Federal Realty Investment Trust (FRT) 10-Q 2 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Document - shares	3 Months Ended
	Mar. 31, 2019	Apr. 29, 2019
Document And Entity Information [Abstract]
Document Period End Date	Mar. 31, 2019
Entity Registrant Name	FEDERAL REALTY INVESTMENT TRUST
Entity Central Index Key	0000034903
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding		74,905,997

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
ASSETS
Operating (including $1,699,440 and $1,701,804 of consolidated variable interest entities, respectively)	$ 7,293,205	$ 7,307,622
Construction-in-progress (including $62,037 and $51,313 of consolidated variable interest entities, respectively)	540,192	495,274
Assets held for sale	10,771	16,576
Real estate, at cost, total	7,844,168	7,819,472
Less accumulated depreciation and amortization (including $301,029 and $292,374 of consolidated variable interest entities, respectively)	(2,105,159)	(2,059,143)
Net real estate	5,739,009	5,760,329
Cash and cash equivalents	43,003	64,087
Accounts and notes receivable, net	137,779	142,237
Mortgage notes receivable, net	30,429	30,429
Investment in partnerships	30,530	26,859
Operating lease right of use assets	95,402	0
Finance lease right of use assets	53,365	0
Prepaid expenses and other assets	221,849	265,703
TOTAL ASSETS	6,351,366	6,289,644
Liabilities
Mortgages payable, net (including $441,107 and $444,388 of consolidated variable interest entities, respectively)	452,466	474,379
Capital lease obligations	0	71,519
Notes payable, net	299,106	279,027
Senior notes and debentures, net	2,404,987	2,404,279
Accounts payable and accrued expenses	156,029	177,922
Dividends payable	78,547	78,207
Security deposits payable	19,381	17,875
Operating lease liabilities	75,057	0
Finance lease liabilities	72,071	0
Other liabilities and deferred credits	157,451	182,898
Total liabilities	3,715,095	3,686,106
Commitments and contingencies (Note 6)
Redeemable noncontrolling interests	134,708	136,208
Shareholders’ equity
Common shares of beneficial interest, $.01 par, 100,000,000 shares authorized, 74,836,984 and 74,249,633 shares issued and outstanding, respectively	752	745
Additional paid-in capital	3,071,981	3,004,442
Accumulated dividends in excess of net income	(843,947)	(818,877)
Accumulated other comprehensive loss	(625)	(416)
Total shareholders’ equity of the Trust	2,388,158	2,345,891
Noncontrolling interests	113,405	121,439
Total shareholders’ equity	2,501,563	2,467,330
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	6,351,366	6,289,644
5.0% Series C Cumulative Redeemable Preferred Shares, (stated at liquidation preference $25,000 per share), 6,000 shares issued and outstanding
Shareholders’ equity
Preferred shares, authorized 15,000,000 shares, $.01 par:	150,000	150,000
5.417% Series 1 Cumulative Convertible Preferred Shares, (stated at liquidation preference $25 per share), 399,896 shares issued and outstanding
Shareholders’ equity
Preferred shares, authorized 15,000,000 shares, $.01 par:	$ 9,997	$ 9,997

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2019	Dec. 31, 2018
Operating real estate, consolidated variable interest entities	$ 1,699,440	$ 1,701,804
Construction-in-progress, consolidated variable interest entities	62,037	51,313
Accumulated depreciation and amortization, consolidated variable interest entities	301,029	292,374
Mortgages payable, consolidated variable interest entities	$ 441,107	$ 444,388
Preferred shares, authorized	15,000,000	15,000,000
Preferred shares, par value	$ 0.01	$ 0.01
Common shares of beneficial interest, par value	$ 0.01	$ 0.01
Common shares of beneficial interest, shares authorized	100,000,000	100,000,000
Common shares of beneficial interest, shares issued	74,836,984	74,249,633
Common shares of beneficial interest, shares outstanding	74,836,984	74,249,633
5.417% Series 1 Cumulative Convertible Preferred
Preferred shares, percentage	5.417%	5.417%
Preferred shares, liquidation preference	$ 25	$ 25
Preferred shares, shares issued	399,896	399,896
Preferred shares, shares outstanding	399,896	399,896
5.0% Series C Cumulative Redeemable Preferred
Preferred shares, percentage	5.00%	5.00%
Preferred shares, liquidation preference	$ 25,000	$ 25,000
Preferred shares, shares issued	6,000	6,000
Preferred shares, shares outstanding	6,000	6,000

Consolidated Statements Of Oper

Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
REVENUE
Rental income	$ 231,492	$ 224,648
Mortgage interest income	735	757
Total revenue	232,227	225,405
EXPENSES
Rental expenses	44,260	44,773
Real estate taxes	27,687	28,448
General and administrative	9,565	7,929
Depreciation and amortization	59,622	58,110
Total operating expenses	141,134	139,260
Gain on sale of real estate, net of tax	0	3,316
OPERATING INCOME	91,093	89,461
OTHER INCOME/(EXPENSE)
Other interest income	177	179
Interest expense	(28,033)	(26,184)
Loss from partnerships	(1,434)	(525)
NET INCOME	61,803	62,931
Net income attributable to noncontrolling interests	(1,659)	(1,684)
NET INCOME ATTRIBUTABLE TO THE TRUST	60,144	61,247
Dividends on preferred shares	(2,010)	(2,010)
NET INCOME AVAILABLE FOR COMMON SHAREHOLDERS	$ 58,134	$ 59,237
EARNINGS PER COMMON SHARE, BASIC:
Net income available for common shareholders	$ 0.78	$ 0.81
Weighted average number of common shares	74,200	72,905
EARNINGS PER COMMON SHARE, DILUTED:
Net income available for common shareholders	$ 0.78	$ 0.81
Weighted average number of common shares	74,200	72,968
COMPREHENSIVE INCOME	$ 61,594	$ 63,398
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE TRUST	$ 59,935	$ 61,714

Consolidated Statement Of Share

Consolidated Statement Of Shareholders' Equity - USD ($) $ in Thousands	Total	Preferred Shares	Common Shares	Additional Paid-in Capital	Accumulated Dividends in Excess of Net Income	Accumulated Other Comprehensive Income	Noncontrolling Interests	Common SharesAdditional Paid-in Capital
Beginning balance (in shares) at Dec. 31, 2017		405,896	73,090,877
Beginning balance at Dec. 31, 2017	$ 2,391,514	$ 159,997	$ 733	$ 2,855,321	$ (749,367)	$ 22	$ 124,808
Increase (Decrease) in Stockholders' Equity [Roll Forward]
January 1 adoption of new accounting standard - See Note 2	(6,028)				(6,028)
Net income, excluding amounts attributable to redeemable noncontrolling interests	61,916				61,247		669
Other comprehensive (loss) income - change in fair value of interest rate swaps	467					467
Dividends declared to common shareholders	(73,153)				(73,153)
Dividends declared to preferred shareholders	(2,010)				(2,010)
Distributions declared to noncontrolling interests	(1,348)						(1,348)
Shares issued (in shares)			30
Shares issued	4		$ 0					$ 4
Exercise of stock options (in shares)			30,000
Exercise of stock options	1,262		$ 1	1,261
Shares issued under dividend reinvestment plan (in shares)			4,440
Shares issued under dividend reinvestment plan	547			547
Share-based compensation expense, net of forfeitures (in shares)			97,968
Share-based compensation expense, net of forfeitures	3,870		$ 1	3,869
Shares withheld for employee taxes (in shares)			(6,795)
Shares withheld for employee taxes	(753)			(753)
Conversion and redemption of OP units (in Shares)			0
Conversion and redemption of OP units	(3,178)		$ 0	(532)			(2,646)
Ending balance (in shares) at Mar. 31, 2018		405,896	73,216,520
Ending balance at Mar. 31, 2018	2,373,110	$ 159,997	$ 735	2,859,717	(769,311)	489	121,483
Beginning balance (in shares) at Dec. 31, 2018		405,896	74,249,633
Beginning balance at Dec. 31, 2018	2,467,330	$ 159,997	$ 745	3,004,442	(818,877)	(416)	121,439
Increase (Decrease) in Stockholders' Equity [Roll Forward]
January 1 adoption of new accounting standard - See Note 2	(7,098)				(7,098)
Net income, excluding amounts attributable to redeemable noncontrolling interests	60,927				60,144		783
Other comprehensive (loss) income - change in fair value of interest rate swaps	(209)					(209)
Dividends declared to common shareholders	(76,106)				(76,106)
Dividends declared to preferred shareholders	(2,010)				(2,010)
Distributions declared to noncontrolling interests	(1,266)						(1,266)
Shares issued (in shares)			446,132
Shares issued	59,353		$ 5					$ 59,348
Shares issued under dividend reinvestment plan (in shares)			4,273
Shares issued under dividend reinvestment plan	528			528
Share-based compensation expense, net of forfeitures (in shares)			100,586
Share-based compensation expense, net of forfeitures	3,861		$ 1	3,860
Shares withheld for employee taxes (in shares)			(32,686)
Shares withheld for employee taxes	(4,414)			(4,414)
Conversion and redemption of OP units (in Shares)			69,046
Conversion and redemption of OP units	0		$ 1	7,550			(7,551)
Adjustment to redeemable noncontrolling interests	667			667
Ending balance (in shares) at Mar. 31, 2019		405,896	74,836,984
Ending balance at Mar. 31, 2019	$ 2,501,563	$ 159,997	$ 752	$ 3,071,981	$ (843,947)	$ (625)	$ 113,405

Consolidated Statement Of Sha_2

Consolidated Statement Of Shareholders' Equity (Parentheticals) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Statement of Stockholders' Equity [Abstract]
Net income attributable to redeemable noncontrolling interests	$ 876	$ 1,015
Dividends declared to common shareholders (in dollars per share)	$ 1.02	$ 1

Consolidated Statements Of Cash

Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
OPERATING ACTIVITIES
Net income	$ 61,803	$ 62,931
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	59,622	58,110
Gain on sale of real estate, net	0	(3,316)
Loss from partnerships	1,434	525
Other, net	2,230	1,737
Changes in assets and liabilities, net of effects of acquisitions and dispositions:
(Increase) decrease in accounts receivable, net	(1,245)	2,322
Decrease in prepaid expenses and other assets	1,168	4,088
Decrease in accounts payable and accrued expenses	(6,815)	(5,380)
(Decrease) increase in security deposits and other liabilities	(13,278)	3,163
Net cash provided by operating activities	104,919	124,180
INVESTING ACTIVITIES
Acquisition of real estate	(25,176)	0
Capital expenditures - development and redevelopment	(63,380)	(69,119)
Capital expenditures - other	(14,061)	(20,194)
Proceeds from sale of real estate	6,106	51,459
Investment in partnerships	(300)	(180)
Distribution from partnerships in excess of earnings	983	93
Leasing costs	(8,259)	(8,057)
Repayment (issuance) of mortgage and other notes receivable, net	50	(180)
Net cash used in investing activities	(104,037)	(46,178)
FINANCING ACTIVITIES
Net borrowings under revolving credit facility, net of costs	20,000	62,000
Repayment of mortgages and finance leases	(21,718)	(11,978)
Issuance of common shares, net of costs	59,427	1,336
Dividends paid to common and preferred shareholders	(77,296)	(74,925)
Shares withheld for employee taxes	(4,414)	(753)
Contributions from noncontrolling interests	106	69
Distributions to and redemptions of noncontrolling interests	(3,107)	(5,251)
Net cash used in financing activities	(27,002)	(29,502)
(Decrease) increase in cash, cash equivalents and restricted cash	(26,120)	48,500
Cash, cash equivalents, and restricted cash at beginning of year	108,332	25,200
Cash, cash equivalents, and restricted cash at end of period	$ 82,212	$ 73,700

Business And Organization

Business And Organization	3 Months Ended
	Mar. 31, 2019
Nature Of Operations [Abstract]
BUSINESS AND ORGANIZATION	BUSINESS AND ORGANIZATION Federal Realty Investment Trust (the “Trust”) is an equity real estate investment trust (“REIT”) specializing in the ownership, management, and redevelopment of retail and mixed-use properties. Our properties are located primarily in densely populated and affluent communities in strategically selected metropolitan markets in the Mid-Atlantic and Northeast regions of the United States, California, and South Florida. As of March 31, 2019 , we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are operated as 105 predominantly retail real estate projects. We operate in a manner intended to enable us to qualify as a REIT for federal income tax purposes. A REIT that distributes at least 90%

Summary Of Significant Accounti

Summary Of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying consolidated balance sheet as of December 31, 2018 , which has been derived from audited financial statements, and unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (GAAP) have been omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Trust’s latest Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting of normal, recurring adjustments) necessary for a fair presentation for the periods presented have been included. The results of operations for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the full year. Principles of Consolidation Our consolidated financial statements include the accounts of the Trust, its corporate subsidiaries, and all entities in which the Trust has a controlling interest or has been determined to be the primary beneficiary of a variable interest entity (“VIE”). The equity interests of other investors are reflected as noncontrolling interests or redeemable noncontrolling interests. All significant intercompany transactions and balances are eliminated in consolidation. We account for our interests in joint ventures, which we do not control, using the equity method of accounting. Certain 2018 amounts have been reclassified to conform to current period presentation, which includes the presentation of rental income on our Consolidated Statements of Comprehensive Income. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, referred to as “GAAP,” requires management to make estimates and assumptions that in certain circumstances affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates. Recently Adopted Accounting Pronouncements Standard Description Effect on the financial statements or significant matters Adopted on January 1, 2019: Leases (Topic 842) and related updates: Topic 842, Leases ASU 2019-01, March 2019, Leases (Topic 842), Codification Improvements ASC 842 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The larger changes to the lessor model include: a change in the definition of initial direct costs of leases (resulting in the upfront expensing of more leasing related costs), the requirement to make an upfront and ongoing assessment of whether collection of substantially all of the lease payments required for the term of each lease is probable (if not probable, lease revenue is effectively recognized when cash is collected), certain presentation changes, and the elimination of real estate specific guidance. ASU 2018-10 and ASU 2019-01 provide narrow amendments that clarify how to apply certain aspects of the guidance in ASU 2016-02. ASU 2018-11 provides the option of an additional transition method, by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. It also provides lessors an option to not separate lease and non-lease components when certain criteria are met. We have elected to apply the transition provisions of ASC Topic 842 at the beginning of the period of adoption (i.e., January 1, 2019), and therefore, did not retrospectively adjust prior periods presented. We have also elected to apply certain adoption related practical expedients for all leases that commenced prior to the effective date. These practical expedients include not reassessing whether any expired or existing contracts are or contain leases; not reassessing the lease classification for any expired or existing leases; and not reassessing initial direct costs for any existing leases. We have also elected the practical expedient allowing lessors to combine non-lease and lease components (primarily impacts common area maintenance recoveries). From a lessee perspective, the primary impact of adoption on January 1, 2019 was to record a lease obligation liability and right of use asset for operating leases where we are the lessee. The most significant of these operating leases are ground leases at 14 properties. The operating lease right of use assets and related liabilities are shown separately on the face of our consolidated balance sheet. Additionally, amounts previously recorded as capital lease assets and included in real estate have been reclassified in the March 31, 2019 balance sheet as finance lease right of use assets and the related capital lease obligations have been reclassified in the March 31, 2019 balance sheet as finance lease liabilities. Income statement presentation is not impacted for our existing operating and finance leases. From a lessor perspective, adoption of ASC 842 results in a charge to opening accumulated dividends in excess of net income of $7.1 million. This charge is attributable to the write off of certain direct leasing costs recorded as of December 31, 2018 under the previous lease accounting rules for leases which had not commenced and the write off of December 31, 2018 unreserved receivables (including straight-line receivables) for leases where we have determined that the collection of substantially all of the lease payments required for the term of the lease is not probable. Income statement presentation changes incorporated into our March 31, 2019 financial statements include: no longer recording a gross up of revenue and expense for costs (such as real estate taxes) paid directly by lessees on our behalf and recording collectability adjustments against revenue rather than as bad debt within rental expenses. The allowance for doubtful accounts recorded against lease receivables as of December 31, 2018 has been carried forward to the January 1, 2019 adoption date consolidated balance sheet. As a result of the change in the definition of initial direct costs of leases, capitalized leasing costs excluding external commissions decreased to $0.4 million for the three months ended March 31, 2019 from $1.6 million for the three months ended March 31, 2018. The following table provides additional information on our operating and finance leases where we are the lessee: Three Months Ended March 31, 2019 (In thousands) LEASE COST: Finance lease cost: Amortization of right-of-use assets $ 321 Interest on lease liabilities 1,456 Operating lease cost 1,504 Variable lease cost 91 Total lease cost $ 3,372 OTHER INFORMATION: Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for finance leases $ 1,460 Operating cash flows for operating leases $ 1,511 Financing cash flows for finance leases $ 25 Weighted-average remaining lease term - finance leases 18.9 years Weighted-average remaining lease term - operating leases 53.7 years Weighted-average discount rate - finance leases 8.0 % Weighted-average discount rate - operating leases 4.5 % Consolidated Statements of Cash Flows—Supplemental Disclosures The following tables provide supplemental disclosures related to the Consolidated Statements of Cash Flows: Three Months Ended March 31, 2019 2018 (In thousands) SUPPLEMENTAL DISCLOSURES: Total interest costs incurred $ 32,580 $ 32,276 Interest capitalized (4,547 ) (6,092 ) Interest expense $ 28,033 $ 26,184 Cash paid for interest, net of amounts capitalized $ 32,485 $ 31,832 Cash paid for income taxes $ 7 $ 57 NON-CASH INVESTING AND FINANCING TRANSACTIONS: DownREIT operating partnership units redeemed for common shares $ 7,551 $ — Shares issued under dividend reinvestment plan $ 455 $ 477 See additional disclosures in the "Recently Adopted Accounting Pronouncements" section of this footnote relating to operating lease right of use assets and lease liabilities recorded in connection with our adoption of ASC Topic 842. March 31, December 31, 2019 2018 (In thousands) RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH: Cash and cash equivalents $ 43,003 $ 64,087 Restricted cash (1) 39,209 44,245 Total cash, cash equivalents, and restricted cash $ 82,212 $ 108,332 (1)

Real Estate

Real Estate	3 Months Ended
	Mar. 31, 2019
Real Estate [Abstract]
REAL ESTATE	REAL ESTATE On February 8, 2019 , we acquired the fee interest in Fairfax Junction, a 75,000 square foot shopping center in Fairfax, Virginia for $22.5 million . Approximately $0.6 million and $0.4 million

Debt

Debt	3 Months Ended
	Mar. 31, 2019
Debt Instruments [Abstract]
DEBT	DEBT On January 31, 2019 , we repaid the $20.3 million mortgage loan on Rollingwood Apartments, at par, prior to its original maturity date. During the three months ended March 31, 2019 , the maximum amount of borrowings outstanding under our $800.0 million revolving credit facility was $116.5 million , the weighted average borrowings outstanding was $63.4 million , and the weighted average interest rate, before amortization of debt fees, was 3.2% . At March 31, 2019 , the outstanding balance was $20.0 million . Our revolving credit facility, term loan and certain notes require us to comply with various financial covenants, including the maintenance of minimum shareholders' equity and debt coverage ratios and a maximum ratio of debt to net worth. As of March 31, 2019

Fair Value Of Financial Instrum

Fair Value Of Financial Instruments	3 Months Ended
	Mar. 31, 2019
Fair Value Disclosures [Abstract]
FAIR VALUE OF FINANCIAL INSTRUMENTS	FAIR VALUE OF FINANCIAL INSTRUMENTS Except as disclosed below, the carrying amount of our financial instruments approximates their fair value. The fair value of our mortgages payable, notes payable and senior notes and debentures is sensitive to fluctuations in interest rates. Quoted market prices (Level 1) were used to estimate the fair value of our marketable senior notes and debentures and discounted cash flow analysis (Level 2) is generally used to estimate the fair value of our mortgages and notes payable. Considerable judgment is necessary to estimate the fair value of financial instruments. The estimates of fair value presented herein are not necessarily indicative of the amounts that could be realized upon disposition of the financial instruments. A summary of the carrying amount and fair value of our mortgages payable, notes payable and senior notes and debentures is as follows: March 31, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Mortgages and notes payable $ 751,572 $ 751,170 $ 753,406 $ 751,361 Senior notes and debentures $ 2,404,987 $ 2,443,338 $ 2,404,279 $ 2,371,392 One of our equity method investees has two interest rate swaps which qualify for cash flow hedge accounting. During the three months ended March 31, 2019 , our share of the change in fair value of the related swaps included in "accumulated other comprehensive income" was $0.2 million

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES We are sometimes involved in lawsuits, warranty claims, and environmental matters arising in the ordinary course of business. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters. We are currently a party to various legal proceedings. We accrue a liability for litigation if an unfavorable outcome is probable and the amount of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, we accrue the best estimate within the range; however, if no amount within the range is a better estimate than any other amount, the minimum within the range is accrued. Legal fees related to litigation are expensed as incurred. We do not believe that the ultimate outcome of these matters, either individually or in the aggregate, could have a material adverse effect on our financial position or overall trends in results of operations; however, litigation is subject to inherent uncertainties. Also under our leases, tenants are typically obligated to indemnify us from and against all liabilities, costs and expenses imposed upon or asserted against us (1) as owner of the properties due to certain matters relating to the operation of the properties by the tenant, and (2) where appropriate, due to certain matters relating to the ownership of the properties prior to their acquisition by us. Under the terms of certain partnership agreements, the partners have the right to exchange their operating partnership units for cash or common shares, at our option. A total of 669,377 downREIT operating partnership units are outstanding which have a total fair value of $92.3 million , based on our closing stock price on March 31, 2019

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Mar. 31, 2019
Stockholders' Equity Note [Abstract]
SHAREHOLDERS’ EQUITY	SHAREHOLDERS’ EQUITY The following table provides a summary of dividends declared and paid per share: Three Months Ended March 31, 2019 2018 Declared Paid Declared Paid Common shares $ 1.020 $ 1.020 $ 1.000 $ 1.000 5.417% Series 1 Cumulative Convertible Preferred shares $ 0.339 $ 0.339 $ 0.339 $ 0.339 5.0% Series C Cumulative Redeemable Preferred shares (1) $ 0.313 $ 0.313 $ 0.313 $ 0.368 (1) Amount represents dividends per depository share, each representing 1/1000th of a share. We have an at-the-market (“ATM”) equity program in which we may from time to time offer and sell common shares having an aggregate offering price of up to $400.0 million . We intend to use the net proceeds to fund potential acquisition opportunities, fund our development and redevelopment pipeline, repay amounts outstanding under our revolving credit facility and/or for general corporate purposes. For the three months ended March 31, 2019 , we sold 511,938 common shares (of which, 65,812 settled on April 2, 2019) at a weighted average price per share of $134.96 for net cash proceeds of $68.4 million and paid $0.7 million in commissions and less than $0.1 million in additional offering expenses related to the sales of these common shares. As of March 31, 2019 , we had the capacity to issue up to $203.4 million

Share-Based Compensation Plans

Share-Based Compensation Plans	3 Months Ended
	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
SHARE-BASED COMPENSATION PLANS	SHARE-BASED COMPENSATION PLANS A summary of share-based compensation expense included in net income is as follows: Three Months Ended March 31, 2019 2018 (In thousands) Grants of common shares and options $ 3,861 $ 3,870 Capitalized share-based compensation (226 ) (438 ) Share-based compensation expense $ 3,635 $ 3,432

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE We have calculated earnings per share (“EPS”) under the two-class method. The two-class method is an earnings allocation methodology whereby EPS for each class of common stock and participating securities is calculated according to dividends declared and participation rights in undistributed earnings. For the three months ended March 31, 2019 and 2018 , we had 0.2 million and 0.3 million weighted average unvested shares outstanding, respectively, which are considered participating securities. Therefore, we have allocated our earnings for basic and diluted EPS between common shares and unvested shares; the portion of earnings allocated to the unvested shares is reflected as “earnings allocated to unvested shares” in the reconciliation below. In the dilutive EPS calculation, dilutive stock options were calculated using the treasury stock method consistent with prior periods. There were 682 anti-dilutive stock options for both the three months ended March 31, 2019 and 2018 . The conversions of downREIT operating partnership units and 5.417% Series 1 Cumulative Convertible Preferred Shares are anti-dilutive for all periods presented and accordingly, have been excluded from the weighted average common shares used to compute diluted EPS. Three Months Ended March 31, 2019 2018 (In thousands, except per share data) NUMERATOR Net income $ 61,803 $ 62,931 Less: Preferred share dividends (2,010 ) (2,010 ) Less: Income from operations attributable to noncontrolling interests (1,659 ) (1,684 ) Less: Earnings allocated to unvested shares (220 ) (253 ) Net income available for common shareholders, basic and diluted $ 57,914 $ 58,984 DENOMINATOR Weighted average common shares outstanding—basic 74,200 72,905 Stock options — 63 Weighted average common shares outstanding—diluted 74,200 72,968 EARNINGS PER COMMON SHARE, BASIC: Net income available for common shareholders $ 0.78 $ 0.81 EARNINGS PER COMMON SHARE, DILUTED: Net income available for common shareholders $ 0.78 $ 0.81

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policy)	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of presentation The accompanying consolidated balance sheet as of December 31, 2018 , which has been derived from audited financial statements, and unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (GAAP) have been omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Trust’s latest Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting of normal, recurring adjustments) necessary for a fair presentation for the periods presented have been included. The results of operations for the three months ended March 31, 2019
Principles of Consolidation	Principles of Consolidation Our consolidated financial statements include the accounts of the Trust, its corporate subsidiaries, and all entities in which the Trust has a controlling interest or has been determined to be the primary beneficiary of a variable interest entity (“VIE”). The equity interests of other investors are reflected as noncontrolling interests or redeemable noncontrolling interests. All significant intercompany transactions and balances are eliminated in consolidation. We account for our interests in joint ventures, which we do not control, using the equity method of accounting. Certain 2018
Use of Estimates	Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, referred to as “GAAP,” requires management to make estimates and assumptions that in certain circumstances affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements Standard Description Effect on the financial statements or significant matters Adopted on January 1, 2019: Leases (Topic 842) and related updates: Topic 842, Leases ASU 2019-01, March 2019, Leases (Topic 842), Codification Improvements ASC 842 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The larger changes to the lessor model include: a change in the definition of initial direct costs of leases (resulting in the upfront expensing of more leasing related costs), the requirement to make an upfront and ongoing assessment of whether collection of substantially all of the lease payments required for the term of each lease is probable (if not probable, lease revenue is effectively recognized when cash is collected), certain presentation changes, and the elimination of real estate specific guidance. ASU 2018-10 and ASU 2019-01 provide narrow amendments that clarify how to apply certain aspects of the guidance in ASU 2016-02. ASU 2018-11 provides the option of an additional transition method, by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. It also provides lessors an option to not separate lease and non-lease components when certain criteria are met. We have elected to apply the transition provisions of ASC Topic 842 at the beginning of the period of adoption (i.e., January 1, 2019), and therefore, did not retrospectively adjust prior periods presented. We have also elected to apply certain adoption related practical expedients for all leases that commenced prior to the effective date. These practical expedients include not reassessing whether any expired or existing contracts are or contain leases; not reassessing the lease classification for any expired or existing leases; and not reassessing initial direct costs for any existing leases. We have also elected the practical expedient allowing lessors to combine non-lease and lease components (primarily impacts common area maintenance recoveries). From a lessee perspective, the primary impact of adoption on January 1, 2019 was to record a lease obligation liability and right of use asset for operating leases where we are the lessee. The most significant of these operating leases are ground leases at 14 properties. The operating lease right of use assets and related liabilities are shown separately on the face of our consolidated balance sheet. Additionally, amounts previously recorded as capital lease assets and included in real estate have been reclassified in the March 31, 2019 balance sheet as finance lease right of use assets and the related capital lease obligations have been reclassified in the March 31, 2019 balance sheet as finance lease liabilities. Income statement presentation is not impacted for our existing operating and finance leases. From a lessor perspective, adoption of ASC 842 results in a charge to opening accumulated dividends in excess of net income of $7.1 million. This charge is attributable to the write off of certain direct leasing costs recorded as of December 31, 2018 under the previous lease accounting rules for leases which had not commenced and the write off of December 31, 2018 unreserved receivables (including straight-line receivables) for leases where we have determined that the collection of substantially all of the lease payments required for the term of the lease is not probable. Income statement presentation changes incorporated into our March 31, 2019 financial statements include: no longer recording a gross up of revenue and expense for costs (such as real estate taxes) paid directly by lessees on our behalf and recording collectability adjustments against revenue rather than as bad debt within rental expenses. The allowance for doubtful accounts recorded against lease receivables as of December 31, 2018 has been carried forward to the January 1, 2019 adoption date consolidated balance sheet. As a result of the change in the definition of initial direct costs of leases, capitalized leasing costs excluding external commissions decreased to $0.4 million for the three months ended March 31, 2019 from $1.6 million for the three months ended March 31, 2018.

Summary Of Significant Accoun_3

Summary Of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Schedule of lease cost	The following table provides additional information on our operating and finance leases where we are the lessee: Three Months Ended March 31, 2019 (In thousands) LEASE COST: Finance lease cost: Amortization of right-of-use assets $ 321 Interest on lease liabilities 1,456 Operating lease cost 1,504 Variable lease cost 91 Total lease cost $ 3,372 OTHER INFORMATION: Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for finance leases $ 1,460 Operating cash flows for operating leases $ 1,511 Financing cash flows for finance leases $ 25 Weighted-average remaining lease term - finance leases 18.9 years Weighted-average remaining lease term - operating leases 53.7 years Weighted-average discount rate - finance leases 8.0 % Weighted-average discount rate - operating leases 4.5 %
Supplemental disclosures related to the Consolidated Statements Of Cash Flows	The following tables provide supplemental disclosures related to the Consolidated Statements of Cash Flows: Three Months Ended March 31, 2019 2018 (In thousands) SUPPLEMENTAL DISCLOSURES: Total interest costs incurred $ 32,580 $ 32,276 Interest capitalized (4,547 ) (6,092 ) Interest expense $ 28,033 $ 26,184 Cash paid for interest, net of amounts capitalized $ 32,485 $ 31,832 Cash paid for income taxes $ 7 $ 57 NON-CASH INVESTING AND FINANCING TRANSACTIONS: DownREIT operating partnership units redeemed for common shares $ 7,551 $ — Shares issued under dividend reinvestment plan $ 455 $ 477
Reconciliation of cash, cash equivalents, and restricted cash	March 31, December 31, 2019 2018 (In thousands) RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH: Cash and cash equivalents $ 43,003 $ 64,087 Restricted cash (1) 39,209 44,245 Total cash, cash equivalents, and restricted cash $ 82,212 $ 108,332 (1)

Fair Value Of Financial Instr_2

Fair Value Of Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2019
Fair Value Disclosures [Abstract]
Summary of carrying amount and fair value of financial instruments	A summary of the carrying amount and fair value of our mortgages payable, notes payable and senior notes and debentures is as follows: March 31, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Mortgages and notes payable $ 751,572 $ 751,170 $ 753,406 $ 751,361 Senior notes and debentures $ 2,404,987 $ 2,443,338 $ 2,404,279 $ 2,371,392

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2019
Stockholders' Equity Note [Abstract]
Summary of dividends declared and paid per share	The following table provides a summary of dividends declared and paid per share: Three Months Ended March 31, 2019 2018 Declared Paid Declared Paid Common shares $ 1.020 $ 1.020 $ 1.000 $ 1.000 5.417% Series 1 Cumulative Convertible Preferred shares $ 0.339 $ 0.339 $ 0.339 $ 0.339 5.0% Series C Cumulative Redeemable Preferred shares (1) $ 0.313 $ 0.313 $ 0.313 $ 0.368 (1) Amount represents dividends per depository share, each representing 1/1000th of a share.

Share-Based Compensation Plans

Share-Based Compensation Plans (Tables)	3 Months Ended
	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Summary of share-based compensation expense included in net income	A summary of share-based compensation expense included in net income is as follows: Three Months Ended March 31, 2019 2018 (In thousands) Grants of common shares and options $ 3,861 $ 3,870 Capitalized share-based compensation (226 ) (438 ) Share-based compensation expense $ 3,635 $ 3,432

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
Schedule of earnings per share	In the dilutive EPS calculation, dilutive stock options were calculated using the treasury stock method consistent with prior periods. There were 682 anti-dilutive stock options for both the three months ended March 31, 2019 and 2018 . The conversions of downREIT operating partnership units and 5.417% Series 1 Cumulative Convertible Preferred Shares are anti-dilutive for all periods presented and accordingly, have been excluded from the weighted average common shares used to compute diluted EPS. Three Months Ended March 31, 2019 2018 (In thousands, except per share data) NUMERATOR Net income $ 61,803 $ 62,931 Less: Preferred share dividends (2,010 ) (2,010 ) Less: Income from operations attributable to noncontrolling interests (1,659 ) (1,684 ) Less: Earnings allocated to unvested shares (220 ) (253 ) Net income available for common shareholders, basic and diluted $ 57,914 $ 58,984 DENOMINATOR Weighted average common shares outstanding—basic 74,200 72,905 Stock options — 63 Weighted average common shares outstanding—diluted 74,200 72,968 EARNINGS PER COMMON SHARE, BASIC: Net income available for common shareholders $ 0.78 $ 0.81 EARNINGS PER COMMON SHARE, DILUTED: Net income available for common shareholders $ 0.78 $ 0.81

Business And Organization (Deta

Business And Organization (Details)	3 Months Ended
	Mar. 31, 2019project
Nature Of Operations [Abstract]
Number of real estate properties	105
Minimum percentage of taxable income distributed to shareholders	90.00%

Summary Of Significant Accoun_4

Summary Of Significant Accounting Policies Recently Adopted Accounting Pronouncements (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)property	Mar. 31, 2018USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Number of properties subject to ground leases | property	14
Cumulative impact to accumulated dividends in excess of net income	$ (7,098)	$ (6,028)
Accounting Standards Update 2016-02 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Capitalized leasing costs excluding external commissions	400	1,600
Accumulated Dividends in Excess of Net Income
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cumulative impact to accumulated dividends in excess of net income	(7,098)	$ (6,028)
Accumulated Dividends in Excess of Net Income | Accounting Standards Update 2016-02 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cumulative impact to accumulated dividends in excess of net income	$ (7,100)

Summary Of Significant Accoun_5

Summary Of Significant Accounting Policies Lease Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
LEASE COST:
Amortization of right-of-use assets - finance leases	$ 321
Interest on lease liabilities - finance leases	1,456
Operating lease cost	1,504
Variable lease cost	91
Total lease cost	3,372
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for finance leases	1,460
Operating cash flows for operating leases	1,511
Financing cash flows for finance leases	$ 25
Weighted-average remaining lease term - finance leases	18 years 10 months 24 days
Weighted-average remaining lease term - operating leases	53 years 8 months 12 days
Weighted-average discount rate - finance leases	8.00%
Weighted-average discount rate - operating leases	4.50%

Summary Of Significant Accoun_6

Summary Of Significant Accounting Policies Consolidated Statement of Cash Flows - Supplemental Disclosures (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Accounting Policies [Abstract]
Total interest costs incurred	$ 32,580	$ 32,276
Interest capitalized	(4,547)	(6,092)
Interest expense	28,033	26,184
Cash paid for interest, net of amounts capitalized	32,485	31,832
Cash paid for income taxes	7	57
DownREIT operating partnership units redeemed for common shares	7,551	0
Shares issued under dividend reinvestment plan	$ 455	$ 477

Summary Of Significant Accoun_7

Summary Of Significant Accounting Policies Consolidated Statement of Cash Flows - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands		Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents		$ 43,003	$ 64,087
Restricted cash	[1]	39,209	44,245
Total cash, cash equivalents, and restricted cash		$ 82,212	$ 108,332	$ 73,700	$ 25,200
[1]	(1)Restricted cash balances are included in "prepaid expenses and other assets" on our consolidated balance sheets.

Real Estate (Significant Acquis

Real Estate (Significant Acquisition) (Details) - Fairfax Junction $ in Millions	Feb. 08, 2019USD ($)ft²
Significant Acquisition
Square footage of real estate property | ft²	75,000
Purchase price of real estate acquisition	$ 22.5
Other Liabilities
Significant Acquisition
Below Market Lease, Acquired	0.4
Amortization of above market leases | Other Assets
Significant Acquisition
Finite-lived Intangible Assets Acquired	$ 0.6

Debt (Details)

Debt (Details) - USD ($) $ in Millions	Jan. 31, 2019	Mar. 31, 2019
Debt Instrument [Line Items]
Maximum borrowing capacity under revolving credit facility		$ 800
Maximum amount outstanding under revolving credit facility		$ 116.5
Weighted average interest rate, before amortization of debt fees		3.20%
Weighted average borrowings outstanding		$ 63.4
Outstanding balance of revolving credit facility		$ 20
Mortgage loan | Rollingwood Apartments
Debt Instrument [Line Items]
Principal amount of mortgage loan repayment	$ 20.3

Fair Value of Financial Instr_3

Fair Value of Financial Instruments - Summary of Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Mortgages payable and notes payable | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair value of long-term debt	$ 751,572	$ 753,406
Mortgages payable and notes payable | Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair value of long-term debt	751,170	751,361
Senior notes and debentures | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair value of long-term debt	2,404,987	2,404,279
Senior notes and debentures | Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair value of long-term debt	$ 2,443,338	$ 2,371,392

Fair Value Of Financial Instr_4

Fair Value Of Financial Instruments (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)agreement	Mar. 31, 2018USD ($)
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Other comprehensive loss	$ (209)	$ 467
Accumulated other comprehensive income
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Other comprehensive loss	(209)	$ 467
Accumulated other comprehensive income | One of our equity method investees
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Other comprehensive loss	$ 200
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | One of our equity method investees
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Number of interest rate swap agreements | agreement	2

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	Mar. 31, 2019USD ($)shares
Commitments and Contingencies Disclosure [Abstract]
downREIT operating partnership units, outstanding | shares	669,377
downREIT operating partnership units outstanding, fair value | $	$ 92.3

Shareholders' Equity (Summary o

Shareholders' Equity (Summary of Dividends) (Details) - $ / shares		3 Months Ended		12 Months Ended
		Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Dividends
Dividends declared to common shareholders (in dollars per share)		$ 1.02	$ 1
Dividends paid per common share		$ 1.020	$ 1
Percentage of depository shares		100.00%
5.417% Series 1 Cumulative Convertible Preferred
Dividends
Preferred shares, percentage		5.417%	5.417%	5.417%
Dividends declared per preferred shares		$ 0.339	$ 0.339
Dividends paid per preferred share		$ 0.339	$ 0.339
5.0% Series C Cumulative Redeemable Preferred
Dividends
Preferred shares, percentage		5.00%	5.00%	5.00%
Dividends declared per preferred shares	[1]	$ 0.313	$ 0.313
Dividends paid per preferred share	[1]	$ 0.313	$ 0.368
[1]	(1)Amount represents dividends per depository share, each representing 1/1000th of a share.

Shareholders' Equity Narrative

Shareholders' Equity Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	Apr. 02, 2019	Mar. 31, 2019	Mar. 31, 2018
Class of Stock [Line Items]
Net cash proceeds of common stock		$ 59,427	$ 1,336
At The Market Equity Program
Class of Stock [Line Items]
Aggregate offering price of common share		$ 400,000
Shares issued (in shares)		511,938
Weighted average price per common share		$ 134.96
Net cash proceeds of common stock		$ 68,400
Remaining capacity to issue		203,400
At The Market Equity Program | Commissions
Class of Stock [Line Items]
Commissions related to sales of common shares		700
At The Market Equity Program | Other offering costs
Class of Stock [Line Items]
Commissions related to sales of common shares		$ 100
Subsequent Event | At The Market Equity Program
Class of Stock [Line Items]
Shares sold prior to period end, subsequently settled	65,812

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract]
Grants of common shares and options	$ 3,861	$ 3,870
Capitalized share-based compensation	(226)	(438)
Share-based compensation expense	$ 3,635	$ 3,432

Earnings Per Share (Narrative)

Earnings Per Share (Narrative) (Details) - shares	3 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Weighted average unvested shares outstanding	200,000	300,000
Anti-dilutive stock options	682	682
5.417% Series 1 Cumulative Convertible Preferred
Cumulative convertible preferred shares, dividend rate	5.417%	5.417%	5.417%

Earnings Per Share (Schedule Of

Earnings Per Share (Schedule Of Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Net income	$ 61,803	$ 62,931
Less: Preferred share dividends	(2,010)	(2,010)
Less: Income from operations attributable to noncontrolling interests	(1,659)	(1,684)
Less: Earnings allocated to unvested shares	(220)	(253)
Net income available for common shareholders, basic and diluted	$ 57,914	$ 58,984
Weighted average common shares outstanding—basic	74,200	72,905
Stock options	0	63
Weighted average common shares outstanding—diluted	74,200	72,968
Earnings per common share, basic	$ 0.78	$ 0.81
Earnings per common share, diluted	$ 0.78	$ 0.81