862,014,421 862,014,421 (a) Quarterly income per common share amounts may not total the annual amounts due to rounding and the changes in number of weighted common shares outstanding. |
Organization (Details)
Organization (Details) $ / shares in Units, $ in Thousands | Apr. 28, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($)parcelproperty$ / shares | Dec. 31, 2015USD ($)parcelproperty | Dec. 31, 2014USD ($) |
Conversion of Stock [Line Items] | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||
Reduction in basis of investment property | $ 76,583 | $ 76,583 | $ 0 | $ 0 |
Equity adjustment for reduction in basis of investment property | $ 76,583 | $ 76,583 | ||
Number of assets (in property) | property | 17 | 22 | ||
Parcels of land | parcel | 4 | 4 | ||
Common stock | ||||
Conversion of Stock [Line Items] | ||||
Shares issued for each share held at date of spin-off (in shares) | shares | 1 | |||
Equity adjustment for reduction in basis of investment property | $ (8,622) |
Summary of Significant Accoun37
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Restricted escrows | $ 7,034,000 | $ 3,647,000 |
Restricted cash balances | $ 0 | 0 |
Adjustments for Adoption of ASU | Long-term debt | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Debt issuance costs | 1,938,000 | |
Adjustments for Adoption of ASU | Other assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Debt issuance costs | $ (1,938,000) | |
Buildings and improvements | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Estimated useful lives | 30 years | |
Furniture, fixtures, equipment and site improvements | Minimum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Estimated useful lives | 5 years | |
Furniture, fixtures, equipment and site improvements | Maximum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Estimated useful lives | 15 years |
Disposed Assets - Narrative (De
Disposed Assets - Narrative (Details) $ in Thousands | 12 Months Ended | |||||||||
Dec. 31, 2016USD ($)property | Dec. 31, 2015USD ($)property | Dec. 31, 2014USD ($)property | Dec. 12, 2016USD ($) | Feb. 19, 2016property | Jul. 09, 2015USD ($) | Jan. 31, 2015property | Jan. 28, 2015property | Mar. 28, 2014USD ($)property | Feb. 21, 2014USD ($)property | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 27 | |||||||||
Net cash provided by (used in) operating activities, included in discontinued operations | $ | $ (251) | |||||||||
Net cash provided by (used in) investing activities, included in discontinued operations | $ | 78,705 | |||||||||
Gain (loss) on sale of investment properties | $ | $ 3,191 | $ (197) | $ (1,018) | |||||||
Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 4 | |||||||||
Gross Disposition Price | $ | $ 52,200 | |||||||||
Gain (loss) on sale of investment properties | $ | $ 3,191 | $ (197) | (1,018) | |||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 4 | 3 | 4 | 3 | 3 | |||||
Net Lease and Retail | Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Gross Disposition Price | $ | $ 330,100 | |||||||||
Net Lease | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 27 | 4 | 23 | |||||||
Gross Disposition Price | $ | $ 277,900 | $ 58,500 | $ 219,400 | |||||||
Net Lease | Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 29 | |||||||||
Net Lease | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 27 | |||||||||
Retail | Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 2 | |||||||||
AT&T - Cleveland | Net Lease | Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 1 | |||||||||
Gross Disposition Price | $ | $ 32,000 | $ 32,000 | ||||||||
Citizens Manchester | Net Lease | Discontinued Operations, Disposed of by Sale | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of assets (in property) | property | 1 | |||||||||
Gross Disposition Price | $ | $ 8,200 | $ 8,200 |
Disposed Assets - Activity (Det
Disposed Assets - Activity (Details) $ in Millions | Dec. 31, 2016USD ($)property | Dec. 12, 2016USD ($) | Dec. 31, 2015USD ($)property | Jul. 09, 2015USD ($) | Dec. 31, 2014USD ($)property | Nov. 07, 2014USD ($) | Jul. 31, 2014USD ($) | Apr. 09, 2014USD ($) | Mar. 28, 2014USD ($)property | Feb. 21, 2014USD ($)property | Feb. 19, 2014USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of assets (in property) | property | 27 | ||||||||||
Net Lease | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 277.9 | $ 58.5 | $ 219.4 | ||||||||
Number of assets (in property) | property | 27 | 4 | 23 | ||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 52.2 | ||||||||||
Number of assets (in property) | property | 4 | ||||||||||
Discontinued Operations, Disposed of by Sale | Net Lease | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of assets (in property) | property | 29 | ||||||||||
Discontinued Operations, Disposed of by Sale | AT&T - Cleveland | Net Lease | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 32 | $ 32 | |||||||||
Number of assets (in property) | property | 1 | ||||||||||
Discontinued Operations, Disposed of by Sale | Citizens Manchester | Net Lease | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 8.2 | $ 8.2 | |||||||||
Number of assets (in property) | property | 1 | ||||||||||
Discontinued Operations, Disposed of by Sale | Hunting Bayou | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 10.3 | ||||||||||
Discontinued Operations, Disposed of by Sale | Monadnock Marketplace | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 31.2 | ||||||||||
Discontinued Operations, Disposed of by Sale | 3801 S. Collins | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 10.5 | ||||||||||
Discontinued Operations, Disposed of by Sale | Citizens - Plattsburgh | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Gross Disposition Price | $ 0.2 |
Disposed Assets - Operations (D
Disposed Assets - Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Revenues | $ 0 | $ 0 | $ 4,089 |
Depreciation and amortization expense | 0 | 0 | 44 |
Other expenses | 0 | 0 | 938 |
Operating income from discontinued operations | 0 | 0 | 3,107 |
Interest expense and other | 0 | 0 | (1,945) |
Gain on sale of properties, net | 0 | 0 | 5,594 |
Loss on extinguishment of debt | 0 | 0 | (2,124) |
Net income from discontinued operations | $ 0 | $ 0 | $ 4,632 |
Transactions with Related Par41
Transactions with Related Parties (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Business Manager Fee | $ 0 | $ 0 | $ 423,000 |
InvenTrust | |||
Related Party Transaction [Line Items] | |||
General and administrative expense allocation | 3,324,000 | 11,739,000 | 6,808,000 |
Transition services fees | 96,000 | 0 | 0 |
Business Manager Fee | $ 423,000 | ||
Unsecured credit facility | 17,914,000 | ||
Notes payable | $ 0 | $ 15,062,000 |
Leases (Details)
Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Leases [Abstract] | |
2,017 | $ 54,206 |
2,018 | 37,271 |
2,019 | 34,431 |
2,020 | 22,626 |
2,021 | 16,800 |
Thereafter | 31,072 |
Total | $ 196,406 |
Minimum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Remaining lease terms | 1 year |
Maximum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Remaining lease terms | 16 years |
Intangible Assets - Summary (De
Intangible Assets - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Amortization of: | ||
Accumulated amortization | $ (42,500) | $ (85,127) |
Intangible assets, net | 3,253 | 12,547 |
Intangible liabilities: | ||
Acquired below market lease | 8,106 | 11,025 |
Accumulated amortization | (4,275) | (5,951) |
Total | 3,831 | 5,074 |
Acquired in-place lease | ||
Amortization of: | ||
Intangible assets | 45,626 | 96,284 |
Intangible assets, net | 3,239 | |
Acquired above market lease | ||
Amortization of: | ||
Intangible assets | 127 | $ 1,390 |
Intangible assets, net | $ 14 |
Intangible Assets - Lease Amort
Intangible Assets - Lease Amortization, Rental Income Increase, and Lease Intangibles (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Amortization of: | |||
Acquired below market lease | $ 843 | $ 562 | $ 637 |
Net rental income increase | 825 | 435 | 263 |
Acquired above market lease | |||
Amortization of: | |||
Intangible assets | 18 | 127 | 375 |
Acquired in-place lease | |||
Amortization of: | |||
Intangible assets | $ 6,526 | $ 7,492 | $ 6,884 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Schedule (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Amortization of: | ||
Intangible assets, net | $ 3,253 | $ 12,547 |
Acquired below market lease | ||
2,017 | 418 | |
2,018 | 409 | |
2,019 | 379 | |
2,020 | 313 | |
2,021 | 297 | |
Thereafter | 2,015 | |
Total | 3,831 | $ 5,074 |
Net rental income increase, 2017 | 416 | |
Net rental income increase, 2018 | 407 | |
Net rental income increase, 2019 | 377 | |
Net rental income increase, 2020 | 311 | |
Net rental income increase, 2021 | 295 | |
Net rental income increase, Thereafter | 2,008 | |
Net rental income increase, Total | 3,817 | |
Acquired above market lease | ||
Amortization of: | ||
2,017 | 2 | |
2,018 | 2 | |
2,019 | 2 | |
2,020 | 2 | |
2,021 | 2 | |
Thereafter | 7 | |
Intangible assets, net | 14 | |
Acquired in-place lease | ||
Amortization of: | ||
2,017 | 3,059 | |
2,018 | 132 | |
2,019 | 48 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Intangible assets, net | $ 3,239 |
Debt - Transactions (Details)
Debt - Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Movement in Debt [Roll Forward] | |||
Beginning Balance | $ 438,970 | $ 487,825 | |
Paydown of debt | (65,575) | (28,962) | |
Transfer of mortgages payable to Inventrust Properties | 0 | 0 | $ (194,922) |
New financings | 26,500 | ||
Paydown of InvenTrust line of credit allocation | (17,914) | ||
Ending Balance | $ 381,981 | 438,970 | $ 487,825 |
InvenTrust | |||
Movement in Debt [Roll Forward] | |||
Transfer of mortgages payable to Inventrust Properties | $ (19,893) |
Debt - Scheduled Maturities (De
Debt - Scheduled Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Total | $ 381,981 | $ 438,970 | $ 487,825 |
Mortgages | |||
Debt Instrument [Line Items] | |||
2,017 | 212,738 | ||
2,018 | 0 | ||
2,019 | 0 | ||
2,020 | 0 | ||
2,021 | 20,315 | ||
Thereafter | 148,928 | ||
Total | $ 381,981 | ||
Weighted average interest rate | |||
2,017 | 10.71% | ||
2,018 | 0.00% | ||
2,019 | 0.00% | ||
2,020 | 0.00% | ||
2,021 | 5.25% | ||
Thereafter | 5.20% | ||
Total | 8.27% | 6.09% |
Debt - Narrative (Details)
Debt - Narrative (Details) | Aug. 09, 2016 | Nov. 05, 2015USD ($)tranche | Feb. 03, 2015USD ($) | May 01, 2014USD ($) | Dec. 31, 2016USD ($)loanproperty | Mar. 25, 2016USD ($) | Feb. 19, 2016property | Dec. 31, 2015USD ($)property | Jan. 31, 2015USD ($)property | Jan. 28, 2015property | Dec. 31, 2014property |
Debt Instrument [Line Items] | |||||||||||
Debt, net | $ 380,240,000 | $ 437,032,000 | |||||||||
Restricted cash and escrows | 0 | 0 | |||||||||
Mortgage amount | 113,713,000 | ||||||||||
Number of retail assets distributed (in property) | property | 27 | ||||||||||
InvenTrust | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Unsecured credit facility | 17,914,000 | ||||||||||
Notes payable | $ 0 | 15,062,000 | |||||||||
Revolving line of credit | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Unsecured credit facility | $ 0 | ||||||||||
InvenTrust | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Credit facility | $ 300,000,000 | ||||||||||
Credit facility, number of tranches (in tranche) | tranche | 2 | ||||||||||
InvenTrust | Revolving line of credit | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Credit facility | $ 300,000,000 | ||||||||||
InvenTrust | LIBOR | Revolving line of credit | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Variable rate | 1.40% | ||||||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of retail assets distributed (in property) | property | 4 | 4 | 3 | 3 | 3 | ||||||
Number of retail assets encumbered by a mortgage (in property) | property | 2 | ||||||||||
Mortgage payables distributed at carrying value | $ 19,893,000 | ||||||||||
AT&T-St. Louis | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and escrows | $ 2,650,000 | ||||||||||
AT&T-Hoffman Estates | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Additional default interest rate | 5.00% | ||||||||||
Maturity dates of January 15, 2021, and November 5, 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Unsecured credit facility | 0 | $ 17,914,000 | |||||||||
Interest rate at period end | 1.59% | ||||||||||
Maturity date of January 15, 2021 | InvenTrust | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Term of loan | 5 years | ||||||||||
Maturity date of January 15, 2021 | InvenTrust | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Variable rate | 1.30% | ||||||||||
Maturity date of November 5, 2022 | InvenTrust | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Term of loan | 7 years | ||||||||||
Maturity date of November 5, 2022 | InvenTrust | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Variable rate | 1.60% | ||||||||||
Mortgages | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, net | $ 380,240,000 | $ 437,032,000 | |||||||||
Weighted average interest rate | 8.27% | 6.09% | |||||||||
Deferred financing costs, net | $ 1,741,000 | $ 1,938,000 | |||||||||
Mortgages | Dulles Executive Plaza | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, net | $ 68,750,000 | ||||||||||
Additional default interest rate | 5.00% | ||||||||||
Mortgages | Maturing in 2017 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of mortgage loans maturing (in loans) | loan | 3 | ||||||||||
Mortgages | Maturing in 2017 | Dulles Executive Plaza and AT&T-Hoffman Estates | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of mortgage loans maturing which entered into default (in loans) | loan | 2 | ||||||||||
Mortgages | Maturing in 2017 | Sherman Plaza | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, net | $ 30,275,000 | ||||||||||
Notes payable | InvenTrust | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, net | $ 15,062,000 | ||||||||||
New financings | $ 32,908,000 | ||||||||||
Interest rate | 8.50% | ||||||||||
Accrued interest | $ 89,000 |
Fair Value Measurements - Non-R
Fair Value Measurements - Non-Recurring Measurements (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($)leased_asset | Dec. 31, 2014leased_asset | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Provision for impairment | $ 61,582 | |
Term of discounted cash flow model | 10 years | |
Capitalization rate | 7.50% | |
Net Lease | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Number of leased assets, impaired | leased_asset | 3 | 2 |
Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Discount rate | 7.50% | |
Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Discount rate | 9.50% | |
Fair Value, Measurements, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment properties | $ 69,654 | |
Fair Value, Measurements, Nonrecurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment properties | $ 69,654 | |
Fair Value, Measurements, Nonrecurring | Level 3 | Net Lease | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Number of leased assets, impaired | leased_asset | 3 |
Fair Value Measurements - Not M
Fair Value Measurements - Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages payable | $ 381,981 | $ 405,994 |
Unsecured credit facility | 0 | 17,914 |
Carrying Value | InvenTrust | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Note payable | 0 | 15,062 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages payable | 382,906 | 410,888 |
Unsecured credit facility | 0 | 17,914 |
Estimated Fair Value | InvenTrust | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Note payable | $ 0 | $ 15,062 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)leased_asset | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)leased_asset | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Provision for asset impairment | $ | $ 61,582 | $ 0 | $ 15,640 |
Minimum | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Discount rate | 7.50% | ||
Maximum | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Discount rate | 9.50% | ||
Long-term debt | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Discount rate | 4.35% | 4.52% | |
Long-term debt | Minimum | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Discount rate | 4.09% | 3.99% | |
Long-term debt | Maximum | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Discount rate | 4.93% | 4.99% | |
Net Lease | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of leased assets, impaired | 3 | 2 | |
Fair Value, Measurements, Nonrecurring | Level 3 | Net Lease | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of leased assets, impaired | 3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense | $ 241,000 | $ 51,000 | $ 64,000 |
Unrecognized tax benefits | $ 0 | $ 0 | $ 0 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) | 12 Months Ended |
Dec. 31, 2016segmentleased_asset | |
Concentration Risk [Line Items] | |
Number of business segments (in segments) | segment | 3 |
Revenue | Customer concentration risk | AT&T - Cleveland | |
Concentration Risk [Line Items] | |
Concentration risk of revenues | 7.00% |
Revenue | Customer concentration risk | AT&T, Inc. | |
Concentration Risk [Line Items] | |
Concentration risk of revenues | 41.00% |
Number of leased assets | leased_asset | 3 |
Revenue | Customer concentration risk | AT&T-Hoffman Estates | |
Concentration Risk [Line Items] | |
Concentration risk of revenues | 16.00% |
Revenue | Customer concentration risk | AT&T-St. Louis | |
Concentration Risk [Line Items] | |
Concentration risk of revenues | 18.00% |
Segment Reporting - Net Propert
Segment Reporting - Net Property Operations (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)leased_asset | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)leased_asset | |
Segment Reporting Information [Line Items] | |||||||||||
Rental income | $ 79,942 | $ 96,960 | $ 104,218 | ||||||||
Tenant recovery income | 10,856 | 14,447 | 17,190 | ||||||||
Other property income | 666 | 430 | 739 | ||||||||
Total revenues | $ 19,675 | $ 20,356 | $ 24,836 | $ 26,597 | $ 28,025 | $ 27,393 | $ 27,454 | $ 28,965 | 91,464 | 111,837 | 122,147 |
Operating expenses and real estate taxes | 21,367 | 21,024 | 27,822 | ||||||||
Net operating income (loss) | 70,097 | 90,813 | 94,325 | ||||||||
Provision for asset impairment | (61,582) | 0 | (15,640) | ||||||||
Net (loss) income | (7,613) | (21,340) | (39,236) | 4,308 | 4,182 | 3,316 | 3,423 | 3,425 | (63,881) | 14,345 | 17,187 |
Net (loss) income from continuing operations | (63,881) | 14,345 | 12,555 | ||||||||
Net income from discontinued operations | 0 | 0 | 4,632 | ||||||||
Less: Net income attributable to non-controlling interests | 0 | 0 | 0 | 0 | 0 | (15) | (16) | ||||
Net (loss) income attributable to Company | (7,613) | $ (21,340) | $ (39,236) | $ 4,308 | 4,183 | $ 3,308 | $ 3,423 | $ 3,417 | (63,881) | 14,330 | 17,171 |
Balance Sheet Data | |||||||||||
Total assets | 512,554 | 739,154 | 512,554 | 739,154 | 841,894 | ||||||
Capital expenditures | 1,530 | 4,083 | 4,544 | ||||||||
Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Rental income | 0 | 0 | 0 | ||||||||
Tenant recovery income | 0 | 0 | 0 | ||||||||
Other property income | 34 | 34 | 13 | ||||||||
Total revenues | 34 | 34 | 13 | ||||||||
Operating expenses and real estate taxes | 1,137 | 1,216 | 119 | ||||||||
Net operating income (loss) | (1,103) | (1,182) | (106) | ||||||||
Balance Sheet Data | |||||||||||
Total assets | 31,631 | 31,905 | 31,631 | 31,905 | 31,905 | ||||||
Capital expenditures | 4 | 0 | 10 | ||||||||
Reconciling items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Non-allocated expenses | (41,459) | (48,453) | (44,819) | ||||||||
Other income and expenses | (30,937) | (28,015) | (21,311) | ||||||||
Provision for asset impairment | (61,582) | (15,640) | |||||||||
Balance Sheet Data | |||||||||||
Total assets | 78,374 | 46,799 | 78,374 | 46,799 | 36,991 | ||||||
Operating segments and corporate, non-segment | |||||||||||
Balance Sheet Data | |||||||||||
Total assets | 434,180 | 692,355 | $ 434,180 | 692,355 | $ 804,903 | ||||||
Net Lease | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Number of leased assets, impaired | leased_asset | 3 | 2 | |||||||||
Net Lease | Operating segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Rental income | $ 49,298 | 63,323 | $ 64,300 | ||||||||
Tenant recovery income | 2,974 | 3,740 | 3,188 | ||||||||
Other property income | 532 | 37 | 0 | ||||||||
Total revenues | 52,804 | 67,100 | 67,488 | ||||||||
Operating expenses and real estate taxes | 6,402 | 3,877 | 7,314 | ||||||||
Net operating income (loss) | 46,402 | 63,223 | 60,174 | ||||||||
Balance Sheet Data | |||||||||||
Total assets | 155,288 | 327,205 | 155,288 | 327,205 | 355,795 | ||||||
Capital expenditures | 0 | (364) | 1,143 | ||||||||
Retail | Operating segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Rental income | 17,794 | 24,275 | 30,700 | ||||||||
Tenant recovery income | 7,330 | 10,061 | 13,361 | ||||||||
Other property income | 97 | 261 | 624 | ||||||||
Total revenues | 25,221 | 34,597 | 44,685 | ||||||||
Operating expenses and real estate taxes | 9,349 | 12,726 | 16,881 | ||||||||
Net operating income (loss) | 15,872 | 21,871 | 27,804 | ||||||||
Balance Sheet Data | |||||||||||
Total assets | 153,650 | 229,122 | 153,650 | 229,122 | 310,547 | ||||||
Capital expenditures | 751 | 2,858 | 3,324 | ||||||||
Multi-Tenant Office | Operating segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Rental income | 12,850 | 9,362 | 9,218 | ||||||||
Tenant recovery income | 552 | 646 | 641 | ||||||||
Other property income | 3 | 98 | 102 | ||||||||
Total revenues | 13,405 | 10,106 | 9,961 | ||||||||
Operating expenses and real estate taxes | 4,479 | 3,205 | 3,508 | ||||||||
Net operating income (loss) | 8,926 | 6,901 | 6,453 | ||||||||
Balance Sheet Data | |||||||||||
Total assets | $ 93,611 | $ 104,123 | 93,611 | 104,123 | 106,656 | ||||||
Capital expenditures | $ 775 | $ 1,589 | $ 67 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Net (loss) income | $ (7,613) | $ (21,340) | $ (39,236) | $ 4,308 | $ 4,182 | $ 3,316 | $ 3,423 | $ 3,425 | $ (63,881) | $ 14,345 | $ 17,187 |
Less: Net income attributable to non-controlling interests | 0 | 0 | 0 | 0 | 0 | (15) | (16) | ||||
Net (loss) income attributable to Company | $ (7,613) | $ (21,340) | $ (39,236) | $ 4,308 | $ 4,183 | $ 3,308 | $ 3,423 | $ 3,417 | $ (63,881) | $ 14,330 | $ 17,171 |
Denominator: | |||||||||||
Weighted average shares outstanding - basic and diluted (in shares) | 864,890,967 | 864,890,967 | 863,975,978 | 862,014,421 | 862,014,421 | 862,014,421 | 862,014,421 | 862,014,421 | 864,654,841 | 862,014,421 | 862,014,421 |
Basic and diluted (loss) income per share: | |||||||||||
Net (loss) income per common share (in dollars per share) | $ (0.01) | $ (0.02) | $ (0.05) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (0.07) | $ 0.02 | $ 0.02 |
Share Based Compensation (Detai
Share Based Compensation (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 28, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate value of shares granted | $ 1,100,000 | |||
Stock-based compensation expense | 2,642,000 | $ 0 | $ 0 | |
Unrecognized compensation expense | 258,000 | |||
Payment for tax withholding for share-based compensation | $ 814,000 | $ 0 | $ 0 | |
Incentive awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fully vested stock awards (in shares) | 5,138,889 | |||
Number of shares authorized to grant (up to) (in shares) | 43,000,000 | |||
Shares available for future issuance (in shares) | 34,944,444 | |||
Stock Awards | ||||
Beginning balance (in shares) | 0 | |||
Granted (in shares) | 8,055,556 | |||
Vested (in shares) | (5,138,889) | |||
Forfeited (in shares) | 0 | |||
Ending balance (in shares) | 2,916,667 | 0 | ||
Weighted Average Grant Date Fair Value | ||||
Beginning balance (in dollars per share) | $ 0 | |||
Granted (in dollars per share) | 0.36 | |||
Vested (in dollars per share) | 0.36 | |||
Forfeited (in dollars per share) | 0 | |||
Ending balance (in dollars per share) | $ 0.36 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Feb. 01, 2017USD ($) |
Sherman Plaza | Mortgages | Subsequent event | |
Subsequent Event [Line Items] | |
Payment of principal mortgage debt | $ 30,280 |
Quarterly Supplemental Financ58
Quarterly Supplemental Financial Information (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total income | $ 19,675 | $ 20,356 | $ 24,836 | $ 26,597 | $ 28,025 | $ 27,393 | $ 27,454 | $ 28,965 | $ 91,464 | $ 111,837 | $ 122,147 |
Total expenses | 29,849 | 41,696 | 64,072 | 22,289 | 23,843 | 24,077 | 24,031 | 25,540 | 124,408 | 69,477 | 88,281 |
Net (loss) income | (7,613) | (21,340) | (39,236) | 4,308 | 4,182 | 3,316 | 3,423 | 3,425 | (63,881) | 14,345 | 17,187 |
Net income attributable to non-controlling interests | 0 | 0 | 0 | 0 | 0 | (15) | (16) | ||||
Net (loss) income attributable to Company | $ (7,613) | $ (21,340) | $ (39,236) | $ 4,308 | $ 4,183 | $ 3,308 | $ 3,423 | $ 3,417 | $ (63,881) | $ 14,330 | $ 17,171 |
Net (loss) income per common share, basic and diluted (in dollars per share) | $ (0.01) | $ (0.02) | $ (0.05) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (0.07) | $ 0.02 | $ 0.02 |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 864,890,967 | 864,890,967 | 863,975,978 | 862,014,421 | 862,014,421 | 862,014,421 | 862,014,421 | 862,014,421 | 864,654,841 | 862,014,421 | 862,014,421 |
Schedule III Real Estate and 59
Schedule III Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | $ 381,981 | ||||
Initial Cost, Land | 158,106 | ||||
Initial Cost, Buildings and Improvements | 792,382 | ||||
Adjustments to Land Basis | (37,079) | ||||
Adjustments to Building Basis | (398,360) | ||||
Gross amount at which carried at end of period, Land and Improvements | 121,027 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 394,022 | ||||
Gross amount at which carried at end of period, Total | $ 864,908 | $ 961,921 | $ 948,903 | 515,049 | $ 864,908 |
Accumulated Depreciation | 185,100 | 180,027 | 153,216 | 84,651 | 185,100 |
Notes to Schedule III | |||||
Construction in progress | 530 | $ 0 | |||
Aggregate cost of real estate owned for federal income tax purposes | 718,516 | ||||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Beginning balance | 864,908 | 961,921 | 948,903 | ||
Acquisitions and capital improvements | 1,136 | 5,154 | 87,910 | ||
Dispositions and write-offs | (28,372) | (8,321) | (57,662) | ||
Reduction in carryover basis in connection with separation from InvenTrust | (76,583) | 0 | 0 | ||
Asset impairments | (157,748) | 0 | (17,230) | ||
Assets transferred to Inventrust | (88,292) | (93,846) | 0 | ||
Ending balance | 515,049 | 864,908 | 961,921 | ||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Beginning balance | 185,100 | 180,027 | 153,216 | ||
Depreciation expense, continuing operations | 20,010 | 27,785 | 29,257 | ||
Assets transferred to Inventrust | (20,538) | (22,336) | 0 | ||
Dispositions and write-offs | (3,756) | (376) | (857) | ||
Asset impairments | (96,165) | 0 | (1,589) | ||
Ending balance | $ 84,651 | $ 185,100 | $ 180,027 | ||
Buildings and improvements | |||||
Notes to Schedule III | |||||
Estimated lives upon which depreciation is computed | 30 years | ||||
Furniture, fixtures, & equipment | Minimum | |||||
Notes to Schedule III | |||||
Estimated lives upon which depreciation is computed | 5 years | ||||
Furniture, fixtures, & equipment | Maximum | |||||
Notes to Schedule III | |||||
Estimated lives upon which depreciation is computed | 15 years | ||||
Retail | BUCKHORN PLAZA | Bloomsburg, PA | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 10,500 | ||||
Initial Cost, Land | 1,651 | ||||
Initial Cost, Buildings and Improvements | 11,770 | ||||
Adjustments to Building Basis | 2,122 | ||||
Gross amount at which carried at end of period, Land and Improvements | 1,651 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 13,892 | ||||
Gross amount at which carried at end of period, Total | $ 15,543 | 15,543 | |||
Accumulated Depreciation | 4,946 | 4,946 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 15,543 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 4,946 | ||||
Retail | LINCOLN MALL | Lincoln, RI | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 11,000 | ||||
Initial Cost, Buildings and Improvements | 50,395 | ||||
Adjustments to Building Basis | 6,651 | ||||
Gross amount at which carried at end of period, Land and Improvements | 11,000 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 57,046 | ||||
Gross amount at which carried at end of period, Total | 68,046 | 68,046 | |||
Accumulated Depreciation | 20,481 | 20,481 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 68,046 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 20,481 | ||||
Retail | SHERMAN PLAZA | Evanston, IL | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 30,275 | ||||
Initial Cost, Land | 9,655 | ||||
Initial Cost, Buildings and Improvements | 30,982 | ||||
Adjustments to Building Basis | 9,264 | ||||
Gross amount at which carried at end of period, Land and Improvements | 9,655 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 40,246 | ||||
Gross amount at which carried at end of period, Total | 49,901 | 49,901 | |||
Accumulated Depreciation | 13,740 | 13,740 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 49,901 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 13,740 | ||||
Retail | STATE STREET MARKET | Rockford, IL | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 9,732 | ||||
Initial Cost, Land | 3,950 | ||||
Initial Cost, Buildings and Improvements | 14,184 | ||||
Adjustments to Building Basis | 1,775 | ||||
Gross amount at which carried at end of period, Land and Improvements | 3,950 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 15,959 | ||||
Gross amount at which carried at end of period, Total | 19,909 | 19,909 | |||
Accumulated Depreciation | 6,188 | 6,188 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 19,909 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 6,188 | ||||
Retail | THE MARKET AT HILLIARD | Hilliard, OH | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 16,000 | ||||
Initial Cost, Land | 4,432 | ||||
Initial Cost, Buildings and Improvements | 13,308 | ||||
Adjustments to Building Basis | 3,255 | ||||
Gross amount at which carried at end of period, Land and Improvements | 4,432 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 16,563 | ||||
Gross amount at which carried at end of period, Total | 20,995 | 20,995 | |||
Accumulated Depreciation | 6,047 | 6,047 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 20,995 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 6,047 | ||||
Retail | TRIANGLE CENTER | Longview, WA | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 20,315 | ||||
Initial Cost, Land | 12,770 | ||||
Initial Cost, Buildings and Improvements | 24,556 | ||||
Adjustments to Building Basis | 3,437 | ||||
Gross amount at which carried at end of period, Land and Improvements | 12,770 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 27,993 | ||||
Gross amount at which carried at end of period, Total | 40,763 | 40,763 | |||
Accumulated Depreciation | 10,799 | 10,799 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 40,763 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 10,799 | ||||
Net Lease | AT&T-Hoffman Estates | Hoffman Estates, IL | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 113,713 | ||||
Initial Cost, Land | 35,800 | ||||
Initial Cost, Buildings and Improvements | 287,424 | ||||
Adjustments to Land Basis | (27,481) | ||||
Adjustments to Building Basis | (258,713) | ||||
Gross amount at which carried at end of period, Land and Improvements | 8,319 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 28,711 | ||||
Gross amount at which carried at end of period, Total | 37,030 | 37,030 | |||
Accumulated Depreciation | 598 | 598 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 37,030 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 598 | ||||
Net Lease | AT&T - ST LOUIS | St Louis, MO | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 112,695 | ||||
Initial Cost, Land | 8,000 | ||||
Initial Cost, Buildings and Improvements | 170,169 | ||||
Adjustments to Land Basis | (5,901) | ||||
Adjustments to Building Basis | (145,673) | ||||
Gross amount at which carried at end of period, Land and Improvements | 2,099 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 24,496 | ||||
Gross amount at which carried at end of period, Total | 26,595 | 26,595 | |||
Accumulated Depreciation | 231 | 231 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 26,595 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 231 | ||||
Net Lease | CITIZENS (CFG) RHODE ISLAND | Providence, RI | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 1,278 | ||||
Initial Cost, Buildings and Improvements | 3,817 | ||||
Adjustments to Land Basis | (702) | ||||
Adjustments to Building Basis | (2,947) | ||||
Gross amount at which carried at end of period, Land and Improvements | 576 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 870 | ||||
Gross amount at which carried at end of period, Total | 1,446 | 1,446 | |||
Accumulated Depreciation | 124 | 124 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 1,446 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 124 | ||||
Net Lease | ATLAS - ST PAUL | St. Paul, MN | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 3,890 | ||||
Initial Cost, Buildings and Improvements | 10,093 | ||||
Gross amount at which carried at end of period, Land and Improvements | 3,890 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 10,093 | ||||
Gross amount at which carried at end of period, Total | 13,983 | 13,983 | |||
Accumulated Depreciation | 3,267 | 3,267 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 13,983 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 3,267 | ||||
Net Lease | ATLAS-NEW ULM | New Ulm, MN | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 900 | ||||
Initial Cost, Buildings and Improvements | 9,359 | ||||
Gross amount at which carried at end of period, Land and Improvements | 900 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 9,359 | ||||
Gross amount at which carried at end of period, Total | 10,259 | 10,259 | |||
Accumulated Depreciation | 3,035 | 3,035 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 10,259 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 3,035 | ||||
Net Lease | HASKELL-ROLLING PLAINS FACILITY | Haskell, TX | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 45 | ||||
Initial Cost, Buildings and Improvements | 19,733 | ||||
Adjustments to Land Basis | (45) | ||||
Adjustments to Building Basis | (19,733) | ||||
Gross amount at which carried at end of period, Land and Improvements | 0 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 0 | ||||
Gross amount at which carried at end of period, Total | 0 | 0 | |||
Accumulated Depreciation | 0 | 0 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 0 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 0 | ||||
Net Lease | HUDSON CORRECTIONAL FACILITY | Hudson, CO | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 1,382 | ||||
Adjustments to Land Basis | (229) | ||||
Adjustments to Building Basis | 51,229 | ||||
Gross amount at which carried at end of period, Land and Improvements | 1,153 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 51,229 | ||||
Gross amount at which carried at end of period, Total | 52,382 | 52,382 | |||
Accumulated Depreciation | 1,386 | 1,386 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 52,382 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 1,386 | ||||
Multi-Tenant Office | TRIMBLE I | San Jose, CA | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 12,732 | ||||
Initial Cost, Buildings and Improvements | 10,045 | ||||
Gross amount at which carried at end of period, Land and Improvements | 12,732 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 10,045 | ||||
Gross amount at which carried at end of period, Total | 22,777 | 22,777 | |||
Accumulated Depreciation | 949 | 949 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 22,777 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 949 | ||||
Multi-Tenant Office | DENVER HIGHLANDS | Highlands Ranch, CO | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 1,700 | ||||
Initial Cost, Buildings and Improvements | 11,855 | ||||
Adjustments to Land Basis | (192) | ||||
Adjustments to Building Basis | (4,960) | ||||
Gross amount at which carried at end of period, Land and Improvements | 1,508 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 6,895 | ||||
Gross amount at which carried at end of period, Total | 8,403 | 8,403 | |||
Accumulated Depreciation | 177 | 177 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 8,403 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 177 | ||||
Multi-Tenant Office | BRIDGESIDE POINT OFFICE BLDG | Pittsburgh, PA | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 1,525 | ||||
Initial Cost, Buildings and Improvements | 28,609 | ||||
Adjustments to Building Basis | 834 | ||||
Gross amount at which carried at end of period, Land and Improvements | 1,525 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 29,443 | ||||
Gross amount at which carried at end of period, Total | 30,968 | 30,968 | |||
Accumulated Depreciation | 11,291 | 11,291 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 30,968 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 11,291 | ||||
Multi-Tenant Office | DULLES EXECUTIVE PLAZA | Herndon, VA | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrance | 68,750 | ||||
Initial Cost, Land | 15,500 | ||||
Initial Cost, Buildings and Improvements | 96,083 | ||||
Adjustments to Land Basis | (2,251) | ||||
Adjustments to Building Basis | (44,911) | ||||
Gross amount at which carried at end of period, Land and Improvements | 13,249 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 51,172 | ||||
Gross amount at which carried at end of period, Total | 64,421 | 64,421 | |||
Accumulated Depreciation | 1,389 | 1,389 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 64,421 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 1,389 | ||||
Other | IA ORLANDO SAND | Orlando, FL | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 19,388 | ||||
Gross amount at which carried at end of period, Land and Improvements | 19,388 | ||||
Gross amount at which carried at end of period, Total | 19,388 | 19,388 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 19,388 | ||||
Other | PALAZZO DEL LAGO | Orlando, FL | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 8,938 | ||||
Adjustments to Building Basis | 10 | ||||
Gross amount at which carried at end of period, Land and Improvements | 8,938 | ||||
Gross amount at which carried at end of period, Buildings and Improvements | 10 | ||||
Gross amount at which carried at end of period, Total | 8,948 | 8,948 | |||
Accumulated Depreciation | 2 | 2 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 8,948 | ||||
SEC Schedule III, Reconciliation of Real Estate Accumulated Depreciation [Roll Forward] | |||||
Ending balance | 2 | ||||
Other | RDU Land | Raleigh, NC | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 1,220 | ||||
Adjustments to Land Basis | (278) | ||||
Gross amount at which carried at end of period, Land and Improvements | 942 | ||||
Gross amount at which carried at end of period, Total | 942 | 942 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | 942 | ||||
Other | NORTH POINTE PARK | Hanahan, SC | |||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||||
Initial Cost, Land | 2,350 | ||||
Gross amount at which carried at end of period, Land and Improvements | 2,350 | ||||
Gross amount at which carried at end of period, Total | 2,350 | $ 2,350 | |||
SEC Schedule III, Reconciliation of Carrying Amount of Real Estate Investments [Roll Forward] | |||||
Ending balance | $ 2,350 |