Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 03, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | ONE LIBERTY PROPERTIES INC | |
Entity Central Index Key | 712,770 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 17,148,686 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Real estate investments, at cost | ||
Land | $ 188,215,000 | $ 186,994,000 |
Buildings and improvements | 477,080,000 | 460,379,000 |
Total real estate investments, at cost | 665,295,000 | 647,373,000 |
Less accumulated depreciation | 88,435,000 | 85,116,000 |
Real estate investments, net | 576,860,000 | 562,257,000 |
Properties held-for-sale | 12,259,000 | |
Investment in unconsolidated joint ventures | 11,076,000 | 11,350,000 |
Cash and cash equivalents | 10,537,000 | 12,736,000 |
Restricted cash | 1,031,000 | 1,074,000 |
Unbilled rent receivable (including $712 related to properties held-for-sale in 2015) | 13,472,000 | 13,577,000 |
Unamortized intangible lease assets, net | 28,988,000 | 28,978,000 |
Escrow, deposits and other assets and receivables | 5,374,000 | 4,268,000 |
Total assets | 647,338,000 | 646,499,000 |
Liabilities: | ||
Mortgages payable, net of $3,425 and $3,373 deferred financing costs, respectively | 321,761,000 | 331,055,000 |
Line of credit, net of $464 and $506 deferred financing costs, respectively | 29,386,000 | 17,744,000 |
Dividends payable | 6,996,000 | 6,901,000 |
Accrued expenses and other liabilities | 17,599,000 | 13,852,000 |
Unamortized intangible lease liabilities, net | 14,310,000 | 14,521,000 |
Total liabilities | $ 390,052,000 | $ 384,073,000 |
Commitments and contingencies | ||
One Liberty Properties Inc. stockholders' equity: | ||
Preferred stock, $1 par value; 12,500 shares authorized; none issued | ||
Common stock, $1 par value; 25,000 shares authorized; 16,458 and 16,292 shares issued and outstanding | $ 16,458,000 | $ 16,292,000 |
Paid-in capital | 234,866,000 | 232,378,000 |
Accumulated other comprehensive loss | (8,378,000) | (4,390,000) |
Accumulated undistributed net income | 12,506,000 | 16,215,000 |
Total One Liberty Properties, Inc. stockholders' equity | 255,452,000 | 260,495,000 |
Non-controlling interests in consolidated joint ventures | 1,834,000 | 1,931,000 |
Total equity | 257,286,000 | 262,426,000 |
Total liabilities and equity | $ 647,338,000 | $ 646,499,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Unbilled rent receivable related to properties held-for-sale in 2015 | $ 712 | |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 12,500 | 12,500 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized | 25,000 | 25,000 |
Common stock, shares issued | 16,458 | 16,292 |
Common stock, shares outstanding | 16,458 | 16,292 |
Line of credit | ||
Deferred financing costs | $ 464 | $ 506 |
Mortgages payable | ||
Deferred financing costs | $ 3,425 | $ 3,373 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Rental income, net | $ 15,056,000 | $ 13,894,000 |
Tenant reimbursements | 1,288,000 | 782,000 |
Lease termination fee | 650,000 | |
Total revenues | 16,344,000 | 15,326,000 |
Operating expenses: | ||
Depreciation and amortization | 4,185,000 | 3,734,000 |
General and administrative (see Note 11 for related party information) | 2,609,000 | 2,392,000 |
Real estate expenses (see Note 11 for related party information) | 2,175,000 | 1,334,000 |
Real estate acquisition costs (see Note 11 for related party information) | 204,000 | 248,000 |
Federal excise and state taxes | 76,000 | 74,000 |
Leasehold rent | 77,000 | 77,000 |
Total operating expenses | 9,326,000 | 7,859,000 |
Operating income | 7,018,000 | 7,467,000 |
Other income and expenses: | ||
Gain on sale of real estate, net | 787,000 | 5,392,000 |
Purchase price fair value adjustment | 960,000 | |
Prepayment costs on debt | (423,000) | (568,000) |
Equity in earnings of unconsolidated joint ventures | 209,000 | 147,000 |
Other income | 13,000 | 3,000 |
Interest: | ||
Expense | (4,075,000) | (3,739,000) |
Amortization and write-off of deferred financing costs | (244,000) | (455,000) |
Net income | 3,285,000 | 9,207,000 |
Net loss (income) attributable to non-controlling interests | 2,000 | (1,351,000) |
Net income attributable to One Liberty Properties, Inc. | $ 3,287,000 | $ 7,856,000 |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 16,388 | 15,776 |
Diluted (in shares) | 16,495 | 15,876 |
Per common share attributable to common stockholders - basic: | $ 0.19 | $ 0.48 |
Per common share attributable to common stockholders - diluted: | 0.18 | 0.48 |
Cash distributions declared per share of common stock | $ 0.41 | $ 0.39 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net income | $ 3,285 | $ 9,207 |
Other comprehensive loss | ||
Net unrealized gain on available-for-sale securities | 2 | 3 |
Net unrealized loss on derivative instruments | (3,900) | (734) |
One Liberty Properties Inc.'s share of joint venture net unrealized loss on derivative instruments | (105) | (48) |
Other comprehensive loss | (4,003) | (779) |
Comprehensive (loss) income | (718) | 8,428 |
Net loss (income) attributable to non-controlling interests | 2 | (1,351) |
Adjustment for derivative instruments attributable to non-controlling interests | 15 | 25 |
Comprehensive (loss) income attributable to One Liberty Properties, Inc. | $ (701) | $ 7,102 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Common Stock | Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Undistributed Net Income | Non-Controlling Interests in Consolidated Joint Ventures | Total |
Balances at Dec. 31, 2014 | $ 15,728 | $ 219,867 | $ (3,195) | $ 21,876 | $ 1,628 | $ 255,904 |
Distributions - common stock | ||||||
Cash - $.41 and $.39 per share for the three months ended March 31, 2016, and three months ended March 31, 2015, respectively | (6,380) | (6,380) | ||||
Restricted stock vesting | 71 | (71) | ||||
Shares issued through dividend reinvestment plan | 23 | 562 | 585 | |||
Contributions from non-controlling interests | 663 | 663 | ||||
Distributions to non-controlling interests | (1,582) | (1,582) | ||||
Compensation expense - restricted stock | 577 | 577 | ||||
Net income (loss) | 7,856 | 1,351 | 9,207 | |||
Other comprehensive (loss) income | (804) | 25 | (779) | |||
Balances at Mar. 31, 2015 | 15,822 | 220,935 | (3,999) | 23,352 | 2,085 | 258,195 |
Balances at Dec. 31, 2015 | 16,292 | 232,378 | (4,390) | 16,215 | 1,931 | 262,426 |
Distributions - common stock | ||||||
Cash - $.41 and $.39 per share for the three months ended March 31, 2016, and three months ended March 31, 2015, respectively | (6,996) | (6,996) | ||||
Shares issued through equity offering program - net | 62 | 1,285 | 1,347 | |||
Restricted stock vesting | 73 | (73) | ||||
Shares issued through dividend reinvestment plan | 31 | 610 | 641 | |||
Distributions to non-controlling interests | (80) | (80) | ||||
Compensation expense - restricted stock | 666 | 666 | ||||
Net income (loss) | 3,287 | (2) | 3,285 | |||
Other comprehensive (loss) income | (3,988) | (15) | (4,003) | |||
Balances at Mar. 31, 2016 | $ 16,458 | $ 234,866 | $ (8,378) | $ 12,506 | $ 1,834 | $ 257,286 |
CONSOLIDATED STATEMENTS OF CHA7
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY | ||
Distributions - common stock, Cash per share (in dollars per share) | $ 0.41 | $ 0.39 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 3,285,000 | $ 9,207,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Gain on sale of real estate | (787,000) | (5,392,000) |
Purchase price fair value adjustment | (960,000) | |
Prepayment costs on debt | 568,000 | |
Increase in unbilled rent receivable | (601,000) | (401,000) |
Write-off of entire balance of the unbilled rent receivable | 226,000 | |
Decrease in rental income and tenant reimbursements resulting from bad debt expense | 153,000 | |
Amortization of intangibles relating to leases, net | (160,000) | (127,000) |
Amortization of restricted stock expense | 666,000 | 577,000 |
Equity in earnings of unconsolidated joint ventures | (209,000) | (147,000) |
Distributions of earnings from unconsolidated joint ventures | 205,000 | 212,000 |
Depreciation and amortization | 4,185,000 | 3,734,000 |
Amortization and write-off of deferred financing costs | 244,000 | 455,000 |
Payment of leasing commissions | (347,000) | (550,000) |
Increase in escrow, deposits, other assets and receivables | (444,000) | (84,000) |
Decrease in accrued expenses and other liabilities | (601,000) | (983,000) |
Net cash provided by operating activities | 5,589,000 | 6,335,000 |
Cash flows from investing activities: | ||
Purchase of real estate | (17,050,000) | (31,413,000) |
Improvements to real estate | (1,523,000) | (355,000) |
Net proceeds from sale of real estate | 13,750,000 | 16,025,000 |
Purchase of partner's interest in unconsolidated joint venture | (6,300,000) | |
Investment in unconsolidated joint ventures | (3,664,000) | |
Distributions of capital from unconsolidated joint ventures | 173,000 | 575,000 |
Net cash used in investing activities | (4,650,000) | (25,132,000) |
Cash flows from financing activities: | ||
Scheduled amortization payments of mortgages payable | (2,077,000) | (1,875,000) |
Repayment of mortgages payable | (30,515,000) | (12,168,000) |
Proceeds from mortgage financings | 23,350,000 | 28,268,000 |
Prepayment costs on debt | (568,000) | |
Proceeds from sale of common stock, net | 1,347,000 | |
Proceeds from bank line of credit | 20,500,000 | 29,900,000 |
Repayment on bank line of credit | (8,900,000) | (14,900,000) |
Issuance of shares through dividend reinvestment plan | 641,000 | 585,000 |
Payment of financing costs | (503,000) | (397,000) |
Capital contributions from non-controlling interests | 663,000 | |
Distributions to non-controlling interests | (80,000) | (1,582,000) |
Cash distributions to common stockholders | (6,901,000) | (6,320,000) |
Net cash (used in) provided by financing activities | (3,138,000) | 21,606,000 |
Net (decrease) increase in cash and cash equivalents | (2,199,000) | 2,809,000 |
Cash and cash equivalents at beginning of year | 12,736,000 | 20,344,000 |
Cash and cash equivalents at end of period | 10,537,000 | 23,153,000 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest expense | 4,129,000 | 3,783,000 |
Cash paid during the period for Federal excise tax | 190,000 | 300,000 |
Supplemental schedule of non-cash investing and financing activities: | ||
Mortgage debt extinguished upon conveyance of the Company's Morrow, Georgia property to mortgagee by deed-in-lieu of foreclosure | 1,466,000 | |
Consolidation of real estate investment | 2,633,000 | |
Purchase accounting allocation - intangible lease assets | 959,000 | 2,518,000 |
Purchase accounting allocation - intangible lease liabilities | $ (96,000) | $ (4,813,000) |
Organization and Background
Organization and Background | 3 Months Ended |
Mar. 31, 2016 | |
Organization and Background | |
Organization and Background | Note 1 — Organization and Background One Liberty Properties, Inc. (“OLP”) was incorporated in 1982 in Maryland. OLP is a self-administered and self-managed real estate investment trust (“REIT”). OLP acquires, owns and manages a geographically diversified portfolio consisting primarily of retail, industrial, flex and health and fitness properties, many of which are subject to long-term net leases. As of March 31, 2016, OLP owns 114 properties, including seven properties owned by consolidated joint ventures and five properties owned by unconsolidated joint ventures. The 114 properties are located in 30 states. |
Summary Accounting Policies
Summary Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Summary Accounting Policies | |
Summary Accounting Policies | Note 2 — Summary Accounting Policies Principles of Consolidation/Basis of Preparation The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments necessary for fair presentation (including normal recurring accruals) have been included. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results for the full year. These statements should be read in conjunction with the consolidated financial statements and related notes included in OLP’s Annual Report on Form 10-K for the year ended December 31, 2015. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include the accounts and operations of OLP, its wholly-owned subsidiaries, its joint ventures in which the Company, as defined, has a controlling interest, and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. OLP and its consolidated subsidiaries are hereinafter referred to as the “Company”. Material intercompany items and transactions have been eliminated in consolidation. Investment in Joint Ventures and Variable Interest Entities The Financial Accounting Standards Board, or FASB, provides guidance for determining whether an entity is a VIE. VIEs are defined as entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A VIE is required to be consolidated by its primary beneficiary, which is the party that (i) has the power to control the activities that most significantly impact the VIE’s economic performance and (ii) has the obligation to absorb losses, or the right to receive benefits, of the VIE that could potentially be significant to the VIE. On January 1, 2016, the Company adopted ASU 2015-02, Amendments to the Consolidation Analysis , which amends the current consolidation guidance. The ASU introduces a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a VIE unless the limited partners hold substantive kick-out rights or participating rights (see Note 6). Consistent with the adoption of ASU 2015-02, the Company assesses the accounting treatment for each of its investments, including a review of each venture or limited liability company or partnership agreement to determine the rights of each party and whether those rights are protective or participating. The agreements typically contain certain protective rights, such as the requirement of partner approval to sell, finance or refinance the property and to pay capital expenditures and operating expenditures outside of the approved budget or operating plan. In situations where the Company and its partner, among other things, (i) approve the annual budget, (ii) approve certain expenditures, (iii) prepare or review and approve the joint venture’s tax return before filing, and (iv) approve each lease at a property, the Company does not consolidate the joint venture as the Company considers these to be substantive participation rights that result in shared power over the activities that most significantly impact the performance of the joint venture. Additionally, the Company assesses the accounting treatment for any interests pursuant to which the Company may have a variable interest as a lessor. Leases may contain certain protective rights, such as the right of sale and the receipt of certain escrow deposits. In situations where the Company does not have the power over tenant activities that most significantly impact the performance of the property, the Company would not consolidate tenant operations. The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting. All investments in the unconsolidated joint ventures have sufficient equity at risk to permit the entity to finance its activities without additional subordinated financial support and, as a group, the holders of the equity at risk have power through voting rights to direct the activities of these ventures. As a result, none of these joint ventures are VIEs. In addition, the Company has shared power with its co-managing members over these entities, and therefore the entities are not consolidated. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for their share of equity in earnings, cash contributions and distributions. None of the joint venture debt is recourse to the Company, subject to standard carve-outs. The Company has elected to follow the cumulative earnings approach when assessing, for the consolidated statement of cash flows, whether the distribution from the investee is a return of the investor’s investment as compared to a return on its investment. The source of the cash generated by the investee to fund the distribution is not a factor in the analysis (that is, it does not matter whether the cash was generated through investee refinancing, sale of assets or operating results). Consequently, the investor only considers the relationship between the cash received from the investee to its equity in the undistributed earnings of the investee, on a cumulative basis, in assessing whether the distribution from the investee is a return on or return of its investment. Cash received from the unconsolidated entity is presumed to be a return on the investment to the extent that, on a cumulative basis, distributions received by the investor are less than its share of the equity in the undistributed earnings of the entity. Properties Held-for-Sale Real estate investments are classified as properties held-for-sale when management determines that the investment meets the applicable criteria. Real estate investments which are held-for-sale are not depreciated. Tenant Reimbursements Tenant reimbursements represent tenants’ contractual obligations for recoverable real estate taxes and operating expenses and are recognized when earned. Reclassifications Certain amounts previously reported in the consolidated financial statements have been reclassified in the accompanying consolidated financial statements to conform to the current period’s presentation, primarily to present debt issuance costs as a direct deduction from the carrying amount of the associated debt on the Company’s December 31, 2015 consolidated balance sheet. See Note 10. |
Earnings Per Common Share
Earnings Per Common Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Common Share | |
Earnings Per Common Share | Note 3 — Earnings Per Common Share Basic earnings per share was determined by dividing net income allocable to common stockholders for each period by the weighted average number of shares of common stock outstanding during the applicable period. Net income is also allocated to the unvested restricted stock outstanding during each period, as the restricted stock is entitled to receive dividends and is therefore considered a participating security. Unvested restricted stock is not allocated net losses and/or any excess of dividends declared over net income; such amounts are allocated entirely to the common stockholders, other than the holders of unvested restricted stock. The restricted stock units awarded under the Pay-for-Performance program are excluded from the basic earnings per share calculation, as these units are not participating securities (see Note 14). Diluted earnings per share reflects the potential dilution that could occur if securities or other rights exercisable for, or convertible into, common stock were exercised or converted or otherwise resulted in the issuance of common stock that shared in the earnings of the Company. For the three months ended March 31, 2016 and 2015, the diluted weighted average number of shares of common stock includes 107,000 and 100,000 shares, respectively (of an aggregate of 200,000 shares) of common stock underlying the restricted stock units awarded pursuant to the Pay-For-Performance program. These amounts include 100,000 shares that would be issued pursuant to a metric based on the market price and dividends paid at the end of each quarterly period, assuming the end of that quarterly period was the end of the vesting period. Of the remaining 100,000 shares of common stock underlying the restricted stock units awarded under the Pay-For-Performance program, 7,000 shares are included in the diluted weighted average in the three months ended March 31, 2016 and, as they did not meet the return on capital performance metric during such period, none of such 100,000 shares were included in the three months ended March 31, 2015. The following table provides a reconciliation of the numerator and denominator of earnings per share calculations (amounts in thousands, except per share amounts): Three Months Ended March 31, 2016 2015 Numerator for basic and diluted earnings per share: Net income $ $ Add net loss (income) attributable to non-controlling interests ) Less earnings allocated to unvested restricted stock (a) ) ) Net income available for common stockholders, basic and diluted $ $ Denominator for basic earnings per share: Weighted average common shares Effect of diluted securities: Restricted stock units awarded under Pay-for-Performance program Denominator for diluted earnings per share: Weighted average shares Earnings per common share, basic $.19 $.48 Earnings per common share, diluted $.18 $.48 Net income attributable to One Liberty Properties, Inc. common stockholders, net of non-controlling interests $ $ (a) Represents an allocation of distributed earnings to unvested restricted stock which, as participating securities, are entitled to receive dividends. |
Real Estate Acquisitions
Real Estate Acquisitions | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate Acquisitions | |
Real Estate Acquisitions | Note 4 — Real Estate Acquisitions The following chart details the Company’s acquisitions of real estate during the three months ended March 31, 2016 (amounts in thousands): Description of Property Date Acquired Contract Purchase Price Terms of Payment Third Party Real Estate Acquisition Costs (a) Multi-tenant industrial facility, Greenville, SC (b) March 30, 2016 $ All cash $ Multi-tenant industrial facility, Greenville, SC (b) March 30, 2016 All cash Other costs (c) — Totals $ $ (a) Included as an expense in the accompanying consolidated statement of income. (b) These properties are adjacent to one another. (c) Costs incurred for properties purchased in 2015, potential acquisitions and transactions that were not consummated. The following chart provides the preliminary allocation of the purchase price for the Company’s acquisitions of real estate during the three months ended March 31, 2016 (amounts in thousands): Building Intangible Lease Description of Property Land Building Improvements Asset Liability Total Multi-tenant industrial facility, Greenville, SC $ $ $ $ $ — $ Multi-tenant industrial facility, Greenville, SC ) Totals $ $ $ $ $ ) $ As of March 31, 2016, the weighted average amortization period is 3.4 years for these intangible lease assets and 12.2 years for these intangible lease liabilities. The Company assessed the fair value of the lease intangibles based on estimated cash flow projections that utilize appropriate discount rates and available market information. Such inputs are Level 3 (as defined in Note 15) in the fair value hierarchy. The Company is currently in the process of finalizing the purchase price allocations for the properties acquired during the three months ended March 31, 2016; therefore the allocations are preliminary and subject to change. The properties purchased by the Company during the three months ended March 31, 2016 are each 100% occupied. Each property is net leased by three unrelated tenants pursuant to leases which expire between 2017 and 2021. As a result of the Company’s $6,300,000 purchase on March 31, 2015 of its partner’s 50% interest in an unconsolidated joint venture that owns a property in Lincoln, Nebraska, the Company obtained a controlling financial interest. In consolidating the investment, the Company recorded a purchase price fair value adjustment of $960,000 on the consolidated statement of income, representing the difference between the book value of its preexisting equity investment on the March 31, 2015 purchase date and the fair value of the net assets acquired. |
Sale of Properties
Sale of Properties | 3 Months Ended |
Mar. 31, 2016 | |
Sale of Properties | |
Sale of Properties | Note 5 — Sale of Properties On February 1, 2016, the Company sold a portfolio of eight retail properties located in Louisiana and Mississippi for a total sales price of $13,750,000. The sale resulted in a gain of $787,000, recorded as Gain on sale of real estate, net, for the three months ending March 31, 2016. In connection with the sale, the Company paid off the $7,801,000 mortgage balance on these properties and incurred a $380,000 expense for the early termination of the mortgage (included in Prepayment costs on debt) and a $26,000 write-off of deferred financing costs (included in Amortization and write-off of deferred financing costs). As a result of the sale, the Company also wrote-off, as a reduction to Gain on sale of real estate, net, $706,000 of unbilled straight-line rent receivable, $79,000 of intangible lease assets and $54,000 of tenant origination costs. At December 31, 2015, the Company classified the net book value of the land and buildings, intangible lease assets and tenant origination costs totaling $12,259,000 as Properties held-for-sale. On January 13, 2015, a consolidated joint venture of the Company sold a property located in Cherry Hill, New Jersey for $16,025,000, net of closing costs. The sale resulted in a gain of $5,392,000, recorded as Gain on sale of real estate, net, for the three months ended March 31, 2015. In connection with the sale, the Company paid off the $7,376,000 mortgage balance on this property and incurred a $472,000 swap termination fee (included in Prepayment costs on debt) and a $249,000 write-off of deferred financing costs (included in Amortization and write-off of deferred financing costs). The non-controlling interest’s share of income from the transaction was $1,320,000 and is included in net income attributable to non-controlling interests. |
Variable Interest Entities, Con
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures | 3 Months Ended |
Mar. 31, 2016 | |
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures | |
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures | Note 6 — Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures Variable Interest Entities — Ground Leases In June 2014, the Company purchased land for $6,510,000 in Sandy Springs, Georgia, improved with a 196 unit apartment complex, and in March 2015, the Company purchased land for $9,300,000 in Lakemoor, Illinois, improved with a 496 unit apartment complex. With each purchase, the Company simultaneously entered into a triple net ground lease with the owner/operator of the applicable complex. The Company determined that it has a variable interest through its ground leases and the owner/operators are VIEs because their equity investment at risk is insufficient to finance its activities without additional subordinated financial support; this assessment did not change as a result of the adoption of ASU 2015-02 (see Note 2). Simultaneously with the closing of each acquisition, the owner/operator obtained a mortgage from a third party ($16,230,000 for Sandy Springs and $43,824,000 for Lakemoor) which, together with the Company’s purchase of the land, provided substantially all of the aggregate funds to acquire the complex. The Company provided its land as collateral for the respective owner/operator’s mortgage loans; accordingly, each land position is subordinated to the applicable mortgage. Other than as described above, no other financial support has been provided by the Company. The Company further determined that for each acquisition it is not the primary beneficiary because the Company does not have the power to direct the activities that most significantly impact the owner/operator’s economic performance, such as management, operational budgets and other rights, including leasing of the units, and therefore, does not consolidate the VIEs for financial statement purposes. Accordingly, the Company accounts for these investments as land and the revenues from the ground leases as Rental income, net. Such rental income amounted to $428,000 and $252,000 for the three months ended March 31, 2016 and 2015, respectively. The following is a summary of the Company’s variable interests in identified VIEs, in which it is not the primary beneficiary, and the aggregate carrying amount and maximum exposure to loss as of March 31, 2016 (amounts in thousands): Property Type of Exposure Carrying Amount and Maximum Exposure to Loss River Crossing Apartments, Sandy Springs, Georgia Land $ Unbilled rent receivable The Meadows Apartments, Lakemoor, Illinois Land Unbilled rent receivable Total $ Pursuant to the terms of the ground lease for the property in Sandy Springs, Georgia, the owner/operator is obligated to make certain unit renovations as and when units become vacant. Cash reserves totaling $1,894,000 were received by the Company in conjunction with the purchase of the property in June 2014 to cover such renovation work and other reserve requirements. Through the year ended December 31, 2015, an additional $121,000 of reserves was received by the Company and an additional $67,000 was received during the three months ended March 31, 2016. These cash reserves are held by the Company and disbursed once the renovations have been completed. Through the year ended December 31, 2015, the Company disbursed approximately $941,000 and for the three months ended March 31, 2016 the Company disbursed approximately $110,000 for renovation costs to the owner/operator. The cash reserve balance at March 31, 2016 and December 31, 2015 was $1,031,000 and $1,074,000, respectively, and is classified as Restricted cash on the consolidated balance sheets. Variable Interest Entity — Consolidated Joint Ventures A joint venture in which the Company has a 95% equity interest and a senior preferred equity interest, acquired a property located in Joppa, Maryland. The Company had historically determined that this joint venture was a VIE. As a result of the adoption of ASU 2015-02, the Company re-assessed its evaluation and determined this venture is still a VIE as the Company’s voting rights are not proportional to its economic interests and substantially all of the joint venture’s activities are conducted on behalf of the Company. With respect to the six other consolidated joint ventures in which the Company has between an 85% to 95% interest, the Company had historically determined that such ventures were not VIEs. As a result of the adoption of ASU 2015-02, the Company re-assessed its evaluation of these investments and determined such ventures are VIEs because the non-controlling interests do not have substantive kick-out or participating rights. In each of these seven joint ventures, the Company has determined it is the primary beneficiary of the VIE as it has the power to direct the activities that most significantly impact each joint venture’s performance including management, approval of expenditures, and the obligation to absorb the losses or rights to receive benefits. Accordingly, the Company has continued to consolidate the operations of these joint ventures for financial statement purposes. The joint ventures’ creditors do not have recourse to the assets of the Company other than those held by these joint ventures. The following is a summary of the consolidated VIEs’ carrying amounts and classification in the Company’s consolidated balance sheets, none of which are restricted (amounts in thousands): March 31, December 31, 2016 2015 Land $ $ Buildings and improvements, net of depreciation of $2,343 and $2,076, respectively Cash Unbilled rent receivable Unamortized intangible lease assets, net Escrow, deposits and other assets and receivables Mortgages payable, net of deferred financing costs of $464 and $438, respectively Accrued expenses and other liabilities Unamortized intangible lease liabilities, net Accumulated other comprehensive loss ) ) Non-controlling interests in consolidated joint ventures MCB Real Estate, LLC and its affiliates (“MCB”) are the Company’s joint venture partner in five consolidated joint ventures. At March 31, 2016, the Company has aggregate equity investments of approximately $18,064,000 in such ventures. A joint venture with MCB, in which the Company has a net equity investment of $2,763,000, owns a property formerly operated as a Pathmark supermarket in Philadelphia, Pennsylvania. In July 2015, this tenant filed for Chapter 11 bankruptcy protection, rejected the lease, and in late September 2015, vacated the property. This tenant accounted for approximately 1.3% of the Company’s rental income for the three months ended March 31, 2015. At March 31, 2016, the mortgage debt on such property is $4,485,000. The Company has determined that no impairment charge is required currently with respect to this property. Distributions by Consolidated Joint Ventures Distributions to each joint venture partner are determined pursuant to the applicable operating agreement and may not be pro rata to the equity interest each partner has in the applicable venture. |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Ventures | 3 Months Ended |
Mar. 31, 2016 | |
Investment in Unconsolidated Joint Ventures | |
Investment in Unconsolidated Joint Ventures | Note 7 — Investment in Unconsolidated Joint Ventures At March 31, 2016 and December 31, 2015, the Company’s five unconsolidated joint ventures each own and operate one property. Such ventures are not considered VIEs (see Note 2). The Company’s equity investment in such unconsolidated joint ventures at such dates totaled $11,076,000 and $11,350,000, respectively. The Company recorded equity in earnings of $209,000 and $147,000 for the three months ended March 31, 2016 and 2015, respectively. |
Lease Termination Fee Income
Lease Termination Fee Income | 3 Months Ended |
Mar. 31, 2016 | |
Lease Termination Fee Income | |
Lease Termination Fee Income | Note 8 — Lease Termination Fee Income In March 2015, the Company received a $650,000 lease termination fee from an industrial tenant in a lease buy-out transaction. In connection with the receipt of this fee, the Company wrote-off $226,000 as an offset to rental income, representing the entire balance of the unbilled rent receivable related to the sole tenant at this property. The Company re-leased this property simultaneously with the termination of the lease. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 3 Months Ended |
Mar. 31, 2016 | |
Allowance for Doubtful Accounts | |
Allowance for Doubtful Accounts | Note 9 — Allowance for Doubtful Accounts The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its tenants to make required rent payments. If the financial condition of a specific tenant were to deteriorate resulting in an impairment of its ability to make payments, additional allowances may be required. At March 31, 2016 and December 31, 2015, there was no balance in allowance for doubtful accounts. The Company records bad debt expense as a reduction of rental income and/or tenant reimbursements. On March 2, 2016, Sports Authority Inc., a tenant at the Company’s Greenwood Village, Colorado property filed for Chapter 11 bankruptcy protection. This tenant accounted for approximately 0.8% of the Company’s rental income for the three months ended March 31, 2015. At March 31, 2016, the Company recorded an aggregate bad debt expense of $153,000, relating to rental income and tenant reimbursements due from this tenant. |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Debt Obligations | |
Debt Obligations | Note 10 — Debt Obligations Mortgages Payable On January 1, 2016, the Company adopted ASU 2015-03, Interest — Imputation of Interest — Simplifying the Presentation of Debt Issuance Costs , which amends the balance sheet presentation for debt issuance costs. Under the amended guidance, a company will present unamortized debt issuance costs as a direct deduction from the carrying amount of that debt liability with retrospective application to all prior periods presented. The adoption of this ASU had no impact on the Company’s previously reported income from operations, net income or accumulated undistributed net income for the periods presented. As a result of the adoption of this guidance, the following table depicts the adjustments to the Company’s previously reported consolidated balance sheet amounts at December 31, 2015 (amounts in thousands): As Reported As Adjusted Unamortized deferred financing costs, net $ $ — Escrow, deposits and other assets and receivables Total assets Mortgages payable Line of credit Total liabilities Total liabilities and equity The following table details the Mortgages payable, net, balances per the consolidated balance sheets at March 31, 2016 and December 31, 2015 (amounts in thousands): March 31, 2016 December 31, 2015 Mortgages payable, gross $ $ Unamortized deferred financing costs ) ) Mortgages payable, net $ $ At March 31, 2016 and December 31, 2015, $236,000 and $35,000, respectively, is included in other assets on the consolidated balance sheets representing unamortized deferred financing costs incurred for which there is no associated mortgage debt. Line of Credit The Company has a $75,000,000 credit facility with Manufacturers & Traders Trust Company, VNB New York, LLC, Bank Leumi USA and Israel Discount Bank of New York which matures December 31, 2018. The facility provides that the Company pay an interest rate equal to the one month LIBOR rate plus an applicable margin which ranges from 175 basis points to 300 basis points depending on the ratio of the Company’s total debt to total value, as determined pursuant to the facility. The applicable margin was 175 basis points at March 31, 2016 and 2015. An unused facility fee of .25% per annum applies to the facility. The average interest rate on the facility was 2.18% and 1.92% for the three months ended March 31, 2016 and 2015, respectively. The following table details the Line of credit, net, balances per the consolidated balance sheets at March 31, 2016 and December 31, 2015 (amounts in thousands): March 31, 2016 December 31, 2015 Line of credit, gross $ $ Unamortized deferred financing costs ) ) Line of credit, net $ $ At May 2, 2016, there was an outstanding balance of $25,350,000 (before netting unamortized deferred financing costs) under the facility. The Company was in compliance with all covenants at March 31, 2016. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions | |
Related Party Transactions | Note 11 — Related Party Transactions Effective January 1, 2016, pursuant to the compensation and services agreement, as amended, with Majestic Property Management Corp., a company wholly-owned by the Company’s vice-chairman, property management fees are paid based on 1.5% and 2.0% of the rental payments (including tenant reimbursements) actually received by the Company from net lease tenants and operating lease tenants, respectively. The Company will not pay Majestic property management fees with respect to properties managed by third parties. For the three months ended March 31, 2016, the Company paid $652,000 (including overhead expenses of $49,000 and property management fees of $241,000). For the three months ended March 31, 2015, such quarterly fees were $634,000 (including overhead expenses of $49,000 and property management fees of $223,000). For 2016, the Company agreed to pay quarterly fees of $65,625 to the Company’s chairman and $26,250 to the Company’s vice-chairman, the same fees paid to such officers in 2015. Executive officers and others providing services under the compensation and services agreement were awarded shares of restricted stock and restricted stock units under the Company’s stock incentive plans (described in Note 14). The costs of the plans charged to the Company’s operations applicable to the executive officers and others providing services under the compensation and services agreement amounted to $344,000 and $310,000 for the three months ended March 31, 2016 and 2015, respectively. In February 2015, a subsidiary of Gould Investors L.P. (“Gould”), a related party, sold the building where the Company’s corporate offices are located to an unrelated party. During the three months ended March 31, 2015, the Company paid the Gould subsidiary rent of $7,000 and all subsequent lease payments have been made to the purchaser. The fees paid under the compensation and services agreement (except for the property management fees which are included in Real estate expenses), the chairman and vice-chairman fees, the costs of the stock incentive plans, and the rent expense are included in General and administrative expense on the consolidated statements of income. The Company obtains its property insurance in conjunction with Gould and reimburses Gould annually for the Company’s insurance cost relating to its properties. Included in Real estate expenses on the consolidated statements of income is insurance expense of $101,000 and $57,000 for the three months ended March 31, 2016 and 2015, respectively. During the three months ended March 31, 2016 and 2015, the Company paid an aggregate of $51,000 and $105,000, respectively, to its joint venture partners or their affiliates for property management and acquisition fees, which are included in Real estate expenses and Real estate acquisition costs on the consolidated statements of income. Additionally, in the three months ended March 31, 2016, an unconsolidated joint venture of the Company paid management fees of $35,000 to the other partner of the venture, of which $17,500 reduced Equity in earnings of unconsolidated joint ventures on the consolidated statement of income. |
Common Stock Cash Dividend
Common Stock Cash Dividend | 3 Months Ended |
Mar. 31, 2016 | |
Common Stock Cash Dividend | |
Common Stock Cash Dividend | Note 12 — Common Stock Cash Dividend On March 10, 2016, the Board of Directors declared a quarterly cash dividend of $.41 per share on the Company’s common stock, totaling $6,996,000. The quarterly dividend was paid on April 7, 2016 to stockholders of record on March 24, 2016. |
Shares Issued through Equity Of
Shares Issued through Equity Offering Program | 3 Months Ended |
Mar. 31, 2016 | |
Shares Issued through Equity Offering Program | |
Shares Issued Through Equity Offering Program | Note 13 — Shares Issued through Equity Offering Program On March 20, 2014, the Company entered into an amended and restated equity offering sales agreement to sell shares of the Company’s common stock from time to time with an aggregate sales price of up to approximately $38,360,000, through an “at the market” equity offering program. The Company did not sell any shares during the three months ended March 31, 2015. During the three months ended March 31, 2016, the Company sold 62,499 shares for proceeds of $1,387,000, net of commissions of $14,000, and incurred offering costs of $40,000 for professional fees. Subsequent to March 31, 2016 and through April 4, 2016, the Company sold 53,563 shares for proceeds of $1,190,000, net of commissions of $12,000. |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Stock Based Compensation | |
Stock Based Compensation | Note 14 — Stock Based Compensation A maximum of 600,000 shares of the Company’s common stock is authorized for issuance pursuant to the Company’s 2012 Incentive Plan, of which 497,500 shares of restricted stock are outstanding and have not yet vested as of March 31, 2016. For accounting purposes, the restricted stock is not included in the shares shown as outstanding on the balance sheet until they vest; however, dividends are paid on the unvested shares. An aggregate of 307,500 shares of restricted stock and restricted stock units outstanding under the Company’s 2009 equity incentive plan have not yet vested and no additional awards may be granted under this plan. Pursuant to the Pay-for-Performance program, there are 200,000 performance share awards in the form of restricted stock units (the “Units”) outstanding under the Company’s 2009 Incentive Plan. The holders of Units are not entitled to dividends or to vote the underlying shares until the Units vest and shares are issued. Accordingly, for accounting purposes, the shares underlying the Units are not included in the shares shown as outstanding on the balance sheet. No Units were forfeited or vested in the three months ended March 31, 2016. The following is a summary of the activity of the equity incentive plans excluding, except as otherwise noted, the 200,000 Units: Three Months Ended March 31, 2016 2015 Restricted share grants Per share grant price $ $ Deferred compensation to be recognized over vesting period $ $ Number of non-vested shares: Non-vested beginning of period Grants Vested during period ) ) Forfeitures ) — Non-vested end of period The following information includes the 200,000 Units: Average per share value of non-vested shares (based on grant price) $ $ Value of shares vested during the period (based on grant price) $ $ Average value of shares forfeited during the period (based on grant price) $ $ — The total charge to operations for all incentive plans is as follows: Outstanding restricted stock grants $ $ Outstanding restricted stock units Total charge to operations $ $ As of March 31, 2016, there were approximately $8,080,000 of total compensation costs related to non-vested awards that have not yet been recognized, including $151,000 related to the Units (net of forfeiture and performance assumptions which are re-evaluated quarterly). These compensation costs will be charged to general and administrative expense over the remaining respective vesting periods. The weighted average vesting period is approximately 2.5 years. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | Note 15 — Fair Value Measurements The Company measures the fair value of financial instruments based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. In accordance with the fair value hierarchy, Level 1 assets/liabilities are valued based on quoted prices for identical instruments in active markets, Level 2 assets/liabilities are valued based on quoted prices in active markets for similar instruments, on quoted prices in less active or inactive markets, or on other “observable” market inputs and Level 3 assets/liabilities are valued based significantly on “unobservable” market inputs. The carrying amounts of cash and cash equivalents, restricted cash, escrow, deposits and other assets and receivables (excluding available-for-sale securities), dividends payable, and accrued expenses and other liabilities (excluding interest rate swaps), are not measured at fair value on a recurring basis, but are considered to be recorded at amounts that approximate fair value. At March 31, 2016, the $336,424,000 estimated fair value of the Company’s mortgages payable is more than their $325,186,000 carrying value (before netting unamortized deferred financing costs) by approximately $11,238,000 assuming a blended market interest rate of 4.01% based on the 9.7 year weighted average remaining term of the mortgages. At December 31, 2015, the $346,614,000 estimated fair value of the Company’s mortgages payable is more than their $334,428,000 carrying value (before netting unamortized deferred financing costs) by approximately $12,186,000 assuming a blended market interest rate of 4.07% based on the 8.9 year weighted average remaining term of the mortgages. At March 31, 2016 and December 31, 2015, the carrying amount of the Company’s line of credit (before netting unamortized deferred financing costs) of $29,850,000 and $18,250,000, respectively, approximates its fair value. The fair value of the Company’s mortgages payable and line of credit are estimated using unobservable inputs such as available market information and discounted cash flow analysis based on borrowing rates the Company believes it could obtain with similar terms and maturities. These fair value measurements fall within Level 3 of the fair value hierarchy. Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. Fair Value on a Recurring Basis The fair value of the Company’s available-for-sale securities and derivative financial instruments was determined using the following inputs (amounts in thousands): Carrying and Fair Value Measurements on a Recurring Basis As of Fair Value Level 1 Level 2 Financial assets: Available-for-sale securities: Equity securities March 31, 2016 $ $ $ — December 31, 2015 — Financial liabilities: Derivative financial instruments: Interest rate swaps March 31, 2016 $ $ — $ December 31, 2015 — The Company does not own any financial instruments that are classified as Level 3. Available-for-sale securities At March 31, 2016 and December 31, 2015, the Company’s available-for-sale securities included an investment in equity securities of $34,000 and $32,000, respectively (included in other assets on the consolidated balance sheets). The aggregate cost of these securities was $5,300, and at March 31, 2016 and December 31, 2015, the unrealized gain was $28,600 and $27,000, respectively. Such unrealized gains are included in accumulated other comprehensive loss on the consolidated balance sheets. Fair values are approximated based on current market quotes from financial sources that track such securities. Derivative financial instruments The Company’s objective in using interest rate swaps is to add stability to interest expense and to manage its exposure to interest rate movements. The Company does not use derivatives for trading or speculative purposes. Fair values are approximated using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the derivatives. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with it use Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparty. As of March 31, 2016, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company determined that its derivative valuation is classified in Level 2 of the fair value hierarchy. As of March 31, 2016, the Company had entered into 24 interest rate derivatives, all of which were interest rate swaps, related to 24 outstanding mortgage loans with an aggregate $130,882,000 notional amount and mature between 2018 and 2028 (weighted average remaining maturity of 8.1 years). Such interest rate swaps, all of which were designated as cash flow hedges, converted LIBOR based variable rate mortgages to fixed annual rate mortgages (with interest rates ranging from 3.38% to 5.75% and a weighted average interest rate of 4.26% at March 31, 2016). The fair value of the Company’s derivatives designated as hedging instruments in asset and liability positions reflected as other assets or other liabilities on the consolidated balance sheets were $0 and $8,203,000, respectively, at March 31, 2016, and $0 and $4,299,000, respectively, at December 31, 2015. Three of the Company’s unconsolidated joint ventures, in which wholly-owned subsidiaries of the Company are 50% partners, had two interest rate derivatives outstanding at March 31, 2016 with an aggregate $10,930,000 notional amount. These interest rate swaps, which were designated as cash flow hedges, have interest rates of 3.49% and 5.81% and mature in 2022 and 2018, respectively. The following table presents the effect of the Company’s derivative financial instruments on the consolidated statements of income for the periods presented (amounts in thousands): Three Months Ended March 31, 2016 2015 One Liberty Properties, Inc. and Consolidated Subsidiaries Amount of loss recognized on derivatives in Other comprehensive loss $ ) $ ) Amount of loss reclassification from Accumulated other comprehensive loss into Interest expense ) ) Unconsolidated Joint Ventures (Company’s share) Amount of loss recognized on derivatives in Other comprehensive loss ) ) Amount of loss reclassification from Accumulated other comprehensive loss into Equity in earnings of unconsolidated joint ventures ) ) No gain or loss was recognized with respect to hedge ineffectiveness or to amounts excluded from effectiveness testing on the Company’s cash flow hedges for the three months ended March 31, 2016 and 2015. During the twelve months ending March 31, 2017, the Company estimates an additional $2,260,000 will be reclassified from other Accumulated comprehensive loss as an increase to Interest expense and $90,000 will be reclassified from Accumulated other comprehensive loss as a decrease to Equity in earnings of unconsolidated joint ventures. The derivative agreements in effect at March 31, 2016 provide that if the wholly-owned subsidiary of the Company which is a party to the agreement defaults or is capable of being declared in default on any of its indebtedness, then a default can be declared on such subsidiary’s derivative obligation. In addition, the Company is a party to one of the derivative agreements and if there is a default by the subsidiary on the loan subject to the derivative agreement to which the Company is a party and if there are swap breakage losses on account of the derivative being terminated early, then the Company could be held liable for such swap breakage losses, if any. During the three months ended March 31, 2016, the Company terminated two interest rate swaps in connection with the early payoff of the related mortgages, and during the three months ended March 31, 2015, the Company terminated one interest rate swaps in connection with the sale of its Cherry Hill, New Jersey property. The Company accelerated the reclassification of amounts in other comprehensive loss to earnings as a result of these hedged forecasted transactions being terminated. During the three months ended March 31, 2016 and 2015, the accelerated amounts were a loss of $24,000 and $472,000, respectively, which is included in Prepayment costs on debt on the consolidated statements of income. As of March 31, 2016, the fair value of the derivatives in the liability position, including accrued interest and excluding any adjustments for nonperformance risk, was approximately $8,745,000. In the unlikely event that the Company breaches any of the contractual provisions of the derivative contracts, it would be required to settle its obligations thereunder at their termination liability value of $8,745,000. This termination liability value, net of $542,000 adjustments for accrued interest and nonperformance risk, or $8,203,000, is included in Accrued expenses and other liabilities on the consolidated balance sheet at March 31, 2016. |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
New Accounting Pronouncements | |
New Accounting Pronouncements | Note 16 — New Accounting Pronouncements In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which changes how companies account for certain aspects of share-based payment awards to employees, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The effective date of the standard will be fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the new guidance to determine the impact, if any, it may have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Consideration (Reporting Revenue Gross versus Net) , which outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The effective date of the standard will be fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted but not before annual periods beginning after December 15, 2016. The Company is currently evaluating the new guidance to determine the impact, if any, it may have on its consolidated financial statements. Also in March 2016, the FASB issued ASU No. 2016-05, Derivatives and Hedging (Topic 815), Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships , which states the novation of a derivative contract (i.e., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require dedesignation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. The effective date of the standard will be fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the new guidance to determine the impact, if any, it may have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases , which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The effective date of the standard will be fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, and early adoption is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the new guidance to determine the impact it may have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations: Simplifying the Accounting for Measurement Period Adjustments , which eliminates the requirement for an acquirer in a business combination to account for measurement period adjustments retrospectively. Instead, acquirers must recognize measurement-period adjustments during the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. The effective date of the standard is for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The Company adopted this guidance on January 1, 2016 and its adoption did not have any impact on its consolidated financial statements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events | |
Subsequent Events | Note 17 — Subsequent Events Subsequent events have been evaluated and except as disclosed below, there were no other events relative to the Company’s consolidated financial statements that require additional disclosure. The Company entered into a contract to sell a property in Killeen, Texas for approximately $3,000,000, net of closing costs, and the buyer’s right to terminate the contract without penalty expired on April 20, 2016. At March 31, 2016 and December 31, 2015, the net book value of the property’s land, building and building improvements was $1,975,000 and $1,983,000, respectively, which is included in Real estate investments, net, on the consolidated balance sheets. This tenant accounted for less than 0.4% of the Company’s rental income for each of the three months ended March 31, 2016 and 2015. The sale is expected to close in the three months ending June 30, 2016 and the Company anticipates recognizing a gain of approximately $1,000,000, net of the $33,000 write-off of unbilled rent receivable. |
Summary Accounting Policies (Po
Summary Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Summary Accounting Policies | |
Principles of Consolidation/Basis of Preparation | Principles of Consolidation/Basis of Preparation The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments necessary for fair presentation (including normal recurring accruals) have been included. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results for the full year. These statements should be read in conjunction with the consolidated financial statements and related notes included in OLP’s Annual Report on Form 10-K for the year ended December 31, 2015. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include the accounts and operations of OLP, its wholly-owned subsidiaries, its joint ventures in which the Company, as defined, has a controlling interest, and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. OLP and its consolidated subsidiaries are hereinafter referred to as the “Company”. Material intercompany items and transactions have been eliminated in consolidation. |
Investment in Joint Ventures and Variable Interest Entities | Investment in Joint Ventures and Variable Interest Entities The Financial Accounting Standards Board, or FASB, provides guidance for determining whether an entity is a VIE. VIEs are defined as entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A VIE is required to be consolidated by its primary beneficiary, which is the party that (i) has the power to control the activities that most significantly impact the VIE’s economic performance and (ii) has the obligation to absorb losses, or the right to receive benefits, of the VIE that could potentially be significant to the VIE. On January 1, 2016, the Company adopted ASU 2015-02, Amendments to the Consolidation Analysis , which amends the current consolidation guidance. The ASU introduces a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a VIE unless the limited partners hold substantive kick-out rights or participating rights (see Note 6). Consistent with the adoption of ASU 2015-02, the Company assesses the accounting treatment for each of its investments, including a review of each venture or limited liability company or partnership agreement to determine the rights of each party and whether those rights are protective or participating. The agreements typically contain certain protective rights, such as the requirement of partner approval to sell, finance or refinance the property and to pay capital expenditures and operating expenditures outside of the approved budget or operating plan. In situations where the Company and its partner, among other things, (i) approve the annual budget, (ii) approve certain expenditures, (iii) prepare or review and approve the joint venture’s tax return before filing, and (iv) approve each lease at a property, the Company does not consolidate the joint venture as the Company considers these to be substantive participation rights that result in shared power over the activities that most significantly impact the performance of the joint venture. Additionally, the Company assesses the accounting treatment for any interests pursuant to which the Company may have a variable interest as a lessor. Leases may contain certain protective rights, such as the right of sale and the receipt of certain escrow deposits. In situations where the Company does not have the power over tenant activities that most significantly impact the performance of the property, the Company would not consolidate tenant operations. The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting. All investments in the unconsolidated joint ventures have sufficient equity at risk to permit the entity to finance its activities without additional subordinated financial support and, as a group, the holders of the equity at risk have power through voting rights to direct the activities of these ventures. As a result, none of these joint ventures are VIEs. In addition, the Company has shared power with its co-managing members over these entities, and therefore the entities are not consolidated. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for their share of equity in earnings, cash contributions and distributions. None of the joint venture debt is recourse to the Company, subject to standard carve-outs. The Company has elected to follow the cumulative earnings approach when assessing, for the consolidated statement of cash flows, whether the distribution from the investee is a return of the investor’s investment as compared to a return on its investment. The source of the cash generated by the investee to fund the distribution is not a factor in the analysis (that is, it does not matter whether the cash was generated through investee refinancing, sale of assets or operating results). Consequently, the investor only considers the relationship between the cash received from the investee to its equity in the undistributed earnings of the investee, on a cumulative basis, in assessing whether the distribution from the investee is a return on or return of its investment. Cash received from the unconsolidated entity is presumed to be a return on the investment to the extent that, on a cumulative basis, distributions received by the investor are less than its share of the equity in the undistributed earnings of the entity. |
Properties Held for Sale | Properties Held-for-Sale Real estate investments are classified as properties held-for-sale when management determines that the investment meets the applicable criteria. Real estate investments which are held-for-sale are not depreciated. |
Tenant Reimbursements | Tenant Reimbursements Tenant reimbursements represent tenants’ contractual obligations for recoverable real estate taxes and operating expenses and are recognized when earned. |
Reclassifications | Reclassifications Certain amounts previously reported in the consolidated financial statements have been reclassified in the accompanying consolidated financial statements to conform to the current period’s presentation, primarily to present debt issuance costs as a direct deduction from the carrying amount of the associated debt on the Company’s December 31, 2015 consolidated balance sheet. See Note 10. |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Common Share | |
Schedule of reconciliation of numerator and denominator of earnings per share calculations | The following table provides a reconciliation of the numerator and denominator of earnings per share calculations (amounts in thousands, except per share amounts): Three Months Ended March 31, 2016 2015 Numerator for basic and diluted earnings per share: Net income $ $ Add net loss (income) attributable to non-controlling interests ) Less earnings allocated to unvested restricted stock (a) ) ) Net income available for common stockholders, basic and diluted $ $ Denominator for basic earnings per share: Weighted average common shares Effect of diluted securities: Restricted stock units awarded under Pay-for-Performance program Denominator for diluted earnings per share: Weighted average shares Earnings per common share, basic $.19 $.48 Earnings per common share, diluted $.18 $.48 Net income attributable to One Liberty Properties, Inc. common stockholders, net of non-controlling interests $ $ (a) Represents an allocation of distributed earnings to unvested restricted stock which, as participating securities, are entitled to receive dividends. |
Real Estate Acquisitions (Table
Real Estate Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate Acquisitions | |
Schedule of the Company's acquisitions of real estate | The following chart details the Company’s acquisitions of real estate during the three months ended March 31, 2016 (amounts in thousands): Description of Property Date Acquired Contract Purchase Price Terms of Payment Third Party Real Estate Acquisition Costs (a) Multi-tenant industrial facility, Greenville, SC (b) March 30, 2016 $ All cash $ Multi-tenant industrial facility, Greenville, SC (b) March 30, 2016 All cash Other costs (c) — Totals $ $ (a) Included as an expense in the accompanying consolidated statement of income. (b) These properties are adjacent to one another. (c) Costs incurred for properties purchased in 2015, potential acquisitions and transactions that were not consummated. |
Schedule of allocation of purchase price for the company's acquisitions of real estate | The following chart provides the preliminary allocation of the purchase price for the Company’s acquisitions of real estate during the three months ended March 31, 2016 (amounts in thousands): Building Intangible Lease Description of Property Land Building Improvements Asset Liability Total Multi-tenant industrial facility, Greenville, SC $ $ $ $ $ — $ Multi-tenant industrial facility, Greenville, SC ) Totals $ $ $ $ $ ) $ |
Variable Interest Entities, C29
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Unconsolidated JV | |
Summary of our variable interests in identified VIEs | The following is a summary of the Company’s variable interests in identified VIEs, in which it is not the primary beneficiary, and the aggregate carrying amount and maximum exposure to loss as of March 31, 2016 (amounts in thousands): Property Type of Exposure Carrying Amount and Maximum Exposure to Loss River Crossing Apartments, Sandy Springs, Georgia Land $ Unbilled rent receivable The Meadows Apartments, Lakemoor, Illinois Land Unbilled rent receivable Total $ |
Consolidated JV | |
Summary of our variable interests in identified VIEs | The following is a summary of the consolidated VIEs’ carrying amounts and classification in the Company’s consolidated balance sheets, none of which are restricted (amounts in thousands): March 31, December 31, 2016 2015 Land $ $ Buildings and improvements, net of depreciation of $2,343 and $2,076, respectively Cash Unbilled rent receivable Unamortized intangible lease assets, net Escrow, deposits and other assets and receivables Mortgages payable, net of deferred financing costs of $464 and $438, respectively Accrued expenses and other liabilities Unamortized intangible lease liabilities, net Accumulated other comprehensive loss ) ) Non-controlling interests in consolidated joint ventures |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Obligations | |
Schedule of Adjustments to the Company's previously reported consolidated balance sheet amounts | As a result of the adoption of this guidance, the following table depicts the adjustments to the Company’s previously reported consolidated balance sheet amounts at December 31, 2015 (amounts in thousands): As Reported As Adjusted Unamortized deferred financing costs, net $ $ — Escrow, deposits and other assets and receivables Total assets Mortgages payable Line of credit Total liabilities Total liabilities and equity |
Schedule of Mortgages payable, net | The following table details the Mortgages payable, net, balances per the consolidated balance sheets at March 31, 2016 and December 31, 2015 (amounts in thousands): March 31, 2016 December 31, 2015 Mortgages payable, gross $ $ Unamortized deferred financing costs ) ) Mortgages payable, net $ $ |
Schedule of Line of credit, net | The following table details the Line of credit, net, balances per the consolidated balance sheets at March 31, 2016 and December 31, 2015 (amounts in thousands): March 31, 2016 December 31, 2015 Line of credit, gross $ $ Unamortized deferred financing costs ) ) Line of credit, net $ $ |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stock Based Compensation | |
Summary of the activity of the equity incentive plans excluding the 200,000 units | Three Months Ended March 31, 2016 2015 Restricted share grants Per share grant price $ $ Deferred compensation to be recognized over vesting period $ $ Number of non-vested shares: Non-vested beginning of period Grants Vested during period ) ) Forfeitures ) — Non-vested end of period The following information includes the 200,000 Units: Average per share value of non-vested shares (based on grant price) $ $ Value of shares vested during the period (based on grant price) $ $ Average value of shares forfeited during the period (based on grant price) $ $ — The total charge to operations for all incentive plans is as follows: Outstanding restricted stock grants $ $ Outstanding restricted stock units Total charge to operations $ $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements | |
Schedule of available-for-sale securities and derivative financial instruments measured at fair value | The fair value of the Company’s available-for-sale securities and derivative financial instruments was determined using the following inputs (amounts in thousands): Carrying and Fair Value Measurements on a Recurring Basis As of Fair Value Level 1 Level 2 Financial assets: Available-for-sale securities: Equity securities March 31, 2016 $ $ $ — December 31, 2015 — Financial liabilities: Derivative financial instruments: Interest rate swaps March 31, 2016 $ $ — $ December 31, 2015 — |
Schedule of effect of derivative financial instruments on statements of income | The following table presents the effect of the Company’s derivative financial instruments on the consolidated statements of income for the periods presented (amounts in thousands): Three Months Ended March 31, 2016 2015 One Liberty Properties, Inc. and Consolidated Subsidiaries Amount of loss recognized on derivatives in Other comprehensive loss $ ) $ ) Amount of loss reclassification from Accumulated other comprehensive loss into Interest expense ) ) Unconsolidated Joint Ventures (Company’s share) Amount of loss recognized on derivatives in Other comprehensive loss ) ) Amount of loss reclassification from Accumulated other comprehensive loss into Equity in earnings of unconsolidated joint ventures ) ) |
Organization and Background (De
Organization and Background (Details) | Mar. 31, 2016stateproperty |
Organization and Background | |
Number of real estate properties | 114 |
Number of states in which properties are located | state | 30 |
Properties owned by consolidated joint ventures | |
Organization and Background | |
Number of real estate properties | 7 |
Properties owned by unconsolidated joint ventures | |
Organization and Background | |
Number of real estate properties | 5 |
Earnings Per Common Share (Deta
Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Earnings Per Common Share | |||
Number of shares awarded under Pay-for-Performance program included in diluted weighted average number of shares | 107,000 | 100,000 | |
Underlying number of shares awarded under Pay-for-Performance program included in calculation of diluted weighted average number of shares | 200,000 | 200,000 | |
Number of shares awarded under Pay-for-Performance program not included in diluted weighted average number of shares | 100,000 | 100,000 | |
Number of shares awarded under Pay-for-Performance program included in diluted weighted average number of shares pursuant to capital performance metric | 7,000 | 0 | |
Numerator for basic and diluted earnings per share: | |||
Net income | $ 3,285 | $ 9,207 | |
Add net loss (income) attributable to non-controlling interests | 2 | (1,351) | |
Less earnings allocated to unvested restricted stock | [1] | (248) | (261) |
Net income available for common stockholders, basic | 3,039 | 7,595 | |
Net income available for common stockholders, diluted | $ 3,039 | $ 7,595 | |
Denominator for basic earnings per share: | |||
Weighted average common shares | 16,388,000 | 15,776,000 | |
Effect of diluted securities: | |||
Restricted stock units awarded under Pay-for-Performance program (in shares) | 107,000 | 100,000 | |
Denominator for diluted earnings per share: weighted average shares | 16,495,000 | 15,876,000 | |
Earnings per common share, basic (in dollars per share) | $ 0.19 | $ 0.48 | |
Earnings per common share, diluted (in dollars per share) | $ 0.18 | $ 0.48 | |
Net income attributable to One Liberty Properties, Inc. common stockholders, net of non-controlling interests | $ 3,287 | $ 7,856 | |
[1] | Represents an allocation of distributed earnings to unvested restricted stock which, as participating securities, are entitled to receive dividends. |
Real Estate Acquisitions (Detai
Real Estate Acquisitions (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 |
Real Estate Acquisitions | |||
Contract purchase price (interest in joint venture). | $ 3,664,000 | ||
Third Party Real Estate Acquisition Costs | $ 204,000 | 248,000 | |
Purchase price fair value adjustment | $ 960,000 | ||
Allocation of purchase price for the company's real estate acquisitions | |||
Land | 1,221,000 | ||
Building | 14,610,000 | ||
Building Improvements | 356,000 | ||
Intangible Lease Asset | 959,000 | ||
Intangible Lease Liability | (96,000) | ||
Total | $ 17,050,000 | ||
Weighted average amortization period for intangible lease assets | 3 years 4 months 24 days | ||
Weighted average amortization period for intangible lease liabilities | 12 years 2 months 12 days | ||
Multi-tenant industrial facility, Greenville, SC -1 | |||
Real Estate Acquisitions | |||
Contract purchase price (real estate) | $ 8,100,000 | ||
Third Party Real Estate Acquisition Costs | 85,000 | ||
Allocation of purchase price for the company's real estate acquisitions | |||
Land | 693,000 | ||
Building | 6,716,000 | ||
Building Improvements | 175,000 | ||
Intangible Lease Asset | 516,000 | ||
Total | 8,100,000 | ||
Multi-tenant industrial facility, Greenville, SC -2 | |||
Real Estate Acquisitions | |||
Contract purchase price (real estate) | 8,950,000 | ||
Third Party Real Estate Acquisition Costs | 87,000 | ||
Allocation of purchase price for the company's real estate acquisitions | |||
Land | 528,000 | ||
Building | 7,894,000 | ||
Building Improvements | 181,000 | ||
Intangible Lease Asset | 443,000 | ||
Intangible Lease Liability | (96,000) | ||
Total | 8,950,000 | ||
Shopko retail store, Lincoln, Nebraska | Consolidated JV | |||
Real Estate Acquisitions | |||
Purchase price fair value adjustment | $ 960,000 | ||
Shopko retail store, Lincoln, Nebraska | Unconsolidated JV | |||
Real Estate Acquisitions | |||
Contract purchase price (interest in joint venture). | $ 6,300,000 | ||
Percentage of equity method investments acquired | 50.00% | ||
Subtotals | |||
Real Estate Acquisitions | |||
Contract purchase price (real estate) | 17,050,000 | ||
Third Party Real Estate Acquisition Costs | 204,000 | ||
Other | |||
Real Estate Acquisitions | |||
Third Party Real Estate Acquisition Costs | $ 32,000 |
Sale of Properties (Details)
Sale of Properties (Details) | Feb. 01, 2016USD ($)property | Jan. 13, 2015USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) |
Sale of Properties | |||||
Total sales price, net of closing costs | $ 13,750,000 | $ 16,025,000 | |||
Properties held-for-sale | $ 12,259,000 | ||||
Property located In Louisiana And Mississippi | |||||
Sale of Properties | |||||
Number of real estate properties sold | property | 8 | ||||
Total sales price, net of closing costs | $ 13,750,000 | ||||
Gain (loss) on sale of property | 787,000 | ||||
Mortgage balance paid off | 7,801,000 | ||||
Early termination of the mortgage | 380,000 | ||||
Write-off of deferred financing costs | $ 26,000 | ||||
Write-off of unbilled straight-line rent receivable | 706,000 | ||||
Write-off of intangible lease assets | 79,000 | ||||
Write off of tenant origination costs | $ 54,000 | ||||
Property located in Cherry Hill, NJ | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Consolidated JV | |||||
Sale of Properties | |||||
Total sales price, net of closing costs | $ 16,025,000 | ||||
Gain (loss) on sale of property | 5,392,000 | ||||
Mortgage balance paid off | 7,376,000 | ||||
Swap termination expense | 472,000 | ||||
Write-off of deferred financing costs | 249,000 | ||||
Property located in Cherry Hill, NJ | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Consolidated JV | Non-Controlling Interests in Consolidated Joint Ventures | |||||
Sale of Properties | |||||
Non-controlling interest's share of income from the transaction | $ 1,320,000 |
Variable Interest Entities, C37
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015USD ($)item | Jun. 30, 2014USD ($)item | Mar. 31, 2016USD ($)item | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | |
Variable Interest Entities | |||||
Carrying value of mortgage loans | $ 321,761,000 | $ 331,055,000 | |||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Maximum Exposure to Loss | 16,135,000 | ||||
Restricted cash | 1,031,000 | 1,074,000 | |||
Land | 1,221,000 | ||||
Unbilled rent receivable | 13,472,000 | 13,577,000 | |||
Unamortized intangible lease assets, net | 28,988,000 | 28,978,000 | |||
Escrow, deposits and other assets and receivables | 5,374,000 | 4,268,000 | |||
Mortgages payable, net of deferred financing costs of $464 and $438, respectively | 321,761,000 | 331,055,000 | |||
Accrued expenses and other liabilities | 17,599,000 | 13,852,000 | |||
Unamortized intangible lease liabilities, net | 14,310,000 | 14,521,000 | |||
Accumulated other comprehensive loss | (8,378,000) | (4,390,000) | |||
Non-controlling interests in consolidated joint ventures | $ 1,834,000 | 1,931,000 | |||
Percentage of rental income | 0.80% | ||||
Consolidated JV | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Number of joint ventures with controlling interest | item | 6 | ||||
Minimum | Consolidated JV | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Ownership interest in consolidated joint venture of the company (as a percent) | 85.00% | ||||
Maximum | Consolidated JV | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Ownership interest in consolidated joint venture of the company (as a percent) | 95.00% | ||||
Industrial building, Joppa, Maryland | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Ownership interest in consolidated joint venture of the company (as a percent) | 95.00% | ||||
Consolidated VIE entities | |||||
Variable Interest Entities | |||||
Carrying value of mortgage loans | $ 26,693,000 | 25,926,000 | |||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Land | 18,400,000 | 18,400,000 | |||
Buildings and improvements, net of depreciation of $2,343 and $2,076, respectively | 34,258,000 | 34,287,000 | |||
Cash | 1,588,000 | 1,960,000 | |||
Unbilled rent receivable | 358,000 | 330,000 | |||
Unamortized intangible lease assets, net | 1,894,000 | 1,996,000 | |||
Escrow, deposits and other assets and receivables | 1,016,000 | 752,000 | |||
Mortgages payable, net of deferred financing costs of $464 and $438, respectively | 26,693,000 | 25,926,000 | |||
Accrued expenses and other liabilities | 1,308,000 | 793,000 | |||
Unamortized intangible lease liabilities, net | 2,341,000 | 2,392,000 | |||
Accumulated other comprehensive loss | (280,000) | (126,000) | |||
Non-controlling interests in consolidated joint ventures | 1,834,000 | 1,931,000 | |||
Depreciation | 2,343,000 | 2,076,000 | |||
Deferred financing costs | $ 464,000 | 438,000 | |||
Consolidated VIE entities | Consolidated JV | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Number of joint ventures with controlling interest | item | 7 | ||||
MCB Real Estate LLC And Its Affiliates | Consolidated JV | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Number of joint ventures with controlling interest | item | 5 | ||||
Investment in consolidated joint ventures | $ 18,064,000 | ||||
MCB Real Estate LLC And Its Affiliates | Consolidated JV | Pathmark supermarket in Philadelphia, Pennsylvania | |||||
Variable Interest Entities | |||||
Carrying value of mortgage loans | 4,485,000 | ||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Mortgages payable, net of deferred financing costs of $464 and $438, respectively | 4,485,000 | ||||
Investment in consolidated joint ventures | 2,763,000 | ||||
Percentage of rental income | 1.30% | ||||
Impairment charge | 0 | ||||
Land - The Meadows Apartments, Lakemoor, Illinois | |||||
Variable Interest Entities | |||||
Contract purchase price (real estate) | $ 9,300,000 | ||||
Number of apartment units in the complex purchased | item | 496 | ||||
Carrying value of mortgage loans | 43,824,000 | ||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Mortgages payable, net of deferred financing costs of $464 and $438, respectively | 43,824,000 | ||||
Land - The Meadows Apartments, Lakemoor, Illinois | Land. | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Maximum Exposure to Loss | 9,592,000 | ||||
Land - The Meadows Apartments, Lakemoor, Illinois | Unbilled rent receivable | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Maximum Exposure to Loss | 12,000 | ||||
Land - River Crossing Apartments, Sandy Springs, Georgia | |||||
Variable Interest Entities | |||||
Contract purchase price (real estate) | $ 6,510,000 | ||||
Number of apartment units in the complex purchased | item | 196 | ||||
Carrying value of mortgage loans | 16,230,000 | ||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Restricted cash for tenant improvements and other reserve, net | $ 1,894,000 | 110,000 | 941,000 | ||
Additional reserve received for tenant improvements | 67,000 | 121,000 | |||
Restricted cash | 1,031,000 | $ 1,074,000 | |||
Mortgages payable, net of deferred financing costs of $464 and $438, respectively | 16,230,000 | ||||
Land - River Crossing Apartments, Sandy Springs, Georgia | Land. | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Maximum Exposure to Loss | 6,528,000 | ||||
Land - River Crossing Apartments, Sandy Springs, Georgia | Unbilled rent receivable | |||||
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | |||||
Maximum Exposure to Loss | 3,000 | ||||
The Meadows Apartments, Lakemoor, Illinois and River Crossing Apartments, Sandy Springs, Georgia | |||||
Variable Interest Entities | |||||
Revenue from the ground lease | $ 428,000 | $ 252,000 |
Investment in Unconsolidated 38
Investment in Unconsolidated Joint Ventures (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016USD ($)propertyitem | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($)propertyitem | |
Investment in Unconsolidated Joint Ventures | |||
Number of unconsolidated joint ventures | item | 5 | 5 | |
Number of properties owned and operated by each unconsolidated joint venture. | property | 1 | 1 | |
Investment in unconsolidated joint ventures | $ 11,076,000 | $ 11,350,000 | |
Equity in earnings of unconsolidated joint ventures | $ 209,000 | $ 147,000 |
Lease Termination Fee Income (D
Lease Termination Fee Income (Details) - USD ($) | 1 Months Ended | 3 Months Ended |
Mar. 31, 2015 | Mar. 31, 2015 | |
Lease termination fee received from an industrial tenants in a lease buy-out transaction | $ 650,000 | $ 650,000 |
Write-off of entire balance of the unbilled rent receivable | $ 226,000 | $ 226,000 |
Allowance for Doubtful Accoun40
Allowance for Doubtful Accounts (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Allowance for Doubtful Accounts | |||
Balance in allowance for doubtful accounts | $ 0 | $ 0 | |
Percentage of rental income | 0.80% | ||
Bad debt expense | $ 153,000 |
Debt Obligations - Mortgages Pa
Debt Obligations - Mortgages Payable (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Obligations | ||
Escrow, deposits and other assets and receivables | $ 5,374,000 | $ 4,268,000 |
Total assets | 647,338,000 | 646,499,000 |
Line of credit | 29,386,000 | 17,744,000 |
Total liabilities | 390,052,000 | 384,073,000 |
Total liabilities and equity | 647,338,000 | 646,499,000 |
Mortgages Payable | ||
Mortgages payable, net | 321,761,000 | 331,055,000 |
Other assets | ||
Mortgages Payable | ||
Unamortized deferred financing costs incurred with no related mortgage debt | 236,000 | 35,000 |
As Reported | ||
Debt Obligations | ||
Escrow, deposits and other assets and receivables | 4,233,000 | |
Total assets | 650,378,000 | |
Line of credit | 18,250,000 | |
Total liabilities | 387,952,000 | |
Total liabilities and equity | 650,378,000 | |
Mortgages Payable | ||
Unamortized deferred financing costs | 3,914,000 | |
Mortgages payable, net | 334,428,000 | |
As Adjusted | ||
Debt Obligations | ||
Escrow, deposits and other assets and receivables | 4,268,000 | |
Total assets | 646,499,000 | |
Line of credit | 17,744,000 | |
Total liabilities | 384,073,000 | |
Total liabilities and equity | 646,499,000 | |
Mortgages Payable | ||
Mortgages payable, net | 331,055,000 | |
Mortgages payable | ||
Mortgages Payable | ||
Mortgages payable, gross | 325,186,000 | 334,428,000 |
Unamortized deferred financing costs | (3,425,000) | (3,373,000) |
Mortgages payable, net | $ 321,761,000 | $ 331,055,000 |
Debt Obligations - Line of Cred
Debt Obligations - Line of Credit (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | May. 02, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Line of Credit | |||||
Line of credit, net | $ 29,386,000 | $ 17,744,000 | |||
Line of credit | |||||
Line of Credit | |||||
Unused facility fee (as a percent) | 0.25% | ||||
Interest rate at end of period (as a percent) | 2.18% | 1.92% | |||
Line of credit, gross | $ 29,850,000 | 18,250,000 | |||
Unamortized deferred financing costs | (464,000) | (506,000) | |||
Line of credit | Credit Facility | |||||
Line of Credit | |||||
Borrowing capacity | $ 75,000,000 | ||||
Line of credit, gross | 29,850,000 | $ 25,350,000 | 18,250,000 | ||
Unamortized deferred financing costs | (464,000) | (506,000) | |||
Line of credit, net | $ 29,386,000 | $ 17,744,000 | |||
Line of credit | LIBOR | Credit Facility | |||||
Line of Credit | |||||
Spread on variable interest rate (as a percent) | 1.75% | 1.75% | |||
Line of credit | LIBOR | Credit Facility | Maximum | |||||
Line of Credit | |||||
Spread on variable interest rate (as a percent) | 3.00% | ||||
Line of credit | LIBOR | Credit Facility | Minimum | |||||
Line of Credit | |||||
Spread on variable interest rate (as a percent) | 1.75% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Jan. 01, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Related Party Transaction | |||
Share based compensation charged to operations | $ 665,700 | $ 577,000 | |
Majestic | |||
Related Party Transaction | |||
Quarterly fees under compensation and services agreement | 652,000 | 634,000 | |
Overhead expenses under compensation and services agreement | 49,000 | 49,000 | |
Management fees under compensation and services agreement | 241,000 | ||
Chairman | |||
Related Party Transaction | |||
Quarterly fees under compensation and services agreement | 65,625 | 65,625 | |
Vice Chairman | |||
Related Party Transaction | |||
Quarterly fees under compensation and services agreement | 26,250 | 26,250 | |
Gould Investors L.P. | |||
Related Party Transaction | |||
Insurance Reimbursement | 101,000 | 57,000 | |
Joint venture partners | |||
Related Party Transaction | |||
Real estate management and acquisition costs | 51,000 | 105,000 | |
Executive officers and others | |||
Related Party Transaction | |||
Share based compensation charged to operations | 344,000 | 310,000 | |
Subsidiary of Gould | |||
Related Party Transaction | |||
Annual lease rent | $ 7,000 | ||
Net lease tenants | |||
Related Party Transaction | |||
Property management fee (as a percent) | 1.50% | ||
Operating lease tenants | |||
Related Party Transaction | |||
Property management fee (as a percent) | 2.00% | ||
Unconsolidated JV | Joint venture partners | |||
Related Party Transaction | |||
Management fees | 35,000 | ||
Reduction of equity in earnings of unconsolidated joint ventures | $ 17,500 |
Common Stock Cash Dividend (Det
Common Stock Cash Dividend (Details) - USD ($) | Mar. 10, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Common Stock Cash Dividend | |||
Quarterly cash dividend declared (in dollars per share) | $ 0.41 | ||
Quarterly cash dividend declared | $ 6,996,000 | $ 6,996,000 | $ 6,380,000 |
Shares Issued through Equity 45
Shares Issued through Equity Offering Program (Details) - USD ($) | Apr. 04, 2016 | Mar. 20, 2014 | Mar. 31, 2016 | Mar. 31, 2015 |
Shares Issued through Equity Offering Program | ||||
Maximum aggregate sales price of shares to be sold under an Equity Offering Sales Agreement | $ 38,360,000 | |||
Number of shares sold (in shares) | 53,563 | 62,499 | 0 | |
Proceeds from sale of shares, net of commission and before offering costs | $ 1,190,000 | $ 1,387,000 | ||
Payment of commissions on sale of shares | $ 12,000 | 14,000 | ||
Payment of offering costs on sale of shares. | $ 40,000 |
Stock Based Compensation (Detai
Stock Based Compensation (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Total charge to operations and other disclosure for all incentive plans, including the 200,000 Units, is as follows: | ||
Share based compensation charged to operations | $ 665,700 | $ 577,000 |
Compensation costs related to non-vested awards that have not yet been recognized | $ 8,080,000 | |
Approximate weighted average vesting period | 2 years 6 months | |
Restricted stock grants | ||
Summary of the activity of the incentive plans | ||
Restricted share grants | 139,225 | 129,975 |
Per share grant price (in dollars per share) | $ 21.74 | $ 24.60 |
Deferred compensation to be recognized over vesting period | $ 3,027,000 | $ 3,197,000 |
Number of non-vested shares: | ||
Non-vested beginning of period (in shares) | 538,755 | 480,995 |
Grants (in shares) | 139,225 | 129,975 |
Vested during period (in shares) | (72,730) | (70,685) |
Forfeitures (in shares) | (250) | |
Non-vested end of period (in shares) | 605,000 | 540,285 |
Total charge to operations and other disclosure for all incentive plans, including the 200,000 Units, is as follows: | ||
Average per share value of non-vested shares (based on grant price) (in dollars per share) | $ 18 | $ 17.12 |
Value of shares vested during the period (based on grant price) | $ 1,177,000 | $ 586,000 |
Average value of shares forfeited during the period (based on grant price) (in dollars per share) | $ 21.05 | |
Share based compensation charged to operations | $ 649,500 | 548,000 |
Restricted stock units | ||
Total charge to operations and other disclosure for all incentive plans, including the 200,000 Units, is as follows: | ||
Share based compensation charged to operations | $ 16,200 | $ 29,000 |
2012 Incentive Plan | ||
Stock Based Compensation | ||
Number of shares authorized for issuance | 600,000 | |
Shares issued pursuant to plan | 497,500 | |
Number of non-vested shares: | ||
Vested during period (in shares) | 0 | |
2009 Incentive Plan | ||
Summary of the activity of the incentive plans | ||
Restricted share grants | 0 | |
Number of non-vested shares: | ||
Grants (in shares) | 0 | |
Non-vested end of period (in shares) | 307,500 | |
2009 Incentive Plan | Restricted stock units | ||
Number of non-vested shares: | ||
Vested during period (in shares) | 0 | |
Forfeitures (in shares) | 0 | |
Non-vested end of period (in shares) | 200,000 | |
Total charge to operations and other disclosure for all incentive plans, including the 200,000 Units, is as follows: | ||
Compensation costs related to non-vested awards that have not yet been recognized | $ 151,000 |
Fair Value Measurements - Avali
Fair Value Measurements - Avaliable for Sale (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Available-for-sale securities | ||
Aggregate cost of available-for-sale securities | $ 5,300 | |
Unrealized gain on available-for-sale securities | 28,600 | $ 27,000 |
Line of credit | ||
Fair Value of Financial Instruments | ||
Line of credit, gross | 29,850,000 | 18,250,000 |
Recurring | ||
Available-for-sale securities: | ||
Equity securities | 34,000 | 32,000 |
Recurring | Interest rate swap | ||
Financial liabilities: | ||
Derivative financial instruments | 8,203,000 | 4,299,000 |
Recurring | Level 1 | ||
Available-for-sale securities: | ||
Equity securities | 34,000 | 32,000 |
Recurring | Level 2 | Interest rate swap | ||
Financial liabilities: | ||
Derivative financial instruments | 8,203,000 | 4,299,000 |
Mortgages payable | ||
Fair Value of Financial Instruments | ||
Estimated fair value of mortgages payable | 336,424,000 | 346,614,000 |
Carrying value of mortgage loans | 325,186,000 | 334,428,000 |
Excess of fair value over carrying value | $ 11,238,000 | $ 12,186,000 |
Blended or estimated market interest rate (as a percent) | 4.01% | 4.07% |
Weighted average remaining term of the mortgages | 9 years 8 months 12 days | 8 years 10 months 24 days |
Fair Value Measurements - Inter
Fair Value Measurements - Interest Rate Derivatives (Details) - Interest rate derivatives - Cash flow hedges. | 3 Months Ended |
Mar. 31, 2016USD ($)item | |
Fair Value Measurements | |
Number of interest rate derivatives held | 24 |
Number of mortgage loans outstanding | 24 |
Notional Amount | $ | $ 130,882,000 |
Weighted average maturity | 8 years 1 month 6 days |
Fixed annual interest rate lower end of range (as a percent) | 3.38% |
Fixed annual interest rate higher end of range (as a percent) | 5.75% |
Weighted average annual interest rate (as a percent) | 4.26% |
Fair Value Measurements - Int49
Fair Value Measurements - Interest Rate Swap Derivatives and Balance Sheet location (Details) - Derivatives designated as hedging instruments - Interest rate swap - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Measurements | ||
Fair value of derivatives assets | $ 0 | $ 0 |
Fair value of derivatives liabilities | $ 8,203,000 | $ 4,299,000 |
Fair Value Measurements - Deriv
Fair Value Measurements - Derivative Insturments, Gain (Loss) (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016USD ($)item | Mar. 31, 2015USD ($)item | Dec. 31, 2015USD ($) | |
Derivative financial instruments related to unconsolidated joint venture | |||
Number of derivative agreements for which the Parent Company could be liable in event of default by a subsidiary | item | 1 | ||
Cash flow hedges. | |||
Reclassification of gain (loss) | |||
Gain or loss recognized with respect to cash flow hedges' ineffectiveness | $ 0 | $ 0 | |
Interest rate swap | Cash flow hedges. | |||
Fair Value Measurements | |||
Amount of loss recognized on derivatives in Other comprehensive loss | (4,502,000) | $ (1,623,000) | |
Amount of loss reclassification from Accumulated other comprehensive loss into Interest expense | (602,000) | $ (889,000) | |
Reclassification of gain (loss) | |||
Additional amount to be reclassified during the next twelve months | $ 2,260,000 | ||
Number of interest rate derivative instruments terminated | item | 2 | 1 | |
Credit risk related contingent feature | |||
Fair value of derivative in a liability position, including accrued interest and excluding adjustments for nonperformance risk | $ 8,745,000 | ||
Termination value of derivative agreement | 8,745,000 | ||
Adjustments for nonperformance risk | $ 542,000 | ||
Interest rate swap | Cash flow hedges. | Unconsolidated JV | |||
Fair Value Measurements | |||
Number of unconsolidated joint ventures of the entity with interest rate derivatives outstanding | item | 3 | ||
Percentage of ownership in unconsolidated joint venture | 50.00% | ||
Number interest rate derivatives outstanding | item | 2 | ||
Notional Amount | $ 10,930,000 | ||
Amount of loss recognized on derivatives in Other comprehensive loss | (130,000) | $ (71,000) | |
Amount of loss reclassification from Accumulated other comprehensive loss into Equity in earnings of unconsolidated joint ventures | (25,000) | (22,000) | |
Reclassification of gain (loss) | |||
Additional amount to be reclassified during the next twelve months | $ 90,000 | ||
Interest rate swap | Cash flow hedges. | Unconsolidated JV | Minimum | |||
Fair Value Measurements | |||
Fixed Interest Rate (as a percent) | 3.49% | ||
Interest rate swap | Cash flow hedges. | Unconsolidated JV | Maximum | |||
Fair Value Measurements | |||
Fixed Interest Rate (as a percent) | 5.81% | ||
Interest rate swap | Cash flow hedges. | Prepayment costs on debt | |||
Reclassification of gain (loss) | |||
Loss on termination of interest rate swap | $ 24,000 | $ 472,000 | |
Interest rate swap | Cash flow hedges. | Accrued Expenses And Other Liabilities | |||
Credit risk related contingent feature | |||
Termination value of derivative agreement | $ 8,203,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||||
Mar. 31, 2015 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Apr. 20, 2016 | Dec. 31, 2015 | |
Subsequent Events | ||||||
Net book value of properties held for sale | $ 12,259,000 | |||||
Write-off of unbilled rent receivable | $ 226,000 | $ 226,000 | ||||
Property located in Killeen, Texas | Contract to sell property | Maximum | ||||||
Subsequent Events | ||||||
Percentage of company's rental income generated by tenant | 0.40% | 0.40% | ||||
Property located in Killeen, Texas | Contract to sell property | Real estate investments, net | ||||||
Subsequent Events | ||||||
Net book value of properties held for sale | $ 1,975,000 | $ 1,983,000 | ||||
Subsequent Event | Property located in Killeen, Texas | Contract to sell property | ||||||
Subsequent Events | ||||||
Contract to sell property, consideration, net of closing costs | $ 3,000,000 | |||||
Subsequent Event | Forecast | Property located in Killeen, Texas | Contract to sell property | ||||||
Subsequent Events | ||||||
Gain on sale of property | $ 1,000,000 | |||||
Write-off of unbilled rent receivable | $ 33,000 |