Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | RVI | |
Entity Registrant Name | RETAIL VALUE INC. | |
Entity Central Index Key | 0001735184 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 19,829,264 | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Shares, Par Value $0.10 Per Share | |
Security Exchange Name | NYSE | |
Entity File Number | 1-38517 | |
Entity Incorporation, State or Country Code | OH | |
Entity Tax Identification Number | 82-4182996 | |
Entity Address, Address Line One | 3300 Enterprise Parkway | |
Entity Address, City or Town | Beachwood | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 44122 | |
City Area Code | 216 | |
Local Phone Number | 755-5500 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Assets | ||
Land | $ 464,876 | $ 522,393 |
Buildings | 1,205,401 | 1,380,984 |
Fixtures and tenant improvements | 137,586 | 152,426 |
Total real estate rental property | 1,807,863 | 2,055,803 |
Less: Accumulated depreciation | (622,100) | (670,509) |
Real estate rental property, net | 1,185,763 | 1,385,294 |
Construction in progress | 6,962 | 2,017 |
Total real estate assets, net | 1,192,725 | 1,387,311 |
Cash and cash equivalents | 99,176 | 71,047 |
Restricted cash | 93,172 | 112,246 |
Accounts receivable | 31,884 | 25,195 |
Other assets, net | 22,303 | 30,888 |
Total assets | 1,439,260 | 1,626,687 |
Liabilities and Equity | ||
Mortgage indebtedness, net | 506,688 | 655,833 |
Payable to SITE Centers | 280 | 105 |
Accounts payable and other liabilities | 41,343 | 53,789 |
Dividends payable | 0 | 39,057 |
Total liabilities | 548,311 | 748,784 |
Commitments and contingencies (Note 5) | ||
Redeemable preferred equity | 190,000 | 190,000 |
Retail Value Inc. shareholders' equity | ||
Common shares, with par value, $0.10 stated value; 200,000,000 shares authorized; 19,816,476 and 19,052,592 shares issued at June 30, 2020 and December 31, 2019, respectively | 1,982 | 1,905 |
Additional paid-in capital | 720,893 | 692,871 |
Accumulated distributions in excess of net loss | (21,910) | (6,857) |
Less: Common shares in treasury at cost: 454 shares at June 30, 2020 and December 31, 2019 | (16) | (16) |
Total equity | 700,949 | 687,903 |
Total liabilities and equity | $ 1,439,260 | $ 1,626,687 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common shares, par value | $ 0.10 | $ 0.10 |
Common shares, shares authorized | 200,000,000 | 200,000,000 |
Common shares, shares issued | 19,816,476 | 19,052,592 |
Treasury common shares | 454 | 454 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues from operations: | ||||
Rental income | $ 39,299 | $ 58,875 | $ 89,629 | $ 120,445 |
Business interruption income | 0 | 2,000 | 0 | 2,000 |
Other (expense) income | (7) | 10 | 32 | 51 |
Total revenue from operations | 39,292 | 60,885 | 89,661 | 122,496 |
Rental operation expenses: | ||||
Operating and maintenance | 9,627 | 10,401 | 20,689 | 20,903 |
Real estate taxes | 5,483 | 7,169 | 11,202 | 14,679 |
Property and asset management fees | 4,890 | 5,819 | 9,766 | 11,635 |
Impairment charges | 10,910 | 7,110 | 26,820 | 13,200 |
Hurricane property insurance income, net | 0 | (3,814) | 0 | (3,631) |
General and administrative | 924 | 1,058 | 2,001 | 1,943 |
Depreciation and amortization | 14,211 | 18,378 | 30,681 | 37,733 |
Total rental operation expenses | 46,045 | 46,121 | 101,159 | 96,462 |
Other (expense) income: | ||||
Interest expense, net | (5,660) | (10,846) | (12,952) | (24,820) |
Debt extinguishment costs | (12) | (2,927) | (3,977) | (17,409) |
Other income (expense), net | 334 | (868) | ||
Gain on disposition of real estate, net | 10,958 | 12,946 | 13,632 | 31,165 |
Total other income (expense) | 5,286 | (827) | (2,963) | (11,932) |
(Loss) income before tax expense | (1,467) | 13,937 | (14,461) | 14,102 |
Tax expense | (519) | (320) | (592) | (495) |
Net (loss) income | (1,986) | 13,617 | (15,053) | 13,607 |
Comprehensive (loss) income | $ (1,986) | $ 13,617 | $ (15,053) | $ 13,607 |
Per share data: | ||||
Basic and diluted | $ (0.10) | $ 0.72 | $ (0.76) | $ 0.72 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Revision of Prior Period, Accounting Standards Update, Adjustment | Common Shares | Common SharesRevision of Prior Period, Accounting Standards Update, Adjustment | Additional Paid-in Capital | Additional Paid-in CapitalRevision of Prior Period, Accounting Standards Update, Adjustment | Accumulated Distributions in Excess of Net Loss | Accumulated Distributions in Excess of Net LossRevision of Prior Period, Accounting Standards Update, Adjustment | Treasury Stock at Cost | Treasury Stock at CostRevision of Prior Period, Accounting Standards Update, Adjustment |
Beginning Balance at Dec. 31, 2018 | $ 662,253 | $ 1,846 | $ 675,566 | $ (15,153) | $ (6) | |||||
Issuance of common shares related to stock dividends | 17,263 | 58 | 17,205 | 0 | 0 | |||||
Repurchase of common shares | (3) | 0 | 0 | 0 | (3) | |||||
Net (loss) income | $ (10) | $ 700 | 0 | $ 0 | 0 | $ 0 | (10) | $ 700 | 0 | $ 0 |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | |||||||||
Dividends declared | $ (44) | 0 | 0 | (44) | 0 | |||||
Ending Balance at Mar. 31, 2019 | 680,159 | 1,904 | 692,771 | (14,507) | (9) | |||||
Beginning Balance at Dec. 31, 2018 | 662,253 | 1,846 | 675,566 | (15,153) | (6) | |||||
Net (loss) income | 13,607 | |||||||||
Ending Balance at Jun. 30, 2019 | 693,669 | 1,904 | 692,665 | (890) | (10) | |||||
Beginning Balance at Mar. 31, 2019 | 680,159 | 1,904 | 692,771 | (14,507) | (9) | |||||
Issuance of common shares related to stock dividend | (106) | (106) | ||||||||
Repurchase of common shares | (1) | (1) | ||||||||
Net (loss) income | 13,617 | 13,617 | ||||||||
Ending Balance at Jun. 30, 2019 | 693,669 | 1,904 | 692,665 | (890) | (10) | |||||
Beginning Balance at Dec. 31, 2019 | 687,903 | 1,905 | 692,871 | (6,857) | (16) | |||||
Issuance of common shares related to stock dividends | 28,099 | 77 | 28,022 | 0 | 0 | |||||
Net (loss) income | (13,067) | 0 | 0 | (13,067) | 0 | |||||
Ending Balance at Mar. 31, 2020 | 702,935 | 1,982 | 720,893 | (19,924) | (16) | |||||
Beginning Balance at Dec. 31, 2019 | 687,903 | 1,905 | 692,871 | (6,857) | (16) | |||||
Net (loss) income | $ (15,053) | |||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||||
Ending Balance at Jun. 30, 2020 | $ 700,949 | 1,982 | 720,893 | (21,910) | (16) | |||||
Beginning Balance at Mar. 31, 2020 | 702,935 | 1,982 | 720,893 | (19,924) | (16) | |||||
Net (loss) income | (1,986) | 0 | 0 | (1,986) | 0 | |||||
Ending Balance at Jun. 30, 2020 | $ 700,949 | $ 1,982 | $ 720,893 | $ (21,910) | $ (16) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flow from operating activities: | ||
Net (loss) income | $ (15,053) | $ 13,607 |
Adjustments to reconcile net (loss) income to net cash flow provided by operating activities: | ||
Depreciation and amortization | 30,681 | 37,733 |
Amortization and write-off of above- and below-market leases, net | (587) | (641) |
Amortization and write-off of debt issuance costs and fair market value of debt adjustments | 5,500 | 10,490 |
Gain on disposition of real estate, net | (13,632) | (31,165) |
Property insurance proceeds in excess of receivable | 0 | (3,972) |
Impairment charges | 26,820 | 13,200 |
Loss on debt extinguishment | 0 | 175 |
Interest rate hedging activities | 0 | 1,152 |
Net change in accounts receivable | (8,721) | 3,065 |
Net change in accounts payable and other liabilities | (7,881) | (6,823) |
Net change in other operating assets | 3,083 | 4,756 |
Total adjustments | 35,263 | 27,970 |
Net cash flow provided by operating activities | 20,210 | 41,577 |
Cash flow from investing activities: | ||
Real estate improvements to operating real estate | (13,053) | (49,395) |
Proceeds from disposition of real estate | 167,452 | 247,297 |
Hurricane property insurance proceeds | 0 | 33,750 |
Net cash flow provided by investing activities | 154,399 | 231,652 |
Cash flow from financing activities: | ||
Proceeds from mortgage debt | 0 | 900,000 |
Repayment of mortgage debt, including repayment costs | (154,596) | (1,113,855) |
Payment of debt issuance costs | 0 | (11,889) |
Dividends paid | (10,958) | (6,847) |
Net cash flow used for financing activities | (165,554) | (232,591) |
Net increase in cash, cash equivalents and restricted cash | 9,055 | 40,638 |
Cash, cash equivalents and restricted cash, beginning of period | 183,293 | 111,199 |
Cash, cash equivalents and restricted cash, end of period | $ 192,348 | $ 151,837 |
Nature of Business and Financia
Nature of Business and Financial Statement Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Business and Financial Statement Presentation | 1. Nature of Business Retail Value Inc. and its related consolidated real estate subsidiaries (collectively, the “Company” or “RVI”) were formed in December 2017 and owned 48 properties, comprised of 36 continental U.S. assets and 12 Puerto Rico assets, at the time of their separation from SITE Centers Corp. (“SITE Centers”) on July 1, 2018. As of June 30, 2020, RVI owned 25 properties that included 13 continental U.S. assets and 12 Puerto Rico assets comprising 9.9 million square feet of gross leasable area (“GLA”) and located in 10 states and Puerto Rico. These properties serve as direct or indirect collateral for a mortgage loan which, as of June 30, 2020, had an aggregate principal balance of $519.7 million. In connection with RVI’s separation from SITE Centers, SITE Centers retained 1,000 shares of RVI’s series A preferred stock having an aggregate dividend preference equal to $190 million, which amount may increase by up to an additional $10 million depending on the amount of aggregate gross proceeds generated by RVI asset sales. On July 1, 2018, the Company and SITE Centers also entered into an external management agreement (the “External Management Agreement”) which, together with various property management agreements, governs the fees, terms and conditions pursuant to which SITE Centers manages RVI and its properties. SITE Centers provides RVI with day-to-day management, subject to supervision and certain discretionary limits and authorities granted by the RVI Board of Directors. The Company does not have any employees. In general, either SITE Centers or RVI may terminate the management agreements on December 31, 2020, or at the end of any six-month renewal period thereafter. SITE Centers and RVI also entered into a tax matters agreement that governs the rights and responsibilities of the parties following RVI’s separation from SITE Centers with respect to various tax matters and provides for the allocation of tax-related assets, liabilities and obligations. Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the year. The Company considered impacts to its estimates related to the COVID-19 pandemic, as appropriate, within its unaudited condensed consolidated financial statements and there may be changes to those estimates in future periods. The Company believes that its accounting estimates are appropriate after giving consideration to the increased uncertainties surrounding the severity and duration of the COVID-19 pandemic. Unaudited Interim Financial Statements These financial statements have been prepared by the Company in accordance with GAAP for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all information and footnotes required by GAAP for complete financial statements. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the results of the periods presented. The results of operations for the three and six months ended June 30, 2020 and 2019, are not necessarily indicative of the results that may be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Statements of Cash Flows and Supplemental Disclosure of Non-Cash Investing and Financing Information Non-cash investing and financing activities are summarized as follows (in millions): Six Months Ended June 30, 2020 2019 Accounts payable related to construction in progress $ 4.1 $ 11.8 Stock dividends 28.1 17.2 New Accounting Standards Accounting for Credit Losses In June 2016, the Financial Accounting Standards Board (the “FASB”) issued an amendment on measurement of credit losses on financial assets held by a reporting entity at each reporting date (Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses, “Topic 326”) Impact of the COVID-19 Pandemic on Revenue and Receivables In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of the impact of the COVID-19 pandemic. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated with the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of the COVID-19 pandemic on lessees is a lease modification under Topic 842, Leases. Instead, an entity that elects not to evaluate whether a concession directly related to the impact of the COVID-19 pandemic is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company has elected not to apply lease modification accounting to lease amendments in which the total amount of rent due under the lease is substantially the same and there has been no increase in the lease term. A majority of the Company’s concession amendments within this category provide for the deferral of rental payments to a later date within the remaining lease term. In addition, if abatements are granted as part of a lease amendment, the Company has elected to not treat the abatements as variable rent and instead will record the concession’s impact over the tenant’s remaining lease term on a straight-line basis. Modifications to leases that involve an increase in the lease term have been treated as a lease modification. Beginning in March 2020, the retail sector within the continental U.S. has been significantly impacted by the outbreak of COVID-19. Though the impact of the COVID-19 pandemic on tenant operations has varied by tenant category, local conditions and applicable government mandates, a significant number of the Company’s tenants have experienced a reduction in sales and foot traffic, and many tenants were forced to limit their operations or close their businesses for a period of time. As of July 31, 2020, approximately 93% of the Company’s tenants were open for business, up from a low of approximately 34% in early April 2020. The outbreak of COVID-19 had a relatively minimal impact on the Company’s collection of rents for the first quarter of 2020, but it had a significant impact on collection of second quarter rents. As of July 31, 2020, the Company’s tenants had paid approximately 63% of aggregate base rents for the second quarter. The Company has engaged in discussions with many tenants that failed to satisfy all or a portion of their rent obligations during the second quarter of 2020 and has agreed to terms on rent-deferral arrangements and other lease modifications with a number of tenants. The Company had net contractual tenant accounts receivable of $12.2 million at June 30, 2020, related to second quarter rental revenues. Such tenants with agreed upon modification arrangements represent approximately 14% of aggregate base rents for the second quarter. During the three months ended June 30, 2020, tenants on the cash basis of accounting and other related reserves, resulted in a reduction of rental income of $4.9 million. In addition, while the Company reported an additional reduction in contractual rental payments due from tenants of approximately $1.3 million, as compared to pre-modification payments due to the impact of lease modifications, an increase in straight-line rent largely offset the impact on net income. The aggregate amount of uncollectible revenue reported during the quarter primarily was due to the impact of the COVID-19 pandemic. |
Other Assets, Net
Other Assets, Net | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Assets, net | 2 . Other Assets, net consists of the following (in thousands): June 30, 2020 December 31, 2019 Intangible assets: In-place leases, net $ 4,618 $ 5,882 Above-market leases, net 603 908 Lease origination costs, net 649 949 Tenant relationships, net 6,623 10,120 Total intangible assets, net (A) 12,493 17,859 Operating lease ROU assets 1,613 1,714 Other assets: Prepaid expenses 7,870 11,023 Other assets 327 292 Total other assets, net $ 22,303 $ 30,888 Below-market leases, net (other liabilities) $ 16,373 $ 20,042 (A) The Company recorded amortization expense related to its intangibles, excluding above- and below-market leases, of $0.7 million and $1.3 million for the three months ended June 30, 2020 and 2019, respectively and $1.6 million and $2.9 million for the six months ended June 30, 2020 and 2019, respectively. |
Indebtedness
Indebtedness | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Indebtedness | 3 . Mortgage Indebtedness The Company has a mortgage loan, which had an outstanding aggregate principal amount of $519.7 million at June 30, 2020 and which is secured, directly and indirectly, by all of its properties. The loan facility will mature on March 9, 2021, subject to three one-year As of June 30, 2020, the Company was in compliance with all provisions of the loan agreements, and the Company believes that it would have qualified to exercise the loan’s initial extension option in the event the extension option had been exercisable at June 30, 2020. The Company expects to be in compliance with all provisions of the loan agreements on the initial extension date. As of the date of issuance of the interim consolidated financial statements, in the event that amounts remain outstanding on the loan’s maturity date, management’s intent is to exercise the initial extension option upon maturity. Credit Agreement The Company maintains a Credit Agreement (the “Revolving Credit Agreement”) with PNC Bank, National Association, as lender and administrative agent (“PNC”). The Revolving Credit Agreement provides for borrowings of up to $30.0 million. Borrowings under the Revolving Credit Agreement may be used by the Company for general corporate purposes and working capital. The Company’s borrowings under the Revolving Credit Agreement bear interest at variable rates at the Company’s election, based on either (i) LIBOR plus a specified spread ranging from 1.05% to 1.50% per annum depending on the Company’s Leverage Ratio (as defined in the Revolving Credit Agreement) or (ii) the Alternate Base Rate (as defined in the Revolving Credit Agreement) plus a specified spread ranging from 0.05% to 0.50% per annum depending on the Company’s Leverage Ratio. The Company is also required to pay a facility fee on the aggregate revolving commitments at a rate per annum that ranges from 0.15% to 0.30% depending on the Company’s Leverage Ratio. The Revolving Credit Agreement matures on the earliest to occur of (i) March 9, 2021, (ii) the date on which the External Management Agreement is terminated, (iii) the date on which DDR Asset Management, LLC or another wholly-owned subsidiary of SITE Centers ceases to be the “Service Provider” under the External Management Agreement as a result of assignment or operation of law or otherwise and (iv) the date on which the principal amount outstanding under the Company’s mortgage loan is repaid or refinanced. At June 30, 2020, there were no amounts outstanding under the Revolving Credit Agreement. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | 4 . Financial Instruments and Fair Value Measurements The following methods and assumptions were used by the Company in estimating fair value disclosures of financial instruments: Cash and Cash Equivalents, Restricted Cash, Accounts Receivable and Accounts Payable and Other Liabilities The carrying amounts reported in the Company’s consolidated balance sheets for these financial instruments approximated fair value because of their short-term maturities. Debt The fair market value of debt is estimated using a discounted cash flow technique that incorporates future contractual interest and principal payments and a market interest yield curve with adjustments for duration, optionality and risk profile, including the Company’s non-performance risk and loan to value and is classified as Level 3 in the fair value hierarchy. Considerable judgment is necessary to develop estimated fair values of financial instruments. Accordingly, the estimates presented are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. The carrying amount of debt was $506.7 million and $655.8 million at June 30, 2020 and December 31, 2019, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5 . Hurricane Loss In 2017, Hurricane Maria made landfall in Puerto Rico. At the time of the hurricane, the Company owned 12 assets in Puerto Rico, aggregating 4.4 million square feet of Company-owned GLA, which sustained varying degrees of damage. In August 2019, the Company reached a settlement with its insurer with respect to the Company’s claims relating to the hurricane damage. The Company continued to own these Puerto Rico assets at June 30, 2020. The property damage settlement proceeds are reflected in the Company’s consolidated balance sheet as Restricted Cash and will be disbursed to the Company in accordance with the terms of the Company’s mortgage financing upon the lender’s satisfaction that all necessary restoration work has been completed. The Company recorded revenue for covered business interruption in the period it determined it was probable it would be compensated and all the applicable contingencies with the insurance company had been resolved. The Company recorded insurance proceeds received as Business Interruption Income on the Company’s consolidated statements of operations. Legal Matters The Company and its subsidiaries are subject to various legal proceedings, which, taken together, are not expected to have a material adverse effect on the Company. The Company is also subject to a variety of legal actions for personal injury or property damage arising in the ordinary course of its business, most of which are covered by insurance. While the resolution of all matters cannot be predicted with certainty, management believes that the final outcome of such legal proceedings and claims will not have a material adverse effect on the Company’s liquidity, financial position or results of operations. |
Impairment Charges
Impairment Charges | 6 Months Ended |
Jun. 30, 2020 | |
Asset Impairment Charges [Abstract] | |
Impairment Charges | 6 . Impairment charges were recorded on assets based on the difference between the carrying value of the assets and the estimated fair market value. These impairments primarily were triggered by indicative bids received and changes in market assumptions due to the disposition process. Items Measured at Fair Value The valuation of impaired real estate assets is determined using widely accepted valuation techniques including actual sales negotiations and bona fide purchase offers received from third parties, an income capitalization approach considering prevailing market capitalization rates, analysis of recent comparable sales transactions, as well as discounted cash flow analysis on the expected cash flows of each asset. In general, the Company considers multiple valuation techniques when measuring fair value of real estate. However, in certain circumstances, a single valuation technique may be appropriate. For operational real estate assets, the significant assumptions included the capitalization rate used in the income capitalization valuation, as well as the projected property net operating income. These valuation adjustments were calculated based on market conditions and assumptions made by SITE Centers or the Company at the time the valuation adjustments and impairments were recorded, which may differ materially from actual results if market conditions or the underlying assumptions change. The following table presents information about the fair value of real estate that was impaired and therefore measured on a fair value basis, along with the related impairment charge, for the six months ended June 30, 2020. The table also indicates the fair value hierarchy of the valuation techniques used by the Company to determine such fair value (in millions). Fair Value Measurements Level 1 Level 2 Level 3 Total Total Impairment Charges June 30, 2020 Long-lived assets held and used $ — $ — $ 181.4 $ 181.4 $ 26.8 The following table presents quantitative information about the significant unobservable inputs used by the Company to determine the fair value of non-recurring items (in millions): Quantitative Information about Level 3 Fair Value Measurements Description Fair Value at June 30, 2020 Valuation Technique Unobservable Inputs Range Long-lived assets held and used $ 93.8 Income Capitalization Approach Market Capitalization Rate 9.8%-12.3% 87.6 Indicative Bid (A) Indicative Bid (A) N/A (A) Fair value measurements based upon indicative bids were developed by third-party sources (including offers and comparable sales values), subject to SITE Centers’ corroboration for reasonableness. The Company does not have access to certain unobservable inputs used by these third parties to determine these estimated values. |
Transactions with SITE Centers
Transactions with SITE Centers | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Transactions with SITE Centers | 7 . The following table presents fees and other amounts charged by SITE Centers (in thousands): Three Months Six Months Ended June 30, Ended June 30, 2020 2019 2020 2019 Property management fees (A) $ 2,566 $ 2,999 $ 5,118 $ 5,995 Asset management fees (B) 2,324 2,820 4,648 5,640 Leasing commissions (C) 473 673 1,704 1,445 Maintenance services and other (D) 341 377 682 755 Disposition fees (E) 210 1,515 1,766 2,614 Credit facility guaranty and debt refinancing fees (F) — — — 1,800 Legal fees (G) 92 200 185 357 $ 6,006 $ 8,584 $ 14,103 $ 18,606 (A) P roperty management fees are generally calculated based on a percentage of tenant cash receipts collected during the three months immediately preceding the most recent June 30 or December 31 (See discussion below) . (B) Asset management fees are generally calculated at 0.5% per annum of the gross asset value as determined on the immediately preceding June 30 or December 31. (C) Leasing commissions represent fees charged for the execution of the leasing of retail space. Leasing commissions are included within Real Estate Assets on the consolidated balance sheets. ( D ) Maintenance services represent amounts charged to the properties for the allocation of compensation and other benefits of personnel directly attributable to the management of the properties. Amounts are recorded in Operating and Maintenance Expense on the consolidated statements of operations. ( E ) Disposition fees equal 1% of the gross sales price of each asset sold. Disposition fees are included within Gain on Disposition of Real Estate on the consolidated statements of operations. ( F ) The credit facility guaranty fee equals 0.20% per annum of the aggregate commitments under the Revolving Credit Agreement plus an amount equal to 5.0% per annum times the average aggregate daily principal amount of loans plus the aggregate stated average daily amount of letters of credit outstanding under the Revolving Credit Agreement (Note 3). Credit facility guaranty fees are included within Interest Expense on the consolidated statements of operations. In March 2019, the Company paid a debt financing fee equal to 0.20% of the aggregate principal amount of the mortgage refinancing. ( G ) Legal fees charged for collection activity, negotiating and reviewing tenant leases and contracts for asset dispositions. In April 2020, the Company entered into an agreement (the “Agreement”) with an affiliate of SITE Centers in order to address the impact of the COVID-19 pandemic on the level of property management fees beginning on July 1, 2020 through December 31, 2020. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 8 . The following table provides the net (loss) income and the number of common shares used in the computations of “basic” earnings per share (“EPS”), which utilizes the weighted-average number of common shares outstanding, and “diluted” EPS (in thousands, except per share amounts): Three Months Six Months Ended June 30, Ended June 30, 2020 2019 2020 2019 Numerators – Basic and Diluted Net (loss) income attributable to common shareholders after allocation to participating securities $ (1,986 ) $ 13,617 $ (15,053 ) $ 13,607 Denominators – Number of Shares Basic and Diluted — 19,816 19,043 19,782 18,963 (Loss) income Per Share: Basic and Diluted $ (0.10 ) $ 0.72 $ (0.76 ) $ 0.72 Dividends In November 2019, the Company declared a dividend on its common shares of $2.05 per share that was paid in January 2020 in a combination of cash and the Company’s common shares, subject to a Puerto Rico withholding tax of 10%. The aggregate amount of cash paid to shareholders was limited to 20% of the total dividend paid. In connection with the 2019 dividend, in January 2020, the Company issued 763,884 common shares, based on the volume-weighted average trading price of $36.7839 per share, and paid $11.0 million in cash, which included the Puerto Rico withholding tax. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 9 . Segment Information The Company has two reportable operating segments: continental U.S. and Puerto Rico. The table below presents information about the Company’s reportable operating segments (in thousands): Three Months Ended June 30, 2020 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 19,051 $ 20,241 $ 39,292 Rental operation expenses (7,054 ) (8,056 ) (15,110 ) Net operating income 11,997 12,185 24,182 Property and asset management fees (2,417 ) (2,473 ) (4,890 ) Impairment charges (10,910 ) (10,910 ) Depreciation and amortization (6,961 ) (7,250 ) (14,211 ) Unallocated expenses (A) $ (6,596 ) (6,596 ) Gain on disposition of real estate, net 10,958 10,958 Loss before tax expense $ (1,467 ) Three Months Ended June 30, 2019 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 35,071 $ 25,814 $ 60,885 Rental operation expenses (10,114 ) (7,456 ) (17,570 ) Net operating income 24,957 18,358 43,315 Property and asset management fees (3,227 ) (2,592 ) (5,819 ) Impairment charges (7,110 ) (7,110 ) Hurricane property insurance income, net 3,814 3,814 Depreciation and amortization (11,794 ) (6,584 ) (18,378 ) Unallocated expenses (A) $ (14,831 ) (14,831 ) Gain on disposition of real estate, net 12,946 12,946 Income before tax expense $ 13,937 Six Months Ended June 30, 2020 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 44,006 $ 45,655 $ 89,661 Rental operation expenses (15,331 ) (16,560 ) (31,891 ) Net operating income 28,675 29,095 57,770 Property and asset management fees (4,835 ) (4,931 ) (9,766 ) Impairment charges (26,820 ) (26,820 ) Depreciation and amortization (16,191 ) (14,490 ) (30,681 ) Unallocated expenses (A) $ (18,596 ) (18,596 ) Gain on disposition of real estate, net 13,632 13,632 Loss before tax expense $ (14,461 ) As of June 30, 2020: Total gross real estate assets $ 726,607 $ 1,088,218 $ 1,814,825 Six Months Ended June 30, 2019 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 72,063 $ 50,433 $ 122,496 Rental operation expenses (20,967 ) (14,615 ) (35,582 ) Net operating income 51,096 35,818 86,914 Property and asset management fees (6,450 ) (5,185 ) (11,635 ) Impairment charges (13,200 ) (13,200 ) Hurricane property insurance income 3,631 3,631 Depreciation and amortization (24,395 ) (13,338 ) (37,733 ) Unallocated expenses (A) $ (45,040 ) (45,040 ) Gain on disposition of real estate, net 31,165 31,165 Income before tax expense $ 14,102 As of June 30, 2019: Total gross real estate assets $ 1,120,461 $ 1,068,103 $ 2,188,564 (A) Unallocated expenses consist of General and Administrative Expenses, Interest Expense, Debt Extinguishment Costs and Other Expenses as listed in the Company’s consolidated statements of operations. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 10 . Subsequent Events Asset Sales Restricted cash of $17.3 million generated from the asset sold in June 2020 (Big Oaks Crossing) was used to repay mortgage debt in July 2020. In July 2020, the Company sold the Lowe’s parcel of the Newnan Crossing shopping center for $15.6 million. Net proceeds were primarily used to repay mortgage debt outstanding. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates in Preparation of Financial Statements | Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the year. The Company considered impacts to its estimates related to the COVID-19 pandemic, as appropriate, within its unaudited condensed consolidated financial statements and there may be changes to those estimates in future periods. The Company believes that its accounting estimates are appropriate after giving consideration to the increased uncertainties surrounding the severity and duration of the COVID-19 pandemic. |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements These financial statements have been prepared by the Company in accordance with GAAP for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all information and footnotes required by GAAP for complete financial statements. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the results of the periods presented. The results of operations for the three and six months ended June 30, 2020 and 2019, are not necessarily indicative of the results that may be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. |
New Accounting Standards | New Accounting Standards Accounting for Credit Losses In June 2016, the Financial Accounting Standards Board (the “FASB”) issued an amendment on measurement of credit losses on financial assets held by a reporting entity at each reporting date (Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses, “Topic 326”) Impact of the COVID-19 Pandemic on Revenue and Receivables In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of the impact of the COVID-19 pandemic. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated with the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of the COVID-19 pandemic on lessees is a lease modification under Topic 842, Leases. Instead, an entity that elects not to evaluate whether a concession directly related to the impact of the COVID-19 pandemic is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company has elected not to apply lease modification accounting to lease amendments in which the total amount of rent due under the lease is substantially the same and there has been no increase in the lease term. A majority of the Company’s concession amendments within this category provide for the deferral of rental payments to a later date within the remaining lease term. In addition, if abatements are granted as part of a lease amendment, the Company has elected to not treat the abatements as variable rent and instead will record the concession’s impact over the tenant’s remaining lease term on a straight-line basis. Modifications to leases that involve an increase in the lease term have been treated as a lease modification. Beginning in March 2020, the retail sector within the continental U.S. has been significantly impacted by the outbreak of COVID-19. Though the impact of the COVID-19 pandemic on tenant operations has varied by tenant category, local conditions and applicable government mandates, a significant number of the Company’s tenants have experienced a reduction in sales and foot traffic, and many tenants were forced to limit their operations or close their businesses for a period of time. As of July 31, 2020, approximately 93% of the Company’s tenants were open for business, up from a low of approximately 34% in early April 2020. The outbreak of COVID-19 had a relatively minimal impact on the Company’s collection of rents for the first quarter of 2020, but it had a significant impact on collection of second quarter rents. As of July 31, 2020, the Company’s tenants had paid approximately 63% of aggregate base rents for the second quarter. The Company has engaged in discussions with many tenants that failed to satisfy all or a portion of their rent obligations during the second quarter of 2020 and has agreed to terms on rent-deferral arrangements and other lease modifications with a number of tenants. The Company had net contractual tenant accounts receivable of $12.2 million at June 30, 2020, related to second quarter rental revenues. Such tenants with agreed upon modification arrangements represent approximately 14% of aggregate base rents for the second quarter. During the three months ended June 30, 2020, tenants on the cash basis of accounting and other related reserves, resulted in a reduction of rental income of $4.9 million. In addition, while the Company reported an additional reduction in contractual rental payments due from tenants of approximately $1.3 million, as compared to pre-modification payments due to the impact of lease modifications, an increase in straight-line rent largely offset the impact on net income. The aggregate amount of uncollectible revenue reported during the quarter primarily was due to the impact of the COVID-19 pandemic. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Non-cash Investing and Financing Activities | Non-cash investing and financing activities are summarized as follows (in millions): Six Months Ended June 30, 2020 2019 Accounts payable related to construction in progress $ 4.1 $ 11.8 Stock dividends 28.1 17.2 |
Other Assets, Net (Tables)
Other Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Other Assets, Net | Other Assets, net consists of the following (in thousands): June 30, 2020 December 31, 2019 Intangible assets: In-place leases, net $ 4,618 $ 5,882 Above-market leases, net 603 908 Lease origination costs, net 649 949 Tenant relationships, net 6,623 10,120 Total intangible assets, net (A) 12,493 17,859 Operating lease ROU assets 1,613 1,714 Other assets: Prepaid expenses 7,870 11,023 Other assets 327 292 Total other assets, net $ 22,303 $ 30,888 Below-market leases, net (other liabilities) $ 16,373 $ 20,042 (A) The Company recorded amortization expense related to its intangibles, excluding above- and below-market leases, of $0.7 million and $1.3 million for the three months ended June 30, 2020 and 2019, respectively and $1.6 million and $2.9 million for the six months ended June 30, 2020 and 2019, respectively. |
Impairment Charges (Tables)
Impairment Charges (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Asset Impairment Charges [Abstract] | |
Impairment Charges Measured at Fair Value | The following table presents information about the fair value of real estate that was impaired and therefore measured on a fair value basis, along with the related impairment charge, for the six months ended June 30, 2020. The table also indicates the fair value hierarchy of the valuation techniques used by the Company to determine such fair value (in millions). Fair Value Measurements Level 1 Level 2 Level 3 Total Total Impairment Charges June 30, 2020 Long-lived assets held and used $ — $ — $ 181.4 $ 181.4 $ 26.8 |
Summary of Significant Unobservable Inputs | The following table presents quantitative information about the significant unobservable inputs used by the Company to determine the fair value of non-recurring items (in millions): Quantitative Information about Level 3 Fair Value Measurements Description Fair Value at June 30, 2020 Valuation Technique Unobservable Inputs Range Long-lived assets held and used $ 93.8 Income Capitalization Approach Market Capitalization Rate 9.8%-12.3% 87.6 Indicative Bid (A) Indicative Bid (A) N/A (A) Fair value measurements based upon indicative bids were developed by third-party sources (including offers and comparable sales values), subject to SITE Centers’ corroboration for reasonableness. The Company does not have access to certain unobservable inputs used by these third parties to determine these estimated values. |
Transactions with SITE Centers
Transactions with SITE Centers (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Fees and Other Amounts Charged | The following table presents fees and other amounts charged by SITE Centers (in thousands): Three Months Six Months Ended June 30, Ended June 30, 2020 2019 2020 2019 Property management fees (A) $ 2,566 $ 2,999 $ 5,118 $ 5,995 Asset management fees (B) 2,324 2,820 4,648 5,640 Leasing commissions (C) 473 673 1,704 1,445 Maintenance services and other (D) 341 377 682 755 Disposition fees (E) 210 1,515 1,766 2,614 Credit facility guaranty and debt refinancing fees (F) — — — 1,800 Legal fees (G) 92 200 185 357 $ 6,006 $ 8,584 $ 14,103 $ 18,606 (A) P roperty management fees are generally calculated based on a percentage of tenant cash receipts collected during the three months immediately preceding the most recent June 30 or December 31 (See discussion below) . (B) Asset management fees are generally calculated at 0.5% per annum of the gross asset value as determined on the immediately preceding June 30 or December 31. (C) Leasing commissions represent fees charged for the execution of the leasing of retail space. Leasing commissions are included within Real Estate Assets on the consolidated balance sheets. ( D ) Maintenance services represent amounts charged to the properties for the allocation of compensation and other benefits of personnel directly attributable to the management of the properties. Amounts are recorded in Operating and Maintenance Expense on the consolidated statements of operations. ( E ) Disposition fees equal 1% of the gross sales price of each asset sold. Disposition fees are included within Gain on Disposition of Real Estate on the consolidated statements of operations. ( F ) The credit facility guaranty fee equals 0.20% per annum of the aggregate commitments under the Revolving Credit Agreement plus an amount equal to 5.0% per annum times the average aggregate daily principal amount of loans plus the aggregate stated average daily amount of letters of credit outstanding under the Revolving Credit Agreement (Note 3). Credit facility guaranty fees are included within Interest Expense on the consolidated statements of operations. In March 2019, the Company paid a debt financing fee equal to 0.20% of the aggregate principal amount of the mortgage refinancing. ( G ) Legal fees charged for collection activity, negotiating and reviewing tenant leases and contracts for asset dispositions. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Net Loss from Continuing Operations and the Number of Common Shares used in the Computations of "Basic" Earnings Per Share ("EPS") | The following table provides the net (loss) income and the number of common shares used in the computations of “basic” earnings per share (“EPS”), which utilizes the weighted-average number of common shares outstanding, and “diluted” EPS (in thousands, except per share amounts): Three Months Six Months Ended June 30, Ended June 30, 2020 2019 2020 2019 Numerators – Basic and Diluted Net (loss) income attributable to common shareholders after allocation to participating securities $ (1,986 ) $ 13,617 $ (15,053 ) $ 13,607 Denominators – Number of Shares Basic and Diluted — 19,816 19,043 19,782 18,963 (Loss) income Per Share: Basic and Diluted $ (0.10 ) $ 0.72 $ (0.76 ) $ 0.72 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Summary of Information about Company's Reportable Operating Segments | The table below presents information about the Company’s reportable operating segments (in thousands): Three Months Ended June 30, 2020 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 19,051 $ 20,241 $ 39,292 Rental operation expenses (7,054 ) (8,056 ) (15,110 ) Net operating income 11,997 12,185 24,182 Property and asset management fees (2,417 ) (2,473 ) (4,890 ) Impairment charges (10,910 ) (10,910 ) Depreciation and amortization (6,961 ) (7,250 ) (14,211 ) Unallocated expenses (A) $ (6,596 ) (6,596 ) Gain on disposition of real estate, net 10,958 10,958 Loss before tax expense $ (1,467 ) Three Months Ended June 30, 2019 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 35,071 $ 25,814 $ 60,885 Rental operation expenses (10,114 ) (7,456 ) (17,570 ) Net operating income 24,957 18,358 43,315 Property and asset management fees (3,227 ) (2,592 ) (5,819 ) Impairment charges (7,110 ) (7,110 ) Hurricane property insurance income, net 3,814 3,814 Depreciation and amortization (11,794 ) (6,584 ) (18,378 ) Unallocated expenses (A) $ (14,831 ) (14,831 ) Gain on disposition of real estate, net 12,946 12,946 Income before tax expense $ 13,937 Six Months Ended June 30, 2020 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 44,006 $ 45,655 $ 89,661 Rental operation expenses (15,331 ) (16,560 ) (31,891 ) Net operating income 28,675 29,095 57,770 Property and asset management fees (4,835 ) (4,931 ) (9,766 ) Impairment charges (26,820 ) (26,820 ) Depreciation and amortization (16,191 ) (14,490 ) (30,681 ) Unallocated expenses (A) $ (18,596 ) (18,596 ) Gain on disposition of real estate, net 13,632 13,632 Loss before tax expense $ (14,461 ) As of June 30, 2020: Total gross real estate assets $ 726,607 $ 1,088,218 $ 1,814,825 Six Months Ended June 30, 2019 Continental U.S. Puerto Rico Other Total Lease revenue and other property revenue $ 72,063 $ 50,433 $ 122,496 Rental operation expenses (20,967 ) (14,615 ) (35,582 ) Net operating income 51,096 35,818 86,914 Property and asset management fees (6,450 ) (5,185 ) (11,635 ) Impairment charges (13,200 ) (13,200 ) Hurricane property insurance income 3,631 3,631 Depreciation and amortization (24,395 ) (13,338 ) (37,733 ) Unallocated expenses (A) $ (45,040 ) (45,040 ) Gain on disposition of real estate, net 31,165 31,165 Income before tax expense $ 14,102 As of June 30, 2019: Total gross real estate assets $ 1,120,461 $ 1,068,103 $ 2,188,564 (A) Unallocated expenses consist of General and Administrative Expenses, Interest Expense, Debt Extinguishment Costs and Other Expenses as listed in the Company’s consolidated statements of operations. |
Nature of Business and Financ_2
Nature of Business and Financial Statement Presentation - Additional Information (Details) ft² in Millions | Jul. 01, 2018USD ($)PortfolioAssetShoppingCentershares | Jun. 30, 2020USD ($) | Mar. 31, 2019 | Jun. 30, 2020USD ($)ft²PortfolioAssetShoppingCenterState | Jul. 31, 2020 | Apr. 01, 2020 | Dec. 31, 2019USD ($) |
Nature of Business [Line Items] | |||||||
Square feet of gross leasable area of portfolio assets | ft² | 9.9 | ||||||
Number of states | State | 10 | ||||||
Number of portfolio assets | PortfolioAsset | 25 | ||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | us-gaap:AccountingStandardsUpdate201613Member | |||||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | true | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | true | |||||
Percentage of tenants open for business | 34.00% | ||||||
Accounts receivable | $ 31,884,000 | $ 31,884,000 | $ 25,195,000 | ||||
Reduction in rental income | 4,900,000 | ||||||
Additional reduction in contractual rental payments | 1,300,000 | ||||||
Contractual Tenant Accounts Receivable | |||||||
Nature of Business [Line Items] | |||||||
Accounts receivable | $ 12,200,000 | $ 12,200,000 | |||||
Percentage of aggregate base rents with various modification arrangements | 14.00% | ||||||
Subsequent Event | |||||||
Nature of Business [Line Items] | |||||||
Percentage of tenants open for business | 93.00% | ||||||
Percentage of base rent paid by tenants | 63.00% | ||||||
Separation And Distribution Agreement | Series A Preferred Stock | |||||||
Nature of Business [Line Items] | |||||||
Number of shares retained in connection with agreement | shares | 1,000 | ||||||
Preferred stock, value | $ 190,000,000 | ||||||
Maximum increase in preferred stock amount | $ 10,000,000 | ||||||
U.S. | |||||||
Nature of Business [Line Items] | |||||||
Number of shopping centers | ShoppingCenter | 13 | ||||||
Puerto Rico | |||||||
Nature of Business [Line Items] | |||||||
Number of shopping centers | ShoppingCenter | 12 | ||||||
SITE Centers Corp | |||||||
Nature of Business [Line Items] | |||||||
Number of portfolio assets in connection with spin off | PortfolioAsset | 48 | ||||||
SITE Centers Corp | U.S. | |||||||
Nature of Business [Line Items] | |||||||
Number of shopping centers subject to spin off | ShoppingCenter | 36 | ||||||
SITE Centers Corp | Puerto Rico | |||||||
Nature of Business [Line Items] | |||||||
Number of shopping centers subject to spin off | ShoppingCenter | 12 | ||||||
Mortgage Loan | |||||||
Nature of Business [Line Items] | |||||||
Aggregate principal balance | $ 519,700,000 | $ 519,700,000 |
Nature of Business and Financ_3
Nature of Business and Financial Statement Presentation - Non-cash Investing and Financing Activities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||
Accounts payable related to construction in progress | $ 4.1 | $ 11.8 |
Stock dividends | $ 28.1 | $ 17.2 |
Other Assets, Net - Components
Other Assets, Net - Components of Other Assets and Intangibles (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Intangible assets: | ||
Total intangible assets, net | $ 12,493 | $ 17,859 |
Operating lease ROU assets | 1,613 | 1,714 |
Other assets: | ||
Prepaid expenses | 7,870 | 11,023 |
Other assets | 327 | 292 |
Total other assets, net | 22,303 | 30,888 |
Below-market leases, net (other liabilities) | 16,373 | 20,042 |
In-Place Leases, Net | ||
Intangible assets: | ||
Total intangible assets, net | 4,618 | 5,882 |
Above-Market Leases, Net | ||
Intangible assets: | ||
Total intangible assets, net | 603 | 908 |
Lease Origination Costs, Net | ||
Intangible assets: | ||
Total intangible assets, net | 649 | 949 |
Tenant Relationships, net | ||
Intangible assets: | ||
Total intangible assets, net | $ 6,623 | $ 10,120 |
Other Assets, Net - Component_2
Other Assets, Net - Components of Other Assets and Intangibles (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense related to intangible assets excluding above and below market leases | $ 0.7 | $ 1.3 | $ 1.6 | $ 2.9 |
Indebtedness - Mortgage Indebte
Indebtedness - Mortgage Indebtedness - Additional Information (Details) - Mortgage Loan $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($)Option | |
Debt Instrument [Line Items] | |
Aggregate outstanding principal amount | $ 519.7 |
Promissory Notes | |
Debt Instrument [Line Items] | |
Aggregate outstanding principal amount | $ 519.7 |
Debt instrument maturity date | Mar. 9, 2021 |
Debt instrument number of extension options | Option | 3 |
Debt instrument extension options maturity period | 1 year |
Interest rate description | one-month LIBOR plus a spread of 3.14% per annum |
Percentage of increase in debt instrument exercise of third extension option | 0.25% |
Debt instrument interest rate | 3.30% |
Promissory Notes | LIBOR | |
Debt Instrument [Line Items] | |
Specified spread line of credit facility | 3.14% |
Indebtedness - Credit Agreement
Indebtedness - Credit Agreement - Additional Information (Details) - Revolving Credit Agreement | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Line Of Credit Facility [Line Items] | |
Line of credit facility, outstanding amount | $ 0 |
PNC Bank National Association | |
Line Of Credit Facility [Line Items] | |
Line of credit facility, Maximum borrowing capacity | $ 30,000,000 |
Debt instrument variable rate description | The Company’s borrowings under the Revolving Credit Agreement bear interest at variable rates at the Company’s election, based on either (i) LIBOR plus a specified spread ranging from 1.05% to 1.50% per annum depending on the Company’s Leverage Ratio (as defined in the Revolving Credit Agreement) or (ii) the Alternate Base Rate (as defined in the Revolving Credit Agreement) plus a specified spread ranging from 0.05% to 0.50% per annum depending on the Company’s Leverage Ratio. The Company is also required to pay a facility fee on the aggregate revolving commitments at a rate per annum that ranges from 0.15% to 0.30% depending on the Company’s Leverage Ratio |
Minimum | PNC Bank National Association | |
Line Of Credit Facility [Line Items] | |
Facility fee on aggregate revolving commitments rate per annum | 0.15% |
Minimum | PNC Bank National Association | LIBOR | |
Line Of Credit Facility [Line Items] | |
Specified spread line of credit facility | 1.05% |
Minimum | PNC Bank National Association | Alternative Base Rate | |
Line Of Credit Facility [Line Items] | |
Specified spread line of credit facility | 0.05% |
Maximum | PNC Bank National Association | |
Line Of Credit Facility [Line Items] | |
Facility fee on aggregate revolving commitments rate per annum | 0.30% |
Maximum | PNC Bank National Association | LIBOR | |
Line Of Credit Facility [Line Items] | |
Specified spread line of credit facility | 1.50% |
Maximum | PNC Bank National Association | Alternative Base Rate | |
Line Of Credit Facility [Line Items] | |
Specified spread line of credit facility | 0.50% |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Mortgage indebtedness, net | $ 506,688 | $ 655,833 |
Fair Value | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Mortgage indebtedness, net | $ 517,600 | $ 682,200 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - Puerto Rico ft² in Millions | Jun. 30, 2020ft²ShoppingCenter | Sep. 30, 2017ft²ShoppingCenter |
Contingencies and Commitments [Line Items] | ||
Number of properties owned | ShoppingCenter | 12 | 12 |
Gross leasable area of properties owned | ft² | 4.4 | 4.4 |
Impairment Charges - Impairment
Impairment Charges - Impairment Charges Measured at Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-lived assets held and used, Total Impairment Charges | $ 10,910 | $ 7,110 | $ 26,820 | $ 13,200 |
SITE Centers Corp | Fair Value Measurements | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-lived assets held and used | 181,400 | 181,400 | ||
Long-lived assets held and used, Total Impairment Charges | 26,800 | |||
SITE Centers Corp | Fair Value Measurements | Level 1 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-lived assets held and used | 0 | 0 | ||
SITE Centers Corp | Fair Value Measurements | Level 2 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-lived assets held and used | 0 | 0 | ||
SITE Centers Corp | Fair Value Measurements | Level 3 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Long-lived assets held and used | $ 181,400 | $ 181,400 |
Impairment Charges - Summary of
Impairment Charges - Summary of Significant Unobservable Inputs (Details) - SITE Centers Corp - Fair Value Measurements $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-lived assets held and used | $ 181.4 |
Level 3 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-lived assets held and used | 181.4 |
Impairment of Assets | Level 3 | Income Capitalization Approach | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-lived assets held and used | $ 93.8 |
Impairment of Assets | Level 3 | Income Capitalization Approach | Measurement Input Cap Rate | Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Unobservable Inputs | 9.80% |
Impairment of Assets | Level 3 | Income Capitalization Approach | Measurement Input Cap Rate | Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Unobservable Inputs | 12.30% |
Impairment of Assets | Level 3 | Indicative Bid | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Long-lived assets held and used | $ 87.6 |
Transactions with SITE Center_2
Transactions with SITE Centers - Summary of Fees and Other Amounts Charged (Details) - SITE Centers Corp - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Related Party Transaction [Line Items] | ||||
Property management fees | $ 2,566 | $ 2,999 | $ 5,118 | $ 5,995 |
Asset management fees | 2,324 | 2,820 | 4,648 | 5,640 |
Leasing commissions | 473 | 673 | 1,704 | 1,445 |
Maintenance services and other | 341 | 377 | 682 | 755 |
Disposition fees | 210 | 1,515 | 1,766 | 2,614 |
Credit facility guaranty and debt refinancing fees | 0 | 0 | 0 | 1,800 |
Legal fees | 92 | 200 | 185 | 357 |
Total fees and other amount charges | $ 6,006 | $ 8,584 | $ 14,103 | $ 18,606 |
Transactions with SITE Center_3
Transactions with SITE Centers - Summary of Fees and Other Amounts Charged (Parenthetical) (Details) - SITE Centers Corp | 1 Months Ended | 6 Months Ended |
Mar. 31, 2019 | Jun. 30, 2020 | |
Related Party Transaction [Line Items] | ||
Percentage of gross asset value for calculation of asset management fees | 0.50% | |
Percentage of gross sales price of asset sold | 1.00% | |
Revolving Credit Agreement | ||
Related Party Transaction [Line Items] | ||
Percentage of debt financing fee equal to aggregate principal amount | 0.20% | |
Percentage of facility fee on aggregate revolving commitments rate per annum | 0.20% | |
Average percent of outstanding loans required to be paid | 5.00% | |
Calculation of guaranty and refinancing fee | The credit facility guaranty fee equals 0.20% per annum of the aggregate commitments under the Revolving Credit Agreement plus an amount equal to 5.0% per annum times the average aggregate daily principal amount of loans plus the aggregate stated average daily amount of letters of credit outstanding under the Revolving Credit Agreement (Note 3). Credit facility guaranty fees are included within Interest Expense on the consolidated statements of operations. In March 2019, the Company paid a debt financing fee equal to 0.20% of the aggregate principal amount of the mortgage refinancing. |
Transactions with SITE Center_4
Transactions with SITE Centers - Additional Information (Details) - SITE Centers Corp - USD ($) | Apr. 01, 2020 | Jun. 30, 2020 |
Related Party Transaction [Line Items] | ||
Average monthly property management fee paid during 2019 | $ 789,126 | |
Aggregate monthly management fees calculated in accordance with the existing property management agreements | 435,702 | |
Monthly supplemental management fee for remainder of 2020 | $ 353,424 | |
Monthly property management fee determined description | The Agreement provides that during the six-month period beginning on July 1, 2020, the Company will pay JDN Development Company (an affiliate of SITE Centers) a monthly supplemental fee of $353,424 thereby causing the sum of the monthly property management fees payable for the remaining six months of 2020 and the monthly supplemental fee to equal the amount of monthly fees paid during 2019 on account of the same properties owned by the Company and its subsidiaries as of April 1, 2020. |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Net Loss from Continuing Operations and the Number of Common Shares used in the Computations of "Basic" Earnings Per Share ("EPS") (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Net (loss) income attributable to common shareholders after allocation to participating securities | $ (1,986) | $ 13,617 | $ (15,053) | $ 13,607 |
Denominators – Number of Shares | ||||
Basic and Diluted—Average shares outstanding | 19,816 | 19,043 | 19,782 | 18,963 |
(Loss) income Per Share: | ||||
Basic and diluted | $ (0.10) | $ 0.72 | $ (0.76) | $ 0.72 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | |
Jan. 31, 2020 | Nov. 30, 2019 | |
Earnings Per Share Basic [Line Items] | ||
Common shares, dividend declared | $ 2.05 | |
Common shares, withholding tax | 10.00% | |
Common stock dividend shares issued | 763,884 | |
Volume-weighted average trading price per share | $ 36.7839 | |
Common shares, dividend paid in cash | $ 11 | |
Maximum | ||
Earnings Per Share Basic [Line Items] | ||
Common stock aggregate percentage of dividend paid in cash | 20.00% |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable operating segments | 2 |
Segment Information - Summary o
Segment Information - Summary of Information about Company's Reportable Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Lease revenue and other property revenue | $ 39,292 | $ 60,885 | $ 89,661 | $ 122,496 |
Rental operation expenses | (15,110) | (17,570) | (31,891) | (35,582) |
Net operating income | 24,182 | 43,315 | 57,770 | 86,914 |
Property and asset management fees | (4,890) | (5,819) | (9,766) | (11,635) |
Impairment charges | (10,910) | (7,110) | (26,820) | (13,200) |
Hurricane property insurance income, net | 0 | 3,814 | 0 | 3,631 |
Depreciation and amortization | (14,211) | (18,378) | (30,681) | (37,733) |
Unallocated expenses | (6,596) | (14,831) | (18,596) | (45,040) |
Gain on disposition of real estate, net | 10,958 | 12,946 | 13,632 | 31,165 |
(Loss) income before tax expense | (1,467) | 13,937 | (14,461) | 14,102 |
Total gross real estate assets | 1,814,825 | 2,188,564 | 1,814,825 | 2,188,564 |
Continental U.S. | ||||
Segment Reporting Information [Line Items] | ||||
Lease revenue and other property revenue | 19,051 | 35,071 | 44,006 | 72,063 |
Rental operation expenses | (7,054) | (10,114) | (15,331) | (20,967) |
Net operating income | 11,997 | 24,957 | 28,675 | 51,096 |
Property and asset management fees | (2,417) | (3,227) | (4,835) | (6,450) |
Impairment charges | (10,910) | (7,110) | (26,820) | (13,200) |
Depreciation and amortization | (6,961) | (11,794) | (16,191) | (24,395) |
Gain on disposition of real estate, net | 10,958 | 12,946 | 13,632 | 31,165 |
Total gross real estate assets | 726,607 | 1,120,461 | 726,607 | 1,120,461 |
Puerto Rico | ||||
Segment Reporting Information [Line Items] | ||||
Lease revenue and other property revenue | 20,241 | 25,814 | 45,655 | 50,433 |
Rental operation expenses | (8,056) | (7,456) | (16,560) | (14,615) |
Net operating income | 12,185 | 18,358 | 29,095 | 35,818 |
Property and asset management fees | (2,473) | (2,592) | (4,931) | (5,185) |
Hurricane property insurance income, net | 3,814 | 3,631 | ||
Depreciation and amortization | (7,250) | (6,584) | (14,490) | (13,338) |
Total gross real estate assets | 1,088,218 | 1,068,103 | 1,088,218 | 1,068,103 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Unallocated expenses | $ (6,596) | $ (14,831) | $ (18,596) | $ (45,040) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | |
Jul. 31, 2020 | Jun. 30, 2020 | |
Subsequent Event | Mortgage Debt | ||
Subsequent Event [Line Items] | ||
Restricted cash from asset sold used to repay debt | $ 17.3 | |
Big Oaks Crossing | ||
Subsequent Event [Line Items] | ||
Restricted cash from asset sold | $ 17.3 | |
Shopping Centers | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Sales price of asset sold | $ 15.6 |