Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 26, 2018 | |
Document Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | PEI | |
Entity Registrant Name | PENNSYLVANIA REAL ESTATE INVESTMENT TRUST | |
Entity Central Index Key | 77,281 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 70,465,156 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
INVESTMENTS IN REAL ESTATE, at cost: | ||
Operating properties | $ 3,184,656 | $ 3,180,212 |
Construction in progress | 121,204 | 113,609 |
Land held for development | 5,881 | 5,881 |
Total investments in real estate | 3,311,741 | 3,299,702 |
Accumulated depreciation | (1,169,709) | (1,111,007) |
Net investments in real estate | 2,142,032 | 2,188,695 |
INVESTMENTS IN PARTNERSHIPS, at equity: | 120,915 | 216,823 |
OTHER ASSETS: | ||
Cash and cash equivalents | 19,294 | 15,348 |
Tenant and other receivables (net of allowance for doubtful accounts of $7,246 and $7,248 at September 30, 2018 and December 31, 2017, respectively) | 33,801 | 38,166 |
Intangible assets (net of accumulated amortization of $14,791 and $13,117 at September 30, 2018 and December 31, 2017, respectively) | 17,360 | 17,693 |
Deferred costs and other assets, net | 131,043 | 112,046 |
Assets Held-for-sale, Not Part of Disposal Group, Current | 15,874 | |
Total assets | 2,480,319 | 2,588,771 |
LIABILITIES: | ||
Mortgage loans payable, net | 1,052,138 | 1,056,084 |
Long-term Debt | 547,108 | 547,758 |
Revolving Facilities | 37,000 | 53,000 |
Tenants’ deposits and deferred rent | 10,155 | 11,446 |
Distributions in excess of partnership investments | 92,682 | 97,868 |
Derivative Liability | 20 | |
Accrued expenses and other liabilities | 71,862 | 61,604 |
Total liabilities | 1,810,945 | 1,827,780 |
COMMITMENTS AND CONTINGENCIES (Note 6): | ||
EQUITY: | ||
Shares of beneficial interest, $1.00 par value per share; 200,000 shares authorized; 70,473 and 69,983 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively | 70,473 | 69,983 |
Capital contributed in excess of par | 1,669,239 | 1,663,966 |
Accumulated other comprehensive income | (7,226) | |
Distributions in excess of net income | (1,205,896) | (1,109,469) |
Total equity—Pennsylvania Real Estate Investment Trust | 550,475 | 631,860 |
Noncontrolling interest | 118,899 | 129,131 |
Total equity | 669,374 | 760,991 |
Total liabilities and equity | 2,480,319 | 2,588,771 |
Series B Preferred Stock [Member] | ||
EQUITY: | ||
Preferred Shares | 35 | 35 |
Total equity | 35 | 35 |
Series C Preferred Stock [Member] | ||
EQUITY: | ||
Preferred Shares | 69 | 69 |
Total equity | 69 | 69 |
Series D Preferred Stock [Member] | ||
EQUITY: | ||
Preferred Shares | 50 | 50 |
Total equity | 50 | 50 |
AOCI Attributable to Parent [Member] | ||
EQUITY: | ||
Total equity | $ 16,505 | $ 7,226 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Tenant and other receivables, allowance for doubtful accounts | $ 7,246,000 | $ 7,248,000 |
Intangible assets, accumulated amortization | $ 14,791,000 | $ 13,117,000 |
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 70,473,000 | 69,983,000 |
Common stock, shares outstanding | 70,473,000 | 69,983,000 |
Series B Preferred Stock [Member] | ||
Preferred shares, par value | $ 0.01 | $ 0.01 |
Preferred shares, authorized | 25,000,000 | 25,000,000 |
Preferred Stock, Shares Issued | 3,450,000 | 3,450,000 |
Preferred shares, outstanding | 3,450,000 | 3,450,000 |
Liquidation preference | $ 86,250,000 | $ 86,250,000 |
Series C Preferred Stock [Member] | ||
Preferred shares, par value | $ 0.01 | $ 0.01 |
Preferred shares, authorized | 25,000,000 | 25,000,000 |
Preferred Stock, Shares Issued | 6,900,000 | 6,900,000 |
Preferred shares, outstanding | 6,900,000 | 6,900,000 |
Liquidation preference | $ 172,500,000 | $ 172,500,000 |
Series D Preferred Stock [Member] | ||
Preferred shares, par value | $ 0.01 | $ 0.01 |
Preferred shares, authorized | 25,000,000 | 25,000,000 |
Preferred Stock, Shares Issued | 5,000,000 | 5,000,000 |
Preferred shares, outstanding | 5,000,000 | 5,000,000 |
Liquidation preference | $ 120,000,000 | $ 120,000,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Leases, Income Statement, Minimum Lease Revenue | $ 56,372 | $ 56,874 | $ 167,714 | $ 171,078 |
Recovery of Direct Costs | $ 26,833 | $ 26,900 | $ 80,194 | $ 81,981 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 38,000 | 0 | 272,000 | 51,000 |
Real estate revenue: | ||||
Base rent | $ 86,389 | $ 86,719 | $ 262,904 | $ 263,553 |
Percentage rent | 646 | 593 | 902 | 1,223 |
Lease termination revenue | 45 | 7 | 7,166 | 2,279 |
Other Revenue (Expense) from Real Estate Operations | 2,493 | 2,345 | 6,928 | 6,992 |
Other Nonoperating Income | 1,714 | 2,492 | 3,454 | 4,172 |
Total revenue | 88,103 | 89,211 | 266,358 | 267,725 |
Property operating expenses: | ||||
CAM and real estate taxes | (27,826) | (25,772) | (84,569) | (83,985) |
Utilities | (4,430) | (4,444) | (12,143) | (12,407) |
Other property operating expenses | (2,444) | (3,087) | (8,752) | (9,117) |
Cost of Revenue | 34,700 | 33,303 | 105,464 | 105,509 |
Depreciation and amortization | (33,119) | (29,966) | (100,505) | (94,652) |
General and administrative expenses | (8,441) | (8,288) | (27,969) | (26,561) |
Provision For Employee Separation Expenses | 561 | 0 | 956 | 1,053 |
Project costs and other expenses | (214) | (150) | (465) | (547) |
Operating Expenses | 77,035 | 71,707 | 235,359 | 228,322 |
Interest expense, net | (15,181) | (14,342) | (46,064) | (44,098) |
Asset Impairment Charges | 0 | 1,825 | 34,286 | 55,742 |
Costs and Expenses | 92,216 | 87,874 | 315,709 | 328,162 |
(Loss) income before equity in income of partnerships, gain on sale of real estate by equity method investee, gains (adjustment to gains) on sales of interests in non operating real estate and gains (losses) on sales of interests in real estate, net | (4,113) | 1,337 | (49,351) | (60,437) |
Equity in income of partnerships | 2,477 | 4,254 | 8,186 | 12,144 |
Equity Method Investment, Realized Gain (Loss) on Disposal | 0 | 6,718 | 2,773 | 6,718 |
Gain on sale of non operating real estate | 0 | 0 | (25) | 486 |
Gains (Losses) on Sales of Investment Real Estate | 0 | (9) | 748 | (374) |
Net (loss) income | (1,636) | 12,300 | (37,669) | (41,463) |
Less: net loss (income) attributable to noncontrolling interest | 891 | (507) | 6,122 | 6,627 |
Net (loss) income attributable to PREIT | (745) | 11,793 | (31,547) | (34,836) |
Less: preferred share dividends | (6,843) | (7,525) | (20,531) | (20,797) |
Net (loss) income attributable to PREIT common shareholders | (7,588) | 4,268 | (52,078) | (55,633) |
Net (loss) income | (1,636) | 12,300 | (37,669) | (41,463) |
Noncontrolling interest | 891 | (507) | 6,122 | 6,627 |
Dividends on unvested restricted shares | (136) | (87) | (412) | (272) |
Income (Loss) from Continuing Operations Attributable to Parent | $ (7,724) | $ 4,181 | $ (52,490) | $ (55,905) |
Basic and diluted (loss) earnings per share: | $ (0.11) | $ 0.06 | $ (0.75) | $ (0.81) |
Weighted average shares outstanding—basic | 69,803,000 | 69,424,000 | 69,718,000 | 69,319,000 |
Effect Of Common Share Equivalents | 0 | 0 | 0 | 0 |
Weighted average shares outstanding—diluted | 69,803,000 | 69,424,000 | 69,718,000 | 69,319,000 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 38,000 | 0 | 272,000 | 51,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Comprehensive income: | ||||
Net (loss) income | $ (1,636) | $ 12,300 | $ (37,669) | $ (41,463) |
Unrealized gain (loss) on derivatives | 1,905 | 266 | 9,662 | 1,544 |
Amortization of settled swaps | 180 | 259 | 719 | 597 |
Total comprehensive income (loss) | 449 | 12,825 | (27,288) | (39,322) |
Less: comprehensive loss (income) attributable to noncontrolling interest | 669 | (563) | 5,020 | 6,398 |
Comprehensive income (loss) attributable to PREIT | $ 1,118 | $ 12,262 | $ (22,268) | $ (32,924) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands | Total | Shares of Beneficial Interest, $1.00 Par [Member] | Capital Contributed In Excess Of Par [Member] | AOCI Attributable to Parent [Member] | Distributions in Excess of Net Income [Member] | Non-controlling interest [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member]Distributions in Excess of Net Income [Member] | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] |
December 31, 2017 at Dec. 31, 2017 | $ 760,991 | $ 69,983 | $ 1,663,966 | $ 7,226 | $ (1,109,469) | $ 129,131 | $ 35 | $ 69 | $ 50 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss | (37,669) | (6,122) | ||||||||
Net Income (Loss), Excluding Portion Attributable to Noncontrolling Interest | (31,547) | |||||||||
Other comprehensive income | 10,381 | 9,279 | 1,102 | |||||||
Shares issued under employee compensation plans, net of shares retired | 371 | 490 | (119) | |||||||
Amortization of deferred compensation | 5,392 | 5,392 | ||||||||
Distributions paid to common shareholders ($0.63 per share) | (44,349) | (44,349) | ||||||||
Distributions paid to preferred shareholders | (4,772) | $ (4,772) | (9,315) | (6,444) | ||||||
Noncontrolling interests: | ||||||||||
Distributions paid to Operating Partnership unit holders ($0.63 per unit) | (5,212) | (5,212) | ||||||||
September 30, 2018 at Sep. 30, 2018 | $ 669,374 | $ 70,473 | $ 1,669,239 | $ 16,505 | $ (1,205,896) | $ 118,899 | $ 35 | $ 69 | $ 50 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) | 9 Months Ended |
Sep. 30, 2018$ / shares | |
Common Stock, Dividends, Per Share, Cash Paid | $ 0.63 |
Series B Preferred Stock [Member] | |
Preferred Stock, Dividends, Per Share, Cash Paid | 1.3827 |
Series C Preferred Stock [Member] | |
Preferred Stock, Dividends, Per Share, Cash Paid | 1.35 |
Series D Preferred Stock [Member] | |
Preferred Stock, Dividends, Per Share, Cash Paid | $ 1.2891 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Net (loss) income | $ (37,669) | $ (41,463) |
Depreciation | 92,063 | 87,963 |
Amortization | 10,776 | 8,695 |
Straight-line rent adjustments | (1,753) | (1,908) |
Provision for doubtful accounts | 2,054 | 1,281 |
Lease Termination Revenue Non Cash | (4,200) | 0 |
Amortization of deferred compensation | 5,392 | 4,518 |
Gain (Loss) on Sale of Properties | (723) | (112) |
Equity in income of partnerships | (8,186) | (12,144) |
Impairment of Real Estate | 34,286 | 55,742 |
Equity Method Investment, Realized Gain (Loss) on Disposal | (2,773) | (6,718) |
Increase (Decrease) in Lease Acquisition Costs | 10,423 | 4,633 |
Proceeds from Equity Method Investment, Distribution | 6,029 | 10,974 |
Amortization Of Historic Tax Credits Related To Cash Flow | 810 | 1,768 |
Net cash provided by operating activities | 94,214 | 94,863 |
Change in assets and liabilities: | ||
Net change in other assets | (1,904) | (5,641) |
Net change in other liabilities | 1,632 | (4,556) |
Cash flows from investing activities: | ||
Payments to Acquire Commercial Real Estate | 11,400 | |
Proceeds from Equity Method Investment, Distribution, Return of Capital | 123,000 | 0 |
Proceeds from Sale of Real Estate Held-for-investment | 1,636 | 77,778 |
Payments of Ordinary Dividends, Common Stock | 44,349 | 43,959 |
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | 20,531 | 19,752 |
Proceeds from Sale of Equity Method Investments | 19,727 | 30,265 |
Payments to Acquire Interest in Subsidiaries and Affiliates | 47,074 | 56,778 |
Payments for Capital Improvements | 23,918 | 36,850 |
Additions to construction in progress | (51,349) | (93,178) |
Leasehold Improvements Cash Flow | 67 | 511 |
Net cash provided by (used in) investing activities | 132 | (83,907) |
Cash flows from financing activities: | ||
Proceeds from Issuance of Preferred Stock and Preference Stock | 282,005 | |
Proceeds from (Repayments of) Lines of Credit | (16,000) | 3,000 |
Repayments of Other Long-term Debt | 14,217 | 12,581 |
Payments to Noncontrolling Interests | 5,212 | 5,232 |
Proceeds from (Repayments of) Secured Debt | 10,185 | (150,000) |
Payment of deferred financing costs | (6,522) | (71) |
Value of shares of beneficial interest issued | 1,118 | 1,790 |
Value of shares retired under equity incentive plans, net of shares issued | (747) | (1,328) |
Net cash (used in) provided by financing activities | (96,275) | 53,872 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Excluding Exchange Rate Effect | (1,929) | $ 64,828 |
Cash, cash equivalents, and restricted cash, end of period | 19,294 | |
Restricted Cash and Cash Equivalents | $ 32,024 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | BASIS OF PRESENTATION Nature of Operations Pennsylvania Real Estate Investment Trust (“PREIT” or the “Company”) prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. Our unaudited consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in PREIT’s Annual Report on Form 10-K for the year ended December 31, 2017. In our opinion, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our consolidated financial position, the consolidated results of our operations, consolidated statements of other comprehensive income, consolidated statements of equity and our consolidated statements of cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. PREIT, a Pennsylvania business trust founded in 1960 and one of the first equity real estate investment trusts (“REITs”) in the United States, has a primary investment focus on retail shopping malls located in the eastern half of the United States, primarily in the Mid-Atlantic region. Our portfolio currently consists of a total of 28 properties operating in nine states, including 21 shopping malls, four other retail properties and three development or redevelopment properties. We have one property under redevelopment classified as “retail” (redevelopment of The Gallery at Market East into Fashion District Philadelphia (“Fashion District Philadelphia”)). Two properties in our portfolio are classified as under development; however, we do not currently have any activity occurring at these properties. We also have one undeveloped land parcel located in Gainesville, Florida that is classified as held-for-sale as of September 30, 2018. We hold our interest in our portfolio of properties through our operating partnership, PREIT Associates, L.P. (“PREIT Associates” or the “Operating Partnership”). We are the sole general partner of the Operating Partnership and, as of September 30, 2018 , we held an 89.5% controlling interest in the Operating Partnership, and consolidated it for reporting purposes. The presentation of consolidated financial statements does not itself imply that the assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Pursuant to the terms of the partnership agreement of the Operating Partnership, each of the limited partners has the right to redeem such partner’s units of limited partnership interest in the Operating Partnership (“OP Units”) for cash or, at our election, we may acquire such OP Units in exchange for our common shares on a one-for-one basis, in some cases beginning one year following the respective issue dates of the OP Units and in other cases immediately. If all of the outstanding OP Units held by limited partners had been redeemed for cash as of September 30, 2018 , the total amount that would have been distributed would have been $78.3 million , which is calculated using our September 28, 2018 (which was the last trading day in the third quarter of 2018) closing price on the New York Stock Exchange of $9.46 per share multiplied by the number of outstanding OP Units held by limited partners, which was 8,272,636 as of September 30, 2018 . We provide management, leasing and real estate development services through two of our subsidiaries: PREIT Services, LLC (“PREIT Services”), which generally develops and manages properties that we consolidate for financial reporting purposes, and PREIT-RUBIN, Inc. (“PRI”), which generally develops and manages properties that we do not consolidate for financial reporting purposes, including properties owned by partnerships in which we own an interest and properties that are owned by third parties in which we do not have an interest. PREIT Services and PRI are consolidated. PRI is a taxable REIT subsidiary, as defined by federal tax laws, which means that it is able to offer an expanded menu of services to tenants without jeopardizing our continuing qualification as a REIT under federal tax law. We evaluate operating results and allocate resources on a property-by-property basis, and do not distinguish or evaluate our consolidated operations on a geographic basis. Due to the nature of our operating properties, which involve retail shopping, we have concluded that our individual properties have similar economic characteristics and meet all other aggregation criteria. Accordingly, we have aggregated our individual properties into one reportable segment. In addition, no single tenant accounts for 10% or more of consolidated revenue, and none of our properties are located outside the United States. Fair Value Fair value accounting applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements. Fair value measurements are determined 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, these accounting requirements establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs might include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. We utilize the fair value hierarchy in our accounting for derivatives (Level 2) and financial instruments (Level 2) and in our reviews for impairment of real estate assets (Level 3) and goodwill (Level 3). New Accounting Developments In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) . The objective of this new standard is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of this new standard is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. In March 2016, the FASB issued ASU No 2016-08, which updates Topic 606 to clarify principal versus agent considerations (reporting revenue gross versus net). The adoption of this new standard did not have a significant impact on our consolidated financial statements. We adopted the standard effective January 1, 2018 using the modified retrospective approach, which requires a cumulative adjustment as of the date of the adoption, if applicable. We did not record any such cumulative adjustment in connection with the implementation of the new pronouncement. The new revenue recognition standard will not have a material effect on our property revenues, the majority of which are subject to accounting guidance for leases, and will be subject to ASC 2016-02 when we adopt that new standard effective January 1, 2019 (see below). We recognize revenue for property operations when earned. Property operating revenues are disaggregated on the consolidated statement of operations into the categories of base rent, expense reimbursements, percentage rent, lease termination revenue and other real estate revenue, primarily in the amounts that correspond to these different categories as documented in various tenant leases. The types of our revenues that will be impacted by the new standard include property management revenues for services performed for third-party owned properties and for certain of our joint ventures, and certain billings to tenants for reimbursement of property marketing expenses. We expect that the amount and timing of the revenues that are impacted by this standard will be generally consistent with our previous measurement methodology and pattern of recognition. Revenue from the reimbursement of marketing expenses, which is recorded in other real estate revenues in the consolidated statement of operations, is generated through tenant leases that require tenants to reimburse a defined amount of property marketing expenses. Our contract performance obligations are fulfilled throughout the calendar year when marketing expenditures are made for each property. Payments from the tenants are made on a regular periodic basis (usually monthly) as agreed upon within the respective leases. We aggregate the tenant payments for each property and defer income recognition if the reimbursements are lower than the aggregate marketing expenditures through that date. Deferred marketing reimbursement income is recorded in tenants’ deposits and deferred rent on the consolidated balance sheet, and was $1.4 million and $0.3 million as of September 30, 2018 and December 31, 2017, respectively. The marketing reimbursements are recognized as revenue at the time that the marketing expenditures occur. Marketing reimbursement revenue was $0.4 million and $0.7 million for the three months ended September 30, 2018 and 2017, respectively, and $1.7 million and $2.0 million for the nine months ended September 30, 2018 and 2017, respectively. Property management revenue from management and development activities is generated through management contracts with third party owners of real estate properties or with certain of our joint ventures, and is recorded in other income in the consolidated statement of operations. In the case of management fees, our contract performance obligations are fulfilled at the time the management services are performed, which is usually on a monthly basis. Payments from the third party owners or joint ventures are usually made every month and generally not received in advance. Revenue is recognized on a monthly basis. In the case of development fees, these revenues are generated through development agreements with third parties or joint ventures. Our contract performance obligations are fulfilled each month as we perform certain stipulated development activities. Payments are generally made monthly, correspond to the volume of development activity or spending on the respective project and are not usually received in advance. Development fees are recognized as revenue, and are usually based upon spending levels or other activities, as defined in the respective agreements. Property management fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and $0.5 million for each of the nine months ended September 30, 2018 and 2017. Development fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and was $0.6 million for each of the nine months ended September 30, 2018 and 2017. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance. ASU 2017-05 focuses on recognizing gains and losses from the transfer of nonfinancial assets with noncustomers. It provides guidance as to the definition of an “in substance nonfinancial asset,” and provides guidance for sales of real estate, including partial sales. The Company adopted this new guidance effective January 1, 2018. This new guidance did not have a significant impact on our financial statements because all previous property sales were considered to be complete contracts and the related practical expedient was elected. We expect that future sale transactions will likely meet the criteria for full gain recognition on sale if they are structured similarly to previous sale transactions. This treatment is not different from our historical position when selling our entire interest in real estate properties; however, this historical treatment could be different in future partial sale transactions, should they occur. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities . The purpose of this updated guidance is to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. ASU 2017-12 is effective for public business entities for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. The Company adopted ASU 2017-12 on January 1, 2018, utilizing a modified retrospective transition method in which the Company recognized the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of January 1, 2018 (the date of adoption). The adoption of this standard did not have a material impact on our consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) , which provides guidance on the presentation of restricted cash or restricted cash equivalents within the statement of cash flows. Accordingly, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective January 1, 2018. The adoption of ASU No. 2016-18 changed the presentation of the statement of cash flows for the Company to provide additional details regarding changes in restricted cash and we utilized a retrospective transition method for each period presented within financial statements. In applying the retrospective transition method, net cash used in investing activities for the nine months ended September 30, 2017 increased by $2.3 million as the change in escrow accounts is now included directly in net change in cash, cash equivalents and restricted cash. See note 5 for details regarding cash and restricted cash as presented within the consolidated statement of cash flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to reduce diversity in the practice of how certain transactions are classified in the statement of cash flows, including classification guidance for distributions received from equity method investments. The Company adopted this new standard effective January 1, 2018 using the retrospective transition method. The statement of cash flows for the nine months ended September 30, 2017 has been restated to reflect the adoption of ASU 2016-15. Upon adoption, we changed the prior period presentation of the statement of cash flows for $1.9 million of cash distributions from partnerships that was previously presented within net cash used in investing activities to now be reflected within net cash provided by operating activities for the nine months ended September 30, 2017 using the nature of the distribution approach. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses , which introduces new guidance for an approach based on expected losses to estimate credit losses on certain types of financial instruments, and will affect our accounting for trade receivables and notes receivable. We will adopt this new standard on January 1, 2020. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 will result in lessees recognizing most leased assets and corresponding lease liabilities on the balance sheet. Leases of land and other arrangements where we are the lessee will be recognized on our balance sheet. Lessor accounting for us and for our equity method investments will remain substantially similar to the current accounting. Leasing costs that are eligible to be capitalized as initial direct costs are also limited by ASU 2016-02; such costs totaled approximately $6.1 million for each of the years ended December 31, 2017 and 2016, respectively, of which $0.7 million and $1.0 million , for December 31, 2017 and 2016, respectively, represented leasing commissions paid to internal personnel for specific lease transactions, the capitalization of which is expected to continue to be permissible under the updated Topic 842. We will adopt ASU 2016-02 on January 1, 2019 using the modified retrospective approach required by the standard. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. Immaterial error correction The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income for the three-month period ended September 30, 2017 and the nine-month periods ended September 30, 2018 and 2017 include the impact of correcting the reporting of net loss (income) attributable to noncontrolling interest and common shareholders, respectively in the three months ended March 31, 2018 and 2017, June 30, 2018 and 2017 and September 30, 2017. Specifically, the correction adjusts for a computational error by reducing net income (and comprehensive income) or by increasing the net loss (and comprehensive loss) attributable to noncontrolling interest by $0.7 million for each of the three months ended March 31, 2018 and 2017, respectively; $0.7 million and $0.8 million for the three months ended June 30, 2018 and 2017, respectively; and $0.8 million for the three months ended September 30, 2017. The adjustments also increased the amount of net income (and comprehensive income) or decreased the amount of loss (and comprehensive loss) attributable to PREIT and PREIT common shareholders by the corresponding amounts. The adjustments also increased the amount of basic and diluted earnings per share or decreased the amount of basic and diluted loss per share by $0.01 for each of the three months ended March 31, 2018 and 2017, respectively; $0.01 for each of the three months ended June 30, 2018 and 2017, respectively; and $0.01 for the three months ended September 30, 2017. The Consolidated Balance Sheet as of December 31, 2017 and the Consolidated Statement of Equity for the nine-months ended September 30, 2018 includes the cumulative impact of correcting the reporting of noncontrolling interest through December 31, 2017. Specifically, noncontrolling interest decreased by $7.8 million as of December 31, 2017 and Total equity - Pennsylvania Real Estate Investment Trust increased by the corresponding amount . We will correct this error in our consolidated financial statements for the years ended December 31, 2017 and 2016 when they are presented in our filing on Form 10-K for the year ending December 31, 2018 and for the three months ending March 31, 2018 and June 30, 2018 in the Form 10-Q for the respective quarters ended March 31, 2019 and June 30, 2019. These corrections had no impact on the previously reported amounts of net income (loss), total equity, and consolidated cash flows from operating, investing or financing activities. We evaluated these corrections and determined, based on quantitative and qualitative factors, that the changes were not material to the consolidated financial statements taken as a whole for any previously filed consolidated financial statements. |
Real Estate Activities
Real Estate Activities | 9 Months Ended |
Sep. 30, 2018 | |
Real Estate [Abstract] | |
Real Estate Activities | REAL ESTATE ACTIVITIES Investments in real estate as of September 30, 2018 and December 31, 2017 were comprised of the following: (in thousands of dollars) As of September 30, As of December 31, Buildings, improvements and construction in progress $ 2,839,040 $ 2,808,622 Land, including land held for development 472,701 491,080 Total investments in real estate 3,311,741 3,299,702 Accumulated depreciation (1,169,709 ) (1,111,007 ) Net investments in real estate $ 2,142,032 $ 2,188,695 Capitalization of Costs The following table summarizes our capitalized interest, compensation, including commissions, and real estate taxes for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Development/Redevelopment Activities: Interest $ 1,821 $ 2,209 $ 4,728 $ 5,358 Compensation, including commissions 352 362 1,067 1,058 Real estate taxes 430 496 810 651 Leasing Activities: Compensation, including commissions 1,482 1,536 5,423 4,633 Acquisitions In June 2018, we purchased certain real estate and related improvements at Valley Mall in Hagerstown, Maryland for $11.4 million . Dispositions In October 2018, we sold an outparcel on which two operating restaurants are located at Valley Mall in Hagerstown, Maryland for $2.4 million . We expect to record a gain of approximately $1.0 million on this sale in the fourth quarter of 2018. In June 2018, we sold an operating restaurant located on an outparcel at Magnolia Mall in Florence, South Carolina for $1.7 million . We recorded a gain of $0.7 million on this sale. Impairment of Assets In connection with the preparation of our financial statements as of and for the period ended June 30, 2018, we recorded a loss on impairment of assets on Wyoming Valley Mall, in Wilkes-Barre, Pennsylvania of $32.2 million as we determined that the pending closure of two anchor stores at the property (as further discussed in Note 4) was a triggering event, leading us to conduct an analysis of possible impairment at this property. Based upon our estimates, we determined that the estimated undiscounted cash flows, net of capital expenditures for the property, were less than the carrying value of the property, and recorded a loss on impairment of assets after determining that the fair value was less than the carrying value. Our fair value analysis was based on discounted estimated future cash flows at the property, using a discount rate of 10.5% and a terminal capitalization rate of 9.0% for Wyoming Valley Mall, which was determined using management’s assessment of property operating performance and general market conditions and were classified in Level 3 of the fair value hierarchy. In May 2018, we recorded a loss on impairment of assets on a land parcel located in Gainesville, Florida of $2.1 million in connection with negotiations with the potential buyer of the property. In connection with these negotiations, we determined that the expected proceeds from the sale of the property are expected to be less than the carrying amount, which we concluded was a triggering event, leading us to conduct an analysis of possible impairment at this property. Based upon the negotiations, we determined that the estimated undiscounted cash flows, net of capital expenditures for the property, were less than the carrying value of the property, and recorded a loss on impairment of assets. This land parcel is classified as held-for-sale in our consolidated balance sheet. |
Investments in Partnerships
Investments in Partnerships | 9 Months Ended |
Sep. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Partnerships | INVESTMENTS IN PARTNERSHIPS The following table presents summarized financial information of the equity investments in our unconsolidated partnerships as of September 30, 2018 and December 31, 2017 : (in thousands of dollars) September 30, 2018 December 31, 2017 ASSETS: Investments in real estate, at cost: Operating properties $ 569,508 $ 612,689 Construction in progress 396,214 293,102 Total investments in real estate 965,722 905,791 Accumulated depreciation (208,555 ) (202,424 ) Net investments in real estate 757,167 703,367 Cash and cash equivalents 26,129 26,158 Deferred costs and other assets, net 33,310 34,345 Total assets 816,606 763,870 LIABILITIES AND PARTNERS’ INVESTMENT: Mortgage loans payable, net 509,039 513,139 FDP Term Loan, net 247,772 — Other liabilities 32,859 37,971 Total liabilities 789,670 551,110 Net investment 26,936 212,760 Partners’ share 13,039 106,886 PREIT’s share 13,897 105,874 Excess investment (1) 14,336 13,081 Net investments and advances $ 28,233 $ 118,955 Investment in partnerships, at equity $ 120,915 $ 216,823 Distributions in excess of partnership investments (92,682 ) (97,868 ) Net investments and advances $ 28,233 $ 118,955 _________________________ (1) Excess investment represents the unamortized difference between our investment and our share of the equity in the underlying net investment in the unconsolidated partnerships. The excess investment is amortized over the life of the properties, and the amortization is included in “Equity in income of partnerships.” We record distributions from our equity investments using the nature of the distribution approach. The following table summarizes our share of equity in income of partnerships for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Real estate revenue $ 23,848 $ 29,395 $ 73,826 $ 87,089 Operating expenses: Property operating and other expenses (7,659 ) (7,885 ) (23,512 ) (25,098 ) Interest expense (5,872 ) (5,460 ) (17,440 ) (16,266 ) Depreciation and amortization (4,763 ) (6,496 ) (14,715 ) (19,151 ) Total expenses (18,294 ) (19,841 ) (55,667 ) (60,515 ) Net income 5,554 9,554 18,159 26,574 Partners’ share (3,057 ) (5,321 ) (9,971 ) (14,567 ) PREIT’s share 2,497 4,233 8,188 12,007 Amortization of and adjustments to excess investment, net (20 ) 21 (2 ) 137 Equity in income of partnerships $ 2,477 $ 4,254 $ 8,186 $ 12,144 Dispositions In February 2018, a partnership in which we hold a 50% ownership share sold its office condominium interest in 907 Market Street in Philadelphia, Pennsylvania for $41.8 million . The partnership recorded a gain on sale of $5.5 million , of which our share was $2.8 million , which is recorded in gain on sale of real estate by equity method investee in the accompanying consolidated statement of operations. The partnership distributed to us proceeds of $19.7 million in connection with this transaction. Term Loan Activity In January 2018, we along with The Macerich Company (“Macerich”), our partner in the Fashion District Philadelphia redevelopment project, entered into a $250.0 million term loan (the “FDP Term Loan”). We own a 50% partnership interest in Fashion District Philadelphia. The FDP Term Loan matures in January 2023, and bears interest at a variable rate of LIBOR plus 2.00% . PREIT and Macerich have secured the FDP Term Loan by pledging their respective equity interests in the entities that own Fashion District Philadelphia. The entire $250.0 million available under the FDP Term Loan was drawn during the first quarter of 2018, and we received an aggregate of $123.0 million as a distribution of our share of the draws. Mortgage Activity In February 2018, the mortgage loan secured by Pavilion at Market East in Philadelphia, Pennsylvania was amended and extended to February 2021 , and bears interest at a variable rate of LIBOR plus 2.85% . We own a 40% partnership interest in Pavilion at Market East, which owns non-operating land held for development. In March 2018, the unconsolidated partnership that owns Gloucester Premium Outlets in Blackwood, New Jersey, in which we own a 25% partnership interest, entered into a $86.0 million interest only mortgage loan secured by the property, with an interest rate of LIBOR plus 1.50% and a maturity date of March 2022, with one option of the unconsolidated partnership to extend by 12 months. The proceeds were used to repay the existing $84.1 million mortgage loan plus accrued interest. Significant Unconsolidated Subsidiary We have a 50% ownership interest in Lehigh Valley Associates L.P. (“LVA”), which met the definition of a significant unconsolidated subsidiary for the year ended December 31, 2016. LVA did not meet the definition of a significant subsidiary as of or for the year ended December 31, 2017. The financial information of LVA is included in the amounts above. Summarized balance sheet information as of September 30, 2018 and December 31, 2017 , and summarized statement of operations information for the three and nine months ended September 30, 2018 and 2017 for this entity, which is accounted for using the equity method, are as follows: As of (in thousands of dollars) September 30, 2018 December 31, 2017 Summarized balance sheet information Total assets $ 52,175 $ 43,850 Mortgage loan payable, net 196,329 199,451 Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Summarized statement of operations information Revenue $ 8,871 $ 8,355 $ 26,474 $ 25,811 Property operating expenses (2,249 ) (2,169 ) (6,778 ) (6,653 ) Interest expense (2,062 ) (1,851 ) (6,158 ) (5,582 ) Net income 3,853 3,449 11,495 10,710 PREIT’s share of equity in income of partnership 1,927 1,724 5,748 5,355 |
Financing Activity
Financing Activity | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Financing Activity | FINANCING ACTIVITY Credit Agreements As of September 30, 2018, we have entered into two credit agreements (collectively, as amended, the “Credit Agreements”): (1) the 2018 Credit Agreement, which, as described in more detail below, includes (a) the 2018 Revolving Facility, and (b) the 2018 Term Loan Facility, and (2) the 2014 7-Year Term Loan. As further discussed in our Annual Report on Form 10-K for the year ended December 31, 2017, as of that date, we had entered into four credit agreements : (1) the 2013 Revolving Facility, (2) the 2014 7-Year Term Loan, (3) the 2014 5-Year Term Loan, and (4) the 2015 5-Year Term Loan. The 2018 Term Loan Facility and the 2014 7-Year Term Loan are collectively referred to as the “Term Loans.” On May 24, 2018, we entered into an Amended and Restated Credit Agreement (the “2018 Credit Agreement”) with Wells Fargo Bank, National Association, U.S. Bank National Association, Citizens Bank, N.A., and the other financial institutions signatory thereto, for an aggregate $700.0 million senior unsecured facility consisting of (i) a $400 million senior unsecured revolving credit facility (the “2018 Revolving Facility”), which replaced our previously existing $400 million revolving credit agreement (the “2013 Revolving Facility”), and (ii) a $300 million term loan facility (the “2018 Term Loan Facility”), which was used to pay off a previously existing $150 million five year term loan (the “2014 5-Year Term Loan”), and a second $150 million five year term loan (the “2015 5-Year Term Loan” and, collectively with the 2014 5-Year Term Loan, the “5-Year Term Loans”). The maturity date of the 2018 Revolving Facility is May 23, 2022, subject to two six-month extensions at our election, and the maturity date of the 2018 Term Loan Facility is May 23, 2023. In connection with this activity, we recorded accelerated amortization of financing costs of $0.4 million. On June 5, 2018, we entered into the Fifth Amendment (the “Amendment”) to the 2014 7-Year Term Loan with Wells Fargo Bank, National Association, and the other financial institutions signatory to the Amendment. The Amendment was entered into to make certain provisions of the 2014 7-Year Term Loan consistent with the 2018 Credit Agreement. Among other things, the Amendment (i) adds and updates certain definitions and provisions, including tax-related provisions, relating to foreign lenders under the 2014 7-Year Term Loan, (ii) updates the definition of “Existing Credit Agreement” to refer to the 2018 Credit Agreement, which updates the cross defaults between the 2014 7-Year Term Loan and the 2018 Credit Agreement (replacing such cross defaults to the agreements the 2018 Credit Agreement replaced), (iii) adds and amends provisions consistent with those provided in the 2018 Credit Agreement for determining an alternative rate of interest to LIBOR, when and if required, and (iv) adjusts or eliminates some of the covenants applicable to the Borrower, as defined therein. The Amendment does not extend the maturity date of the 2014 7-Year Term Loan or change the amounts that can be borrowed thereunder. As of September 30, 2018 , we had borrowed the full $550.0 million available under the Term Loans in the aggregate, and $37.0 million was borrowed under the 2018 Revolving Facility (with $5.1 million pledged as collateral for letters of credit at September 30, 2018 ). The carrying value of the Term Loans on our consolidated balance sheet as of September 30, 2018 is net of $2.9 million of unamortized debt issuance costs. Following recent property sales, the net operating income (“NOI”) from our remaining unencumbered properties is at a level such that pursuant to the Unencumbered Debt Yield covenant (as described below), the maximum unsecured amount that was available for us to borrow under the 2018 Revolving Facility as of September 30, 2018 was $200.9 million . Amounts borrowed under the Credit Agreements, either under the 2018 Revolving Facility or the Term Loans, which may be either LIBOR Loans or Base Rate Loans, bear interest at the rate specified below per annum, depending on our leverage, unless and until we receive an investment grade credit rating and provide notice to the Administrative Agent, as defined therein (the “Rating Date”), after which alternative rates would apply, as described in the 2018 Credit Agreement. In determining our leverage (the ratio of Total Liabilities to Gross Asset Value), the capitalization rate used to calculate Gross Asset Value is (a) 6.50% for each Property having an average sales per square foot of more than $500 for the most recent period of 12 consecutive months, and (b) 7.50% for any other Property. The 2018 Revolving Facility is subject to a facility fee, which depends on leverage and was 0.30% as of September 30, 2018, and is recorded in interest expense in the consolidated statements of operations. Applicable Margin Level Ratio of Total Liabilities Revolving Loans that are LIBOR Loans Revolving Loans that are Base Rate Loans Term Loans that are LIBOR Loans Term Loans that are Base Rate Loans 1 Less than 0.450 to 1.00 1.20% 0.20% 1.35% 0.35% 2 Equal to or greater than 0.450 to 1.00 but less than 0.500 to 1.00 1.25% 0.25% 1.45% 0.45% 3 Equal to or greater than 0.500 to 1.00 but less than 0.550 to 1.00 (1) 1.30% 0.30% 1.60% 0.60% 4 Equal to or greater than 0.550 to 1.00 1.55% 0.55% 1.90% 0.90% (1) The rates in effect under the Credit Agreements were based upon the Level 3 Ratio of Total Liabilities to Gross Asset Value as of September 30, 2018. The Credit Agreements contain certain affirmative and negative covenants, including, without limitation, requirements that PREIT maintain, on a consolidated basis: (1) Minimum Tangible Net Worth of $1,463.2 million, plus 75% of the Net Proceeds of all Equity Issuances effected at any time after March 31, 2018; (2) maximum ratio of Total Liabilities to Gross Asset Value of 0.60:1, provided that it will not be a Default if the ratio exceeds 0.60:1 but does not exceed 0.625:1 for more than two consecutive quarters on more than two occasions during the term; (3) minimum ratio of Adjusted EBITDA to Fixed Charges of 1.50:1; (4) minimum Unencumbered Debt Yield of (a) 11.0% through and including June 30, 2020, (b) 11.25% any time after June 30, 2020 through and including June 30, 2021, and (c) 11.50% any time thereafter; (5) minimum Unencumbered NOI to Unsecured Interest Expense of 1.75:1; (6) maximum ratio of Secured Indebtedness to Gross Asset Value of 0.60:1; and (7) Distributions may not exceed (a) with respect to our preferred shares, the amounts required by the terms of the preferred shares, and (b) with respect to our common shares, the greater of (i) 95.0% of Funds From Operations (FFO) and (ii) 110% of REIT taxable income for a fiscal year. The covenants and restrictions in the Credit Agreements limit our ability to incur additional indebtedness, grant liens on assets and enter into negative pledge agreements, merge, consolidate or sell all or substantially all of its assets, and enter into transactions with affiliates. The Credit Agreements are subject to customary events of default and are cross-defaulted with one another. As of September 30, 2018, the Borrower was in compliance with all financial covenants in the Credit Agreements. We may prepay the amounts due under the Credit Agreements at any time without premium or penalty, subject to reimbursement obligations for the lenders’ breakage costs for LIBOR borrowings. Upon the expiration of any applicable cure period following an event of default (except with respect to bankruptcy as described in the next sentence), the lenders may declare all of the obligations in connection with the Credit Agreements immediately due and payable. Upon the occurrence of a voluntary or involuntary bankruptcy proceeding of PREIT, PALP, PRI, any material subsidiary, any subsidiary that owns or leases an Unencumbered Property or certain other subsidiaries, all outstanding amounts would automatically become immediately due and payable. Interest expense, deferred financing fee amortization and accelerated financing costs related to the Credit Agreements for the three and nine months ended September 30, 2018 and 2017 were as follows: Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Revolving Facilities (1) Interest expense $ 392 $ 601 $ 1,006 $ 2,011 Deferred financing amortization 274 199 778 597 Term Loans (2) Interest expense 4,525 4,205 13,310 10,752 Deferred financing amortization 188 191 569 568 Accelerated financing costs — — 363 — (1) Includes the 2018 Revolving Facility and the 2013 Revolving Facility (collectively, the “Revolving Facilities”). (2) Includes the 2018 Term Loan Facility, the 2014 7-Year Term Loan, the 2014 5-Year Term Loan and the 2015 5-Year Term Loan. Mortgage Loans The aggregate carrying values and estimated fair values of mortgage loans based on interest rates and market conditions at September 30, 2018 and December 31, 2017 were as follows: September 30, 2018 December 31, 2017 (in millions of dollars) Carrying Value Fair Value Carrying Value Fair Value Mortgage loans (1) $ 1,052.1 $ 1,004.0 $ 1,056.1 $ 1,029.7 (1) The carrying value of mortgage loans is net of unamortized debt issuance costs of $3.3 million and $3.4 million as of September 30, 2018 and December 31, 2017 , respectively. The mortgage loans contain various customary default provisions. As of September 30, 2018 , we were not in default on any of the mortgage loans. Mortgage Loan Activity In January 2018, we extended the $68.5 million mortgage loan secured by Francis Scott Key Mall in Frederick, Maryland to January 2022 , with an additional extension option to January 2023 . The rate on the mortgage loan is LIBOR plus 2.60% . In February 2018, we borrowed an additional $10.2 million on the mortgage loan secured by Viewmont Mall in Scranton, Pennsylvania. Following this borrowing, this mortgage loan has $67.2 million outstanding with an interest rate of LIBOR plus 2.35% and a maturity date of March 2021 . As a result of its Chapter 11 bankruptcy filing, the Bon-Ton anchor store at Wyoming Valley Mall in Wilkes-Barre, Pennsylvania closed on August 31, 2018. In addition, the Sears store at Wyoming Valley Mall ceased operations on July 15, 2018 and Sears vacated the premises on August 1, 2018, the date its lease expired. We received a notice of transfer of servicing, dated July 9, 2018, from the special servicer to the borrower of the mortgage loan secured by Wyoming Valley Mall. We have not received a notice of default on the loan, which had a balance of $74.1 million as of September 30, 2018; however, the loan is subject to a cash sweep arrangement as a result of an anchor tenant trigger event. Interest Rate Risk We follow established risk management policies designed to limit our interest rate risk on our interest bearing liabilities, as further discussed in note 7 to our unaudited consolidated financial statements. |
Cash Flow Information
Cash Flow Information | 9 Months Ended |
Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Information | CASH FLOW INFORMATION Cash paid for interest was $43.2 million (net of capitalized interest of $4.7 million ) and $40.6 million (net of capitalized interest of $5.5 million ) for the nine months ended September 30, 2018 and 2017 , respectively. In our statement of cash flows, we show cash flows on our Revolving Facilities on a net basis. Aggregate borrowings on our Revolving Facilities were $37.0 million and $236.0 million for the nine months ended September 30, 2018 and 2017 , respectively. Aggregate paydowns were $53.0 million and $233.0 million for the nine months ended September 30, 2018 and 2017 , respectively. During the second quarter of 2018, we received the building and improvements formerly occupied by one of our tenants as part of the consideration for the termination of that tenant’s lease. We recorded non-cash lease termination income of $4.2 million in connection with this transaction, which we determined was the fair value of the building and improvements. Paydowns of the 2014 5-Year Term Loan and the 2015 5-Year Term Loan of $150.0 million each were made in the nine months ended September 30, 2018, which were directly paid from the 2018 Term Loan Facility borrowing and are considered to be non-cash transactions. The following table provides a summary of cash, cash equivalents, and restricted cash reported within the statement of cash flows as of September 30, 2018 and 2017. (in thousands of dollars) September 30, 2018 September 30, 2017 Cash and cash equivalents $ 19,294 $ 76,942 Restricted cash included in other assets 12,730 17,751 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 32,024 $ 94,693 Our restricted cash consists of cash held in escrow by banks for real estate taxes and other purposes. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Contractual Obligations As of September 30, 2018 , we had unaccrued contractual and other commitments related to our capital improvement projects and development projects of $128.0 million , including commitments related to the redevelopment of Fashion District Philadelphia, in the form of tenant allowances and contracts with general service providers and other professional service providers. In addition, our operating partnership, PREIT Associates, has jointly and severally guaranteed the obligations of the joint venture we formed with Macerich to develop Fashion District Philadelphia to commence and complete a comprehensive redevelopment of that property costing not less than $300.0 million within 48 months after commencement of construction, which was March 14, 2016. Provision for Employee Separation Expense In 2018 and 2017, we terminated the employment of certain employees and officers. In connection with the departure of those employees and officers, we recorded $0.6 million of employee separation expense in the three months ended September 30, 2018, and $1.0 million and $1.1 million of employee separation expense in the nine months ended September 30, 2018 and 2017, respectively. No amounts were recorded in the three months ended September 30, 2017. As of September 30, 2018, we had $1.1 million of severance accrued and unpaid related to our 2018 and 2017 employee termination related activities. Property Damage from Natural Disaster During September 2018, Jacksonville Mall in Jacksonville, North Carolina incurred property damage and an interruption of business operations as a result of Hurricane Florence. The property was closed for business during and immediately after the natural disaster, however, significant remediation efforts were quickly undertaken and the mall was reopened shortly thereafter. Based on our initial assessments, we have recorded estimated property impairment and remediation losses of $1.667 million during the three and nine months ended September 30, 2018, partially offset by a corresponding insurance claim receivable of $1.642 million for a net loss in excess of estimated insurance recoveries of $25,000 . Our current insurance policies also contain coverage for income lost due to business interruption from covered losses. Any recoveries obtained through business interruption coverage will be recorded at such time that the recovery is probable. The Company did not record any charges related to business interruption insurance coverage during the three and nine months ended September 30, 2018. |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DERIVATIVES In the normal course of business, we are exposed to financial market risks, including interest rate risk on our interest bearing liabilities. We attempt to limit these risks by following established risk management policies, procedures and strategies, including the use of financial instruments such as derivatives. We do not use financial instruments for trading or speculative purposes. Cash Flow Hedges of Interest Rate Risk For derivatives that have been designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in “Accumulated other comprehensive income” and subsequently reclassified into “Interest expense, net” in the same periods during which the hedged transaction affects earnings. As of September 30, 2018, all of our outstanding derivatives are designated as cash flow hedges. We recognize all derivatives at fair value as either assets or liabilities in the accompanying consolidated balance sheets. During the next 12 months, we estimate that $6.1 million will be reclassified as a decrease to interest expense in connection with derivatives. The recognition of these amounts could be accelerated in the event that we repay amounts outstanding on the debt instruments and do not replace them with new borrowings. Interest Rate Swaps As of September 30, 2018 , we had interest rate swap agreements outstanding with a weighted average base interest rate of 1.55% on a notional amount of $797.7 million , maturing on various dates through May 2023 , and forward starting interest rate swap agreements with a weighted average interest rate of 2.71% on a notional amount of $250.0 million , with effective dates from January 2019 to June 2020, and maturity dates in May 2023. We entered into these interest rate swap agreements in order to hedge the interest payments associated with our issuances of variable interest rate long term debt. The interest rate swap agreements are net settled monthly. The following table summarizes the terms and estimated fair values of our interest rate swap derivative instruments designated as cash flow hedges of interest rate risk at September 30, 2018 and December 31, 2017 based on the year they mature. The notional values provide an indication of the extent of our involvement in these instruments, but do not represent exposure to credit, interest rate or market risks. In the accompanying consolidated balance sheets, the carrying amount of derivative assets is reflected in “Deferred costs and other assets, net” and the carrying amount of derivative liabilities is reflected in “Accrued expenses and other liabilities.” Maturity Date Aggregate Notional Value at September 30, 2018 Aggregate Fair Value at (1) (in millions of dollars) Aggregate Fair Value at (1) (in millions of dollars) Weighted Average Interest Interest Rate Swaps 2018 (2) N/A N/A $ — N/A 2019 $ 250.0 $ 0.6 0.8 1.44 % 2020 100.0 2.6 1.9 1.23 % 2021 397.7 13.5 7.0 1.57 % 2022 — — N/A — % 2023 50.0 0.6 N/A 2.62 % Forward Starting Swaps 2023 250.0 2.1 N/A 2.71 % Total $ 1,047.7 $ 19.4 $ 9.7 1.83 % _________________________ (1) As of September 30, 2018 and December 31, 2017 , derivative valuations in their entirety were classified in Level 2 of the fair value hierarchy and we did not have any significant recurring fair value measurements related to derivative instruments using significant unobservable inputs (Level 3). (2) Three swaps matured in the first nine months of 2018. As of December 31, 2017, these swaps had a notional value that totaled $110.6 million , had a weighted average interest rate of 1.11% and a de minimus fair value. The tables below present the effect of derivative financial instruments on accumulated other comprehensive income and on our consolidated statements of operations for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended September 30, Nine Months Ended September 30, Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative Instruments Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Interest Expense Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative Instruments Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Interest Expense (in millions of dollars) 2018 2017 2018 2017 2018 2017 2018 2017 Derivatives in Cash Flow Hedging Relationships Interest rate products $ 3.0 $ 0.1 $ (1.0 ) $ 0.4 $ 11.2 $ 0.2 $ (0.8 ) $ 1.9 Three Months Ended September 30, Nine Months Ended September 30, (in millions of dollars) 2018 2017 2018 2017 Total interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (15.2 ) $ (14.3 ) $ (46.1 ) $ (44.1 ) Amount of gain (loss) reclassified from accumulated other comprehensive income into interest expense $ (1.0 ) $ 0.4 $ (0.8 ) $ 1.9 Credit-Risk-Related Contingent Features We have agreements with some of our derivative counterparties that contain a provision pursuant to which, if our entity that originated such derivative instruments defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then we could also be declared in default on our derivative obligations. As of September 30, 2018 , we were not in default on any of our derivative obligations. We have an agreement with a derivative counterparty that incorporates the loan covenant provisions of our loan agreement with a lender affiliated with the derivative counterparty. Failure to comply with the loan covenant provisions would result in our being in default on any derivative instrument obligations covered by the agreement. As of September 30, 2018, we did not have any derivatives in a net liability position. |
Historic Tax Credits (Notes)
Historic Tax Credits (Notes) | 9 Months Ended |
Sep. 30, 2018 | |
Historic Tax Credits [Abstract] | |
Income Tax Disclosure [Text Block] | HISTORIC TAX CREDITS In the second quarter of 2012, we closed a transaction with a counterparty (the “Counterparty”) related to the historic rehabilitation of an office building located at 801 Market Street in Philadelphia, Pennsylvania (the “Project”), which has two stages of development. The Counterparty contributed equity of $5.5 million to the first stage through December 31, 2013 and $5.8 million to the second stage through September 30, 2014. In exchange for its contributions to the Project, the Counterparty received substantially all of the historic rehabilitation tax credits associated with the Project as a distribution. The Counterparty’s contributions, other than the amounts allocated to a put option (whereby we might be obligated or entitled to repurchase the Counterparty’s ownership interest in the Project), are classified as “Accrued expenses and other liabilities” and recognized as “Other income” in the consolidated financial statements, as our obligation to deliver tax credits is relieved. The tax credits are subject to a five year credit recapture period, as defined in the Internal Revenue Code of 1986, as amended, beginning one year after the completion of the Project, which was the second quarter of 2012 for the first stage and the second quarter of 2013 for the second stage. Our obligation to the Counterparty with respect to the tax credits is ratably relieved annually in the third quarter of each year, upon the expiration of each portion of the recapture period and the satisfaction of other revenue recognition criteria. With regard to the first stage, we recognized the contribution received of $0.9 million from the Counterparty as “Other income” in the third quarter of 2017 for the fifth and final recapture period and the fourth recapture period. With regard to the second stage, we recognized the contribution received of $1.0 million in each of the third quarters of 2018 and 2017, respectively, related to the fourth recapture period. We also recorded $0.2 million of priority returns earned by the Counterparty in each of the three and nine months ended September 30, 2018 and 2017. In the aggregate, we recorded net income of $0.8 million and $1.8 million, respectively, to “Other income” in the consolidated statements of operations in connection with the Project in each of the three and nine months ended September 30, 2018 and 2017, respectively. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | BASIS OF PRESENTATION Nature of Operations Pennsylvania Real Estate Investment Trust (“PREIT” or the “Company”) prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. Our unaudited consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in PREIT’s Annual Report on Form 10-K for the year ended December 31, 2017. In our opinion, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our consolidated financial position, the consolidated results of our operations, consolidated statements of other comprehensive income, consolidated statements of equity and our consolidated statements of cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. PREIT, a Pennsylvania business trust founded in 1960 and one of the first equity real estate investment trusts (“REITs”) in the United States, has a primary investment focus on retail shopping malls located in the eastern half of the United States, primarily in the Mid-Atlantic region. Our portfolio currently consists of a total of 28 properties operating in nine states, including 21 shopping malls, four other retail properties and three development or redevelopment properties. We have one property under redevelopment classified as “retail” (redevelopment of The Gallery at Market East into Fashion District Philadelphia (“Fashion District Philadelphia”)). Two properties in our portfolio are classified as under development; however, we do not currently have any activity occurring at these properties. We also have one undeveloped land parcel located in Gainesville, Florida that is classified as held-for-sale as of September 30, 2018. We hold our interest in our portfolio of properties through our operating partnership, PREIT Associates, L.P. (“PREIT Associates” or the “Operating Partnership”). We are the sole general partner of the Operating Partnership and, as of September 30, 2018 , we held an 89.5% controlling interest in the Operating Partnership, and consolidated it for reporting purposes. The presentation of consolidated financial statements does not itself imply that the assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Pursuant to the terms of the partnership agreement of the Operating Partnership, each of the limited partners has the right to redeem such partner’s units of limited partnership interest in the Operating Partnership (“OP Units”) for cash or, at our election, we may acquire such OP Units in exchange for our common shares on a one-for-one basis, in some cases beginning one year following the respective issue dates of the OP Units and in other cases immediately. If all of the outstanding OP Units held by limited partners had been redeemed for cash as of September 30, 2018 , the total amount that would have been distributed would have been $78.3 million , which is calculated using our September 28, 2018 (which was the last trading day in the third quarter of 2018) closing price on the New York Stock Exchange of $9.46 per share multiplied by the number of outstanding OP Units held by limited partners, which was 8,272,636 as of September 30, 2018 . We provide management, leasing and real estate development services through two of our subsidiaries: PREIT Services, LLC (“PREIT Services”), which generally develops and manages properties that we consolidate for financial reporting purposes, and PREIT-RUBIN, Inc. (“PRI”), which generally develops and manages properties that we do not consolidate for financial reporting purposes, including properties owned by partnerships in which we own an interest and properties that are owned by third parties in which we do not have an interest. PREIT Services and PRI are consolidated. PRI is a taxable REIT subsidiary, as defined by federal tax laws, which means that it is able to offer an expanded menu of services to tenants without jeopardizing our continuing qualification as a REIT under federal tax law. We evaluate operating results and allocate resources on a property-by-property basis, and do not distinguish or evaluate our consolidated operations on a geographic basis. Due to the nature of our operating properties, which involve retail shopping, we have concluded that our individual properties have similar economic characteristics and meet all other aggregation criteria. Accordingly, we have aggregated our individual properties into one reportable segment. In addition, no single tenant accounts for 10% or more of consolidated revenue, and none of our properties are located outside the United States. Fair Value Fair value accounting applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements. Fair value measurements are determined 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, these accounting requirements establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs might include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. We utilize the fair value hierarchy in our accounting for derivatives (Level 2) and financial instruments (Level 2) and in our reviews for impairment of real estate assets (Level 3) and goodwill (Level 3). New Accounting Developments In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) . The objective of this new standard is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of this new standard is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. In March 2016, the FASB issued ASU No 2016-08, which updates Topic 606 to clarify principal versus agent considerations (reporting revenue gross versus net). The adoption of this new standard did not have a significant impact on our consolidated financial statements. We adopted the standard effective January 1, 2018 using the modified retrospective approach, which requires a cumulative adjustment as of the date of the adoption, if applicable. We did not record any such cumulative adjustment in connection with the implementation of the new pronouncement. The new revenue recognition standard will not have a material effect on our property revenues, the majority of which are subject to accounting guidance for leases, and will be subject to ASC 2016-02 when we adopt that new standard effective January 1, 2019 (see below). We recognize revenue for property operations when earned. Property operating revenues are disaggregated on the consolidated statement of operations into the categories of base rent, expense reimbursements, percentage rent, lease termination revenue and other real estate revenue, primarily in the amounts that correspond to these different categories as documented in various tenant leases. The types of our revenues that will be impacted by the new standard include property management revenues for services performed for third-party owned properties and for certain of our joint ventures, and certain billings to tenants for reimbursement of property marketing expenses. We expect that the amount and timing of the revenues that are impacted by this standard will be generally consistent with our previous measurement methodology and pattern of recognition. Revenue from the reimbursement of marketing expenses, which is recorded in other real estate revenues in the consolidated statement of operations, is generated through tenant leases that require tenants to reimburse a defined amount of property marketing expenses. Our contract performance obligations are fulfilled throughout the calendar year when marketing expenditures are made for each property. Payments from the tenants are made on a regular periodic basis (usually monthly) as agreed upon within the respective leases. We aggregate the tenant payments for each property and defer income recognition if the reimbursements are lower than the aggregate marketing expenditures through that date. Deferred marketing reimbursement income is recorded in tenants’ deposits and deferred rent on the consolidated balance sheet, and was $1.4 million and $0.3 million as of September 30, 2018 and December 31, 2017, respectively. The marketing reimbursements are recognized as revenue at the time that the marketing expenditures occur. Marketing reimbursement revenue was $0.4 million and $0.7 million for the three months ended September 30, 2018 and 2017, respectively, and $1.7 million and $2.0 million for the nine months ended September 30, 2018 and 2017, respectively. Property management revenue from management and development activities is generated through management contracts with third party owners of real estate properties or with certain of our joint ventures, and is recorded in other income in the consolidated statement of operations. In the case of management fees, our contract performance obligations are fulfilled at the time the management services are performed, which is usually on a monthly basis. Payments from the third party owners or joint ventures are usually made every month and generally not received in advance. Revenue is recognized on a monthly basis. In the case of development fees, these revenues are generated through development agreements with third parties or joint ventures. Our contract performance obligations are fulfilled each month as we perform certain stipulated development activities. Payments are generally made monthly, correspond to the volume of development activity or spending on the respective project and are not usually received in advance. Development fees are recognized as revenue, and are usually based upon spending levels or other activities, as defined in the respective agreements. Property management fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and $0.5 million for each of the nine months ended September 30, 2018 and 2017. Development fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and was $0.6 million for each of the nine months ended September 30, 2018 and 2017. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance. ASU 2017-05 focuses on recognizing gains and losses from the transfer of nonfinancial assets with noncustomers. It provides guidance as to the definition of an “in substance nonfinancial asset,” and provides guidance for sales of real estate, including partial sales. The Company adopted this new guidance effective January 1, 2018. This new guidance did not have a significant impact on our financial statements because all previous property sales were considered to be complete contracts and the related practical expedient was elected. We expect that future sale transactions will likely meet the criteria for full gain recognition on sale if they are structured similarly to previous sale transactions. This treatment is not different from our historical position when selling our entire interest in real estate properties; however, this historical treatment could be different in future partial sale transactions, should they occur. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities . The purpose of this updated guidance is to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. ASU 2017-12 is effective for public business entities for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. The Company adopted ASU 2017-12 on January 1, 2018, utilizing a modified retrospective transition method in which the Company recognized the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of January 1, 2018 (the date of adoption). The adoption of this standard did not have a material impact on our consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) , which provides guidance on the presentation of restricted cash or restricted cash equivalents within the statement of cash flows. Accordingly, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective January 1, 2018. The adoption of ASU No. 2016-18 changed the presentation of the statement of cash flows for the Company to provide additional details regarding changes in restricted cash and we utilized a retrospective transition method for each period presented within financial statements. In applying the retrospective transition method, net cash used in investing activities for the nine months ended September 30, 2017 increased by $2.3 million as the change in escrow accounts is now included directly in net change in cash, cash equivalents and restricted cash. See note 5 for details regarding cash and restricted cash as presented within the consolidated statement of cash flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to reduce diversity in the practice of how certain transactions are classified in the statement of cash flows, including classification guidance for distributions received from equity method investments. The Company adopted this new standard effective January 1, 2018 using the retrospective transition method. The statement of cash flows for the nine months ended September 30, 2017 has been restated to reflect the adoption of ASU 2016-15. Upon adoption, we changed the prior period presentation of the statement of cash flows for $1.9 million of cash distributions from partnerships that was previously presented within net cash used in investing activities to now be reflected within net cash provided by operating activities for the nine months ended September 30, 2017 using the nature of the distribution approach. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses , which introduces new guidance for an approach based on expected losses to estimate credit losses on certain types of financial instruments, and will affect our accounting for trade receivables and notes receivable. We will adopt this new standard on January 1, 2020. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 will result in lessees recognizing most leased assets and corresponding lease liabilities on the balance sheet. Leases of land and other arrangements where we are the lessee will be recognized on our balance sheet. Lessor accounting for us and for our equity method investments will remain substantially similar to the current accounting. Leasing costs that are eligible to be capitalized as initial direct costs are also limited by ASU 2016-02; such costs totaled approximately $6.1 million for each of the years ended December 31, 2017 and 2016, respectively, of which $0.7 million and $1.0 million , for December 31, 2017 and 2016, respectively, represented leasing commissions paid to internal personnel for specific lease transactions, the capitalization of which is expected to continue to be permissible under the updated Topic 842. We will adopt ASU 2016-02 on January 1, 2019 using the modified retrospective approach required by the standard. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. Immaterial error correction The Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income for the three-month period ended September 30, 2017 and the nine-month periods ended September 30, 2018 and 2017 include the impact of correcting the reporting of net loss (income) attributable to noncontrolling interest and common shareholders, respectively in the three months ended March 31, 2018 and 2017, June 30, 2018 and 2017 and September 30, 2017. Specifically, the correction adjusts for a computational error by reducing net income (and comprehensive income) or by increasing the net loss (and comprehensive loss) attributable to noncontrolling interest by $0.7 million for each of the three months ended March 31, 2018 and 2017, respectively; $0.7 million and $0.8 million for the three months ended June 30, 2018 and 2017, respectively; and $0.8 million for the three months ended September 30, 2017. The adjustments also increased the amount of net income (and comprehensive income) or decreased the amount of loss (and comprehensive loss) attributable to PREIT and PREIT common shareholders by the corresponding amounts. The adjustments also increased the amount of basic and diluted earnings per share or decreased the amount of basic and diluted loss per share by $0.01 for each of the three months ended March 31, 2018 and 2017, respectively; $0.01 for each of the three months ended June 30, 2018 and 2017, respectively; and $0.01 for the three months ended September 30, 2017. The Consolidated Balance Sheet as of December 31, 2017 and the Consolidated Statement of Equity for the nine-months ended September 30, 2018 includes the cumulative impact of correcting the reporting of noncontrolling interest through December 31, 2017. Specifically, noncontrolling interest decreased by $7.8 million as of December 31, 2017 and Total equity - Pennsylvania Real Estate Investment Trust increased by the corresponding amount . We will correct this error in our consolidated financial statements for the years ended December 31, 2017 and 2016 when they are presented in our filing on Form 10-K for the year ending December 31, 2018 and for the three months ending March 31, 2018 and June 30, 2018 in the Form 10-Q for the respective quarters ended March 31, 2019 and June 30, 2019. These corrections had no impact on the previously reported amounts of net income (loss), total equity, and consolidated cash flows from operating, investing or financing activities. We evaluated these corrections and determined, based on quantitative and qualitative factors, that the changes were not material to the consolidated financial statements taken as a whole for any previously filed consolidated financial statements. |
Nature of Operations | Nature of Operations Pennsylvania Real Estate Investment Trust (“PREIT” or the “Company”) prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. Our unaudited consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in PREIT’s Annual Report on Form 10-K for the year ended December 31, 2017. In our opinion, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our consolidated financial position, the consolidated results of our operations, consolidated statements of other comprehensive income, consolidated statements of equity and our consolidated statements of cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. PREIT, a Pennsylvania business trust founded in 1960 and one of the first equity real estate investment trusts (“REITs”) in the United States, has a primary investment focus on retail shopping malls located in the eastern half of the United States, primarily in the Mid-Atlantic region. Our portfolio currently consists of a total of 28 properties operating in nine states, including 21 shopping malls, four other retail properties and three development or redevelopment properties. We have one property under redevelopment classified as “retail” (redevelopment of The Gallery at Market East into Fashion District Philadelphia (“Fashion District Philadelphia”)). Two properties in our portfolio are classified as under development; however, we do not currently have any activity occurring at these properties. We also have one undeveloped land parcel located in Gainesville, Florida that is classified as held-for-sale as of September 30, 2018. We hold our interest in our portfolio of properties through our operating partnership, PREIT Associates, L.P. (“PREIT Associates” or the “Operating Partnership”). We are the sole general partner of the Operating Partnership and, as of September 30, 2018 , we held an 89.5% controlling interest in the Operating Partnership, and consolidated it for reporting purposes. The presentation of consolidated financial statements does not itself imply that the assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Pursuant to the terms of the partnership agreement of the Operating Partnership, each of the limited partners has the right to redeem such partner’s units of limited partnership interest in the Operating Partnership (“OP Units”) for cash or, at our election, we may acquire such OP Units in exchange for our common shares on a one-for-one basis, in some cases beginning one year following the respective issue dates of the OP Units and in other cases immediately. If all of the outstanding OP Units held by limited partners had been redeemed for cash as of September 30, 2018 , the total amount that would have been distributed would have been $78.3 million , which is calculated using our September 28, 2018 (which was the last trading day in the third quarter of 2018) closing price on the New York Stock Exchange of $9.46 per share multiplied by the number of outstanding OP Units held by limited partners, which was 8,272,636 as of September 30, 2018 . We provide management, leasing and real estate development services through two of our subsidiaries: PREIT Services, LLC (“PREIT Services”), which generally develops and manages properties that we consolidate for financial reporting purposes, and PREIT-RUBIN, Inc. (“PRI”), which generally develops and manages properties that we do not consolidate for financial reporting purposes, including properties owned by partnerships in which we own an interest and properties that are owned by third parties in which we do not have an interest. PREIT Services and PRI are consolidated. PRI is a taxable REIT subsidiary, as defined by federal tax laws, which means that it is able to offer an expanded menu of services to tenants without jeopardizing our continuing qualification as a REIT under federal tax law. We evaluate operating results and allocate resources on a property-by-property basis, and do not distinguish or evaluate our consolidated operations on a geographic basis. Due to the nature of our operating properties, which involve retail shopping, we have concluded that our individual properties have similar economic characteristics and meet all other aggregation criteria. Accordingly, we have aggregated our individual properties into one reportable segment. In addition, no single tenant accounts for 10% or more of consolidated revenue, and none of our properties are located outside the United States. |
Fair Value | Fair Value Fair value accounting applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements. Fair value measurements are determined 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, these accounting requirements establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs might include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. We utilize the fair value hierarchy in our accounting for derivatives (Level 2) and financial instruments (Level 2) and in our reviews for impairment of real estate assets (Level 3) and goodwill (Level 3). |
New Accounting Developments | New Accounting Developments In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) . The objective of this new standard is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of this new standard is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. In March 2016, the FASB issued ASU No 2016-08, which updates Topic 606 to clarify principal versus agent considerations (reporting revenue gross versus net). The adoption of this new standard did not have a significant impact on our consolidated financial statements. We adopted the standard effective January 1, 2018 using the modified retrospective approach, which requires a cumulative adjustment as of the date of the adoption, if applicable. We did not record any such cumulative adjustment in connection with the implementation of the new pronouncement. The new revenue recognition standard will not have a material effect on our property revenues, the majority of which are subject to accounting guidance for leases, and will be subject to ASC 2016-02 when we adopt that new standard effective January 1, 2019 (see below). We recognize revenue for property operations when earned. Property operating revenues are disaggregated on the consolidated statement of operations into the categories of base rent, expense reimbursements, percentage rent, lease termination revenue and other real estate revenue, primarily in the amounts that correspond to these different categories as documented in various tenant leases. The types of our revenues that will be impacted by the new standard include property management revenues for services performed for third-party owned properties and for certain of our joint ventures, and certain billings to tenants for reimbursement of property marketing expenses. We expect that the amount and timing of the revenues that are impacted by this standard will be generally consistent with our previous measurement methodology and pattern of recognition. Revenue from the reimbursement of marketing expenses, which is recorded in other real estate revenues in the consolidated statement of operations, is generated through tenant leases that require tenants to reimburse a defined amount of property marketing expenses. Our contract performance obligations are fulfilled throughout the calendar year when marketing expenditures are made for each property. Payments from the tenants are made on a regular periodic basis (usually monthly) as agreed upon within the respective leases. We aggregate the tenant payments for each property and defer income recognition if the reimbursements are lower than the aggregate marketing expenditures through that date. Deferred marketing reimbursement income is recorded in tenants’ deposits and deferred rent on the consolidated balance sheet, and was $1.4 million and $0.3 million as of September 30, 2018 and December 31, 2017, respectively. The marketing reimbursements are recognized as revenue at the time that the marketing expenditures occur. Marketing reimbursement revenue was $0.4 million and $0.7 million for the three months ended September 30, 2018 and 2017, respectively, and $1.7 million and $2.0 million for the nine months ended September 30, 2018 and 2017, respectively. Property management revenue from management and development activities is generated through management contracts with third party owners of real estate properties or with certain of our joint ventures, and is recorded in other income in the consolidated statement of operations. In the case of management fees, our contract performance obligations are fulfilled at the time the management services are performed, which is usually on a monthly basis. Payments from the third party owners or joint ventures are usually made every month and generally not received in advance. Revenue is recognized on a monthly basis. In the case of development fees, these revenues are generated through development agreements with third parties or joint ventures. Our contract performance obligations are fulfilled each month as we perform certain stipulated development activities. Payments are generally made monthly, correspond to the volume of development activity or spending on the respective project and are not usually received in advance. Development fees are recognized as revenue, and are usually based upon spending levels or other activities, as defined in the respective agreements. Property management fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and $0.5 million for each of the nine months ended September 30, 2018 and 2017. Development fee revenue was $0.2 million for each of the three months ended September 30, 2018 and 2017, and was $0.6 million for each of the nine months ended September 30, 2018 and 2017. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance. ASU 2017-05 focuses on recognizing gains and losses from the transfer of nonfinancial assets with noncustomers. It provides guidance as to the definition of an “in substance nonfinancial asset,” and provides guidance for sales of real estate, including partial sales. The Company adopted this new guidance effective January 1, 2018. This new guidance did not have a significant impact on our financial statements because all previous property sales were considered to be complete contracts and the related practical expedient was elected. We expect that future sale transactions will likely meet the criteria for full gain recognition on sale if they are structured similarly to previous sale transactions. This treatment is not different from our historical position when selling our entire interest in real estate properties; however, this historical treatment could be different in future partial sale transactions, should they occur. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities . The purpose of this updated guidance is to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. ASU 2017-12 is effective for public business entities for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. The Company adopted ASU 2017-12 on January 1, 2018, utilizing a modified retrospective transition method in which the Company recognized the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of January 1, 2018 (the date of adoption). The adoption of this standard did not have a material impact on our consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) , which provides guidance on the presentation of restricted cash or restricted cash equivalents within the statement of cash flows. Accordingly, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective January 1, 2018. The adoption of ASU No. 2016-18 changed the presentation of the statement of cash flows for the Company to provide additional details regarding changes in restricted cash and we utilized a retrospective transition method for each period presented within financial statements. In applying the retrospective transition method, net cash used in investing activities for the nine months ended September 30, 2017 increased by $2.3 million as the change in escrow accounts is now included directly in net change in cash, cash equivalents and restricted cash. See note 5 for details regarding cash and restricted cash as presented within the consolidated statement of cash flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to reduce diversity in the practice of how certain transactions are classified in the statement of cash flows, including classification guidance for distributions received from equity method investments. The Company adopted this new standard effective January 1, 2018 using the retrospective transition method. The statement of cash flows for the nine months ended September 30, 2017 has been restated to reflect the adoption of ASU 2016-15. Upon adoption, we changed the prior period presentation of the statement of cash flows for $1.9 million of cash distributions from partnerships that was previously presented within net cash used in investing activities to now be reflected within net cash provided by operating activities for the nine months ended September 30, 2017 using the nature of the distribution approach. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses , which introduces new guidance for an approach based on expected losses to estimate credit losses on certain types of financial instruments, and will affect our accounting for trade receivables and notes receivable. We will adopt this new standard on January 1, 2020. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 will result in lessees recognizing most leased assets and corresponding lease liabilities on the balance sheet. Leases of land and other arrangements where we are the lessee will be recognized on our balance sheet. Lessor accounting for us and for our equity method investments will remain substantially similar to the current accounting. Leasing costs that are eligible to be capitalized as initial direct costs are also limited by ASU 2016-02; such costs totaled approximately $6.1 million for each of the years ended December 31, 2017 and 2016, respectively, of which $0.7 million and $1.0 million , for December 31, 2017 and 2016, respectively, represented leasing commissions paid to internal personnel for specific lease transactions, the capitalization of which is expected to continue to be permissible under the updated Topic 842. We will adopt ASU 2016-02 on January 1, 2019 using the modified retrospective approach required by the standard. We are currently evaluating the impact that the adoption of the new standard will have on our consolidated financial statements. |
Real Estate Activities (Tables)
Real Estate Activities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Real Estate [Abstract] | |
Investments in Real Estate | Investments in real estate as of September 30, 2018 and December 31, 2017 were comprised of the following: (in thousands of dollars) As of September 30, As of December 31, Buildings, improvements and construction in progress $ 2,839,040 $ 2,808,622 Land, including land held for development 472,701 491,080 Total investments in real estate 3,311,741 3,299,702 Accumulated depreciation (1,169,709 ) (1,111,007 ) Net investments in real estate $ 2,142,032 $ 2,188,695 |
Real Estate Capitalized Costs [Table Text Block] | The following table summarizes our capitalized interest, compensation, including commissions, and real estate taxes for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Development/Redevelopment Activities: Interest $ 1,821 $ 2,209 $ 4,728 $ 5,358 Compensation, including commissions 352 362 1,067 1,058 Real estate taxes 430 496 810 651 Leasing Activities: Compensation, including commissions 1,482 1,536 5,423 4,633 |
Investments in Partnerships (Ta
Investments in Partnerships (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Equity Investments | The following table presents summarized financial information of the equity investments in our unconsolidated partnerships as of September 30, 2018 and December 31, 2017 : (in thousands of dollars) September 30, 2018 December 31, 2017 ASSETS: Investments in real estate, at cost: Operating properties $ 569,508 $ 612,689 Construction in progress 396,214 293,102 Total investments in real estate 965,722 905,791 Accumulated depreciation (208,555 ) (202,424 ) Net investments in real estate 757,167 703,367 Cash and cash equivalents 26,129 26,158 Deferred costs and other assets, net 33,310 34,345 Total assets 816,606 763,870 LIABILITIES AND PARTNERS’ INVESTMENT: Mortgage loans payable, net 509,039 513,139 FDP Term Loan, net 247,772 — Other liabilities 32,859 37,971 Total liabilities 789,670 551,110 Net investment 26,936 212,760 Partners’ share 13,039 106,886 PREIT’s share 13,897 105,874 Excess investment (1) 14,336 13,081 Net investments and advances $ 28,233 $ 118,955 Investment in partnerships, at equity $ 120,915 $ 216,823 Distributions in excess of partnership investments (92,682 ) (97,868 ) Net investments and advances $ 28,233 $ 118,955 _________________________ (1) Excess investment represents the unamortized difference between our investment and our share of the equity in the underlying net investment in the unconsolidated partnerships. The excess investment is amortized over the life of the properties, and the amortization is included in “Equity in income of partnerships.” |
Summary of Share of Equity in Income of Partnerships | The following table summarizes our share of equity in income of partnerships for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Real estate revenue $ 23,848 $ 29,395 $ 73,826 $ 87,089 Operating expenses: Property operating and other expenses (7,659 ) (7,885 ) (23,512 ) (25,098 ) Interest expense (5,872 ) (5,460 ) (17,440 ) (16,266 ) Depreciation and amortization (4,763 ) (6,496 ) (14,715 ) (19,151 ) Total expenses (18,294 ) (19,841 ) (55,667 ) (60,515 ) Net income 5,554 9,554 18,159 26,574 Partners’ share (3,057 ) (5,321 ) (9,971 ) (14,567 ) PREIT’s share 2,497 4,233 8,188 12,007 Amortization of and adjustments to excess investment, net (20 ) 21 (2 ) 137 Equity in income of partnerships $ 2,477 $ 4,254 $ 8,186 $ 12,144 |
Financing Activity (Tables)
Financing Activity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Instrument [Line Items] | |
Schedule of credit facility interest expense [Table Text Block] | Interest expense, deferred financing fee amortization and accelerated financing costs related to the Credit Agreements for the three and nine months ended September 30, 2018 and 2017 were as follows: Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Revolving Facilities (1) Interest expense $ 392 $ 601 $ 1,006 $ 2,011 Deferred financing amortization 274 199 778 597 Term Loans (2) Interest expense 4,525 4,205 13,310 10,752 Deferred financing amortization 188 191 569 568 Accelerated financing costs — — 363 — |
Applicable Credit Spread Over Libor at Various Leverage Levels | Three Months Ended Nine Months Ended (in thousands of dollars) 2018 2017 2018 2017 Revolving Facilities (1) Interest expense $ 392 $ 601 $ 1,006 $ 2,011 Deferred financing amortization 274 199 778 597 Term Loans (2) Interest expense 4,525 4,205 13,310 10,752 Deferred financing amortization 188 191 569 568 Accelerated financing costs — — 363 — (1) Includes the 2018 Revolving Facility and the 2013 Revolving Facility (collectively, the “Revolving Facilities”). (2) Includes the 2018 Term Loan Facility, the 2014 7-Year Term Loan, the 2014 5-Year Term Loan and the 2015 5-Year Term Loan. |
Carrying and Fair Values of Mortgage Loans | The aggregate carrying values and estimated fair values of mortgage loans based on interest rates and market conditions at September 30, 2018 and December 31, 2017 were as follows: September 30, 2018 December 31, 2017 (in millions of dollars) Carrying Value Fair Value Carrying Value Fair Value Mortgage loans (1) $ 1,052.1 $ 1,004.0 $ 1,056.1 $ 1,029.7 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Derivative Instruments | Maturity Date Aggregate Notional Value at September 30, 2018 Aggregate Fair Value at (1) (in millions of dollars) Aggregate Fair Value at (1) (in millions of dollars) Weighted Average Interest Interest Rate Swaps 2018 (2) N/A N/A $ — N/A 2019 $ 250.0 $ 0.6 0.8 1.44 % 2020 100.0 2.6 1.9 1.23 % 2021 397.7 13.5 7.0 1.57 % 2022 — — N/A — % 2023 50.0 0.6 N/A 2.62 % Forward Starting Swaps 2023 250.0 2.1 N/A 2.71 % Total $ 1,047.7 $ 19.4 $ 9.7 1.83 % _________________________ (1) As of September 30, 2018 and December 31, 2017 , derivative valuations in their entirety were classified in Level 2 of the fair value hierarchy and we did not have any significant recurring fair value measurements related to derivative instruments using significant unobservable inputs (Level 3). (2) Three swaps matured in the first nine months of 2018. As of December 31, 2017, these swaps had a notional value that totaled $110.6 million , had a weighted average interest rate of 1.11% and a de minimus fair value. |
Effect of Our Derivative Financial Instruments on Our Consolidated Statements of Operations | The tables below present the effect of derivative financial instruments on accumulated other comprehensive income and on our consolidated statements of operations for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended September 30, Nine Months Ended September 30, Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative Instruments Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Interest Expense Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative Instruments Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Interest Expense (in millions of dollars) 2018 2017 2018 2017 2018 2017 2018 2017 Derivatives in Cash Flow Hedging Relationships Interest rate products $ 3.0 $ 0.1 $ (1.0 ) $ 0.4 $ 11.2 $ 0.2 $ (0.8 ) $ 1.9 Three Months Ended September 30, Nine Months Ended September 30, (in millions of dollars) 2018 2017 2018 2017 Total interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (15.2 ) $ (14.3 ) $ (46.1 ) $ (44.1 ) Amount of gain (loss) reclassified from accumulated other comprehensive income into interest expense $ (1.0 ) $ 0.4 $ (0.8 ) $ 1.9 |
Basis of Presentation Nature of
Basis of Presentation Nature of Operations (Details) | 9 Months Ended |
Sep. 30, 2018Property | |
Real Estate Properties [Line Items] | |
Percentage of consolidated revenue having no single tenant | 10.00% |
Number of States in which Entity Operates | 9 |
Number of Real Estate Properties | 28 |
Number Of Properties Under Development | 2 |
Number of properties held for sale | 1 |
Mall [Member] | |
Real Estate Properties [Line Items] | |
Number of Real Estate Properties | 21 |
Retail Site [Member] | |
Real Estate Properties [Line Items] | |
Number of Real Estate Properties | 1 |
Strip And Power Center [Member] | |
Real Estate Properties [Line Items] | |
Number of Real Estate Properties | 4 |
Development Properties [Member] | |
Real Estate Properties [Line Items] | |
Number of Real Estate Properties | 3 |
Basis of Presentation Noncontro
Basis of Presentation Noncontrolling interest (Details) $ / shares in Units, $ in Millions | Sep. 30, 2018USD ($)$ / sharesshares |
Noncontrolling Interest [Line Items] | |
Closing share price | $ / shares | $ 9.46 |
Interest in the Operating Partnership | 89.50% |
Redeemable Noncontrolling Interest, Equity, Other, Fair Value | $ | $ 78.3 |
Limited Partners' Capital Account, Units Outstanding | shares | 8,272,636 |
Basis of Presentation New Accou
Basis of Presentation New Accounting Rules (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Marketing reimbursement revenue | $ 0.4 | $ 0.7 | $ 1.7 | $ 2 | |
Deferred marketing reimbursement income | 1.4 | 1.4 | $ 0.3 | ||
Property Management Fee Revenue | 0.2 | $ 0.2 | 0.5 | 0.3 | |
Construction [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenue from Contract with Customer, Including Assessed Tax | $ 0.2 | $ 0.6 | $ 0.4 |
Basis of Presentation Capitaliz
Basis of Presentation Capitalized leasing costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Capitalized leasing costs [Abstract] | ||
Cost which are not initial direct leasing costs | $ 6.1 | $ 6.1 |
Direct Leasing Commissions Capitalized | $ 0.7 | $ 1 |
Basis of Presentation New Acc_2
Basis of Presentation New Accounting Pronouncements (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
New Accounting Pronouncement or Change in Accounting Principle, Description | In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230), which provides guidance on the presentation of restricted cash or restricted cash equivalents within the statement of cash flows. Accordingly, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective January 1, 2018. The adoption of ASU No. 2016-18 changed the presentation of the statement of cash flows for the Company to provide additional details regarding changes in restricted cash and we utilized a retrospective transition method for each period presented within financial statements. In applying the retrospective transition method, net cash used in investing activities for the nine months ended September 30, 2017 increased by $2.3 million as the change in escrow accounts is now included directly in net change in cash, cash equivalents and restricted cash. See note 5 for details regarding cash and restricted cash as presented within the consolidated statement of cash flows. | |
Prior Period Reclassification Adjustment | $ 1.9 |
Basis of Presentation Immateria
Basis of Presentation Immaterial error correction (Details) - USD ($) $ in Millions | 3 Months Ended | ||||
Jun. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | |
Statement of Financial Position [Abstract] | |||||
Increase in net loss attributable to noncontrolling interests | $ 0.7 | $ 0.8 | $ 0.8 | $ 0.7 | |
Cumulative decrease to noncontrolling interest | $ 7.8 |
Basis of Presentation Concentra
Basis of Presentation Concentration risk (Details) | 9 Months Ended |
Sep. 30, 2018Segment | |
Concentration risk [Abstract] | |
Number of Reportable Segments | 1 |
Real Estate Activities - Invest
Real Estate Activities - Investments in Real Estate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Investment [Line Items] | |||||
Buildings, improvements and construction in progress | $ 2,839,040 | $ 2,839,040 | $ 2,808,622 | ||
Land, including land held for development | 472,701 | 472,701 | 491,080 | ||
Total investments in real estate | 3,311,741 | 3,311,741 | 3,299,702 | ||
Accumulated depreciation | (1,169,709) | (1,169,709) | (1,111,007) | ||
Net investments in real estate | 2,142,032 | 2,142,032 | $ 2,188,695 | ||
Gains (Losses) on Sales of Investment Real Estate | $ 0 | $ (9) | $ 748 | $ (374) |
Real Estate Activities - Summar
Real Estate Activities - Summary of Capitalized Salaries, Commissions and Benefits, Real Estate Taxes and Interest (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Compensation, including commissions | Development/Redevelopment Activities [Member] | ||||
Real Estate Capitalized Costs [Line Items] | ||||
Real estate capitalized cost | $ 352 | $ 362 | $ 1,067 | $ 1,058 |
Capitalized Real Estate Taxes [Member] | Development/Redevelopment Activities [Member] | ||||
Real Estate Capitalized Costs [Line Items] | ||||
Real estate capitalized cost | 430 | 496 | 810 | 651 |
Interest | Development/Redevelopment Activities [Member] | ||||
Real Estate Capitalized Costs [Line Items] | ||||
Real estate capitalized cost | 1,821 | 2,209 | 4,728 | 5,358 |
Compensation, including commissions | Leasing Activities [Member] | ||||
Real Estate Capitalized Costs [Line Items] | ||||
Real estate capitalized cost | $ 1,482 | $ 1,536 | $ 5,423 | $ 4,633 |
Real Estate Activities Real Est
Real Estate Activities Real Estate Activities - Acquisitions and Dispositions (Details) - USD ($) $ in Thousands | Feb. 16, 2018 | Oct. 31, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||||||||
Payments to Acquire Real Estate | $ 11,400 | |||||||
Proceeds from Sale of Real Estate | 1,700 | |||||||
Real Estate Property Sale Price | $ 41,800 | |||||||
Proceeds from Real Estate and Real Estate Joint Ventures | $ 19,700 | |||||||
Deferred costs and other assets, net | $ 131,043 | $ 131,043 | $ 112,046 | |||||
Gains (Losses) on Sales of Investment Real Estate | $ 0 | $ (9) | 748 | $ (374) | ||||
Gain (Loss) on Sale of Properties | $ 723 | $ 112 | ||||||
Magnolia Mall Operating Restaurant [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Gains (Losses) on Sales of Other Real Estate | $ 700 | |||||||
Subsequent Event [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Proceeds from Sale of Real Estate | $ 2,400 | |||||||
Gains (Losses) on Sales of Other Real Estate | $ 1,000 |
Real Estate Activities Real E_2
Real Estate Activities Real Estate Activities - Impairment of assets (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | May 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Line Items] | ||||||
Asset Impairment Charges | $ 0 | $ 1,825 | $ 34,286 | $ 55,742 | ||
Wyoming Valley Mall [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Asset Impairment Charges | $ 32,200 | |||||
Gainesville Land [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Asset Impairment Charges | $ 2,100 |
Investments in Partnerships - S
Investments in Partnerships - Summary of Equity Investments (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Investments in real estate, at cost: | |||
Operating properties | $ 569,508 | $ 612,689 | |
Construction in progress | 396,214 | 293,102 | |
Total investments in real estate | 965,722 | 905,791 | |
Accumulated depreciation | (208,555) | (202,424) | |
Net investments in real estate | 757,167 | 703,367 | |
Cash and cash equivalents | 26,129 | 26,158 | |
Deferred costs and other assets, net | 33,310 | 34,345 | |
Total assets | 816,606 | 763,870 | |
LIABILITIES AND PARTNERS’ INVESTMENT: | |||
Mortgage loans payable, net | 509,039 | 513,139 | |
Long Term Debt Equity Method Investment, net | 247,772 | 0 | |
Other liabilities | 32,859 | 37,971 | |
Total liabilities | 789,670 | 551,110 | |
Net investment | 26,936 | 212,760 | |
Partners’ share | 13,039 | 106,886 | |
PREIT’s share | 13,897 | 105,874 | |
Excess investment | [1] | 14,336 | 13,081 |
Net investments and advances | 28,233 | 118,955 | |
Investment in partnerships, at equity | 120,915 | 216,823 | |
Distributions in excess of partnership investments | $ (92,682) | $ (97,868) | |
[1] | Excess investment represents the unamortized difference between our investment and our share of the equity in the underlying net investment in the unconsolidated partnerships. The excess investment is amortized over the life of the properties, and the amortization is included in “Equity in income of partnerships.” |
Investments in Partnerships Dis
Investments in Partnerships Dispositions (Details) $ in Millions | Feb. 16, 2018USD ($) |
Dispositions [Line Items] | |
Gain (Loss) on Disposition of Assets | $ 5.5 |
Gain (Loss) on Disposition of Other Assets | 2.8 |
Proceeds from Real Estate and Real Estate Joint Ventures | $ 19.7 |
Investments in Partnerships -_2
Investments in Partnerships - Summary of Share of Equity in Income of Partnerships (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||||
Real Estate Revenue Net Equity Method Investments | $ 23,848 | $ 29,395 | $ 73,826 | $ 87,089 | |
Total assets | 816,606 | 816,606 | $ 763,870 | ||
Operating expenses: | |||||
Property operating and other expenses | (7,659) | (7,885) | (23,512) | (25,098) | |
Interest expense | (5,872) | (5,460) | (17,440) | (16,266) | |
Depreciation and amortization | (4,763) | (6,496) | (14,715) | (19,151) | |
Total expenses | (18,294) | (19,841) | (55,667) | (60,515) | |
Net income | 5,554 | 9,554 | 18,159 | 26,574 | |
Partners’ share | (3,057) | (5,321) | (9,971) | (14,567) | |
PREIT’s share | 2,497 | 4,233 | 8,188 | 12,007 | |
Amortization of and adjustments to excess investment, net | (20) | 21 | (2) | 137 | |
Equity in income of partnerships | 2,477 | 4,254 | 8,186 | 12,144 | |
Lehigh Valley Associates, LP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investment, Summarized Financial Information, Revenue | 8,871 | 8,355 | 26,474 | 25,811 | |
Total assets | 52,175 | 52,175 | 43,850 | ||
Equity Method Investment, Summarized Financial Information, Mortgages Payable | 196,329 | 196,329 | $ 199,451 | ||
Equity Method Investment, Summarized Financial Information, Property Operating Expenses | (2,249) | (2,169) | (6,778) | (6,653) | |
Equity Method Investment, Summarized Financial Information, Interest Expense | (2,062) | (1,851) | (6,158) | (5,582) | |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 3,853 | 3,449 | 11,495 | 10,710 | |
Equity Method Investment, Summarized Financial Information, Share of Equity in Income of Partnership | $ 1,927 | $ 1,724 | $ 5,748 | $ 5,355 |
Investments in Partnerships Mor
Investments in Partnerships Mortgage Loan Activity Partnerships (Details) - USD ($) $ in Thousands | Mar. 01, 2018 | Feb. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Proceeds from Equity Method Investment, Distribution | $ 6,029 | $ 10,974 | ||||
Mortgage loans payable, net | $ 1,052,138 | 1,052,138 | $ 1,056,084 | |||
Payments of Financing Costs | 6,522 | $ 71 | ||||
Fashion District Philadelphia [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loans Payable | $ 250,000 | $ 250,000 | ||||
Debt Instrument, Interest Rate Terms | LIBOR plus 2.00% | |||||
Proceeds from Equity Method Investment, Distribution | $ 123,000 | |||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | ||||
Gloucester Premium Outlets [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate Terms | LIBOR plus 1.50% | |||||
Equity Method Investment, Ownership Percentage | 25.00% | 25.00% | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Face Amount of Mortgages | $ 86,000 | |||||
Repayments of Long-term Debt | $ 84,100 | |||||
Pavilion [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate Terms | LIBOR plus 2.85% | |||||
Debt Instrument, Maturity Date | Feb. 1, 2021 | |||||
Equity Method Investment, Ownership Percentage | 40.00% | 40.00% |
Financing Activity - Additional
Financing Activity - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Description | we have entered into two credit agreements (collectively, as amended, the “Credit Agreements”): (1) the 2018 Credit Agreement, which, as described in more detail below, includes (a) the 2018 Revolving Facility, and (b) the 2018 Term Loan Facility, and (2) the 2014 7-Year Term Loan. As further discussed in our Annual Report on Form 10-K for the year ended December 31, 2017, as of that date, we had entered into four credit agreements : (1) the 2013 Revolving Facility, (2) the 2014 7-Year Term Loan, (3) the 2014 5-Year Term Loan, and (4) the 2015 5-Year Term Loan. The 2018 Term Loan Facility and the 2014 7-Year Term Loan are collectively referred to as the “Term Loans.” | ||||
Term Loan Borrowing | $ 550,000 | $ 550,000 | |||
Long-term Line of Credit | 37,000 | 37,000 | $ 53,000 | ||
Maximum Unsecured Borrowing Amount Under Unencumbered Debt Yield Covenant | 200,900 | $ 200,900 | |||
Line of Credit Facility, Interest Rate Description | Amounts borrowed under the Credit Agreements, either under the 2018 Revolving Facility or the Term Loans, which may be either LIBOR Loans or Base Rate Loans, bear interest at the rate specified below per annum, depending on our leverage, unless and until we receive an investment grade credit rating and provide notice to the Administrative Agent, as defined therein (the “Rating Date”), after which alternative rates would apply, as described in the 2018 Credit Agreement. In determining our leverage (the ratio of Total Liabilities to Gross Asset Value), the capitalization rate used to calculate Gross Asset Value is (a) 6.50% for each Property having an average sales per square foot of more than $500 for the most recent period of 12 consecutive months, and (b) 7.50% for any other Property. The 2018 Revolving Facility is subject to a facility fee, which depends on leverage and was 0.30% as of September 30, 2018, and is recorded in interest expense in the consolidated statements of operations. | ||||
Debt Instrument, Covenant Description | The Credit Agreements contain certain affirmative and negative covenants, including, without limitation, requirements that PREIT maintain, on a consolidated basis: (1) Minimum Tangible Net Worth of $1,463.2 million, plus 75% of the Net Proceeds of all Equity Issuances effected at any time after March 31, 2018; (2) maximum ratio of Total Liabilities to Gross Asset Value of 0.60:1, provided that it will not be a Default if the ratio exceeds 0.60:1 but does not exceed 0.625:1 for more than two consecutive quarters on more than two occasions during the term; (3) minimum ratio of Adjusted EBITDA to Fixed Charges of 1.50:1; (4) minimum Unencumbered Debt Yield of (a) 11.0% through and including June 30, 2020, (b) 11.25% any time after June 30, 2020 through and including June 30, 2021, and (c) 11.50% any time thereafter; (5) minimum Unencumbered NOI to Unsecured Interest Expense of 1.75:1; (6) maximum ratio of Secured Indebtedness to Gross Asset Value of 0.60:1; and (7) Distributions may not exceed (a) with respect to our preferred shares, the amounts required by the terms of the preferred shares, and (b) with respect to our common shares, the greater of (i) 95.0% of Funds From Operations (FFO) and (ii) 110% of REIT taxable income for a fiscal year. The covenants and restrictions in the Credit Agreements limit our ability to incur additional indebtedness, grant liens on assets and enter into negative pledge agreements, merge, consolidate or sell all or substantially all of its assets, and enter into transactions with affiliates. The Credit Agreements are subject to customary events of default and are cross-defaulted with one another. | ||||
Accelerated Amortization Expense | 0 | $ 363 | |||
Debt Instrument, Covenant Compliance | As of September 30, 2018, the Borrower was in compliance with all financial covenants in the Credit Agreements. | ||||
2013 Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of Credit Outstanding, Amount | 5,100 | $ 5,100 | |||
Interest Expense, Debt, Excluding Amortization | 392 | $ 601 | 1,006 | $ 2,011 | |
Non-cash amortization of deferred financing fees | 274 | 199 | 778 | 597 | |
Term Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | 4,525 | 4,205 | 13,310 | 10,752 | |
Non-cash amortization of deferred financing fees | 188 | $ 191 | 569 | $ 568 | |
Unsecured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Line of Credit Arrangements, Net | $ 2,900 | $ 2,900 |
Financing Activity - Applicable
Financing Activity - Applicable Credit Spread Over Libor at Various Leverage Levels (Detail) | 9 Months Ended |
Sep. 30, 2018 | |
Ratio One [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.20% |
Ratio One [Member] | London Interbank Offered Rate (LIBOR) [Member] | Unsecured Debt [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.35% |
Ratio One [Member] | Base Rate [Member] | Unsecured debt base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.35% |
Ratio One [Member] | Revolving base rate loan [Member] | Revolving base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.20% |
Ratio Two [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.25% |
Ratio Two [Member] | London Interbank Offered Rate (LIBOR) [Member] | Unsecured Debt [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.45% |
Ratio Two [Member] | Base Rate [Member] | Unsecured debt base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.45% |
Ratio Two [Member] | Revolving base rate loan [Member] | Revolving base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.25% |
Ratio Three [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.30% |
Ratio Three [Member] | London Interbank Offered Rate (LIBOR) [Member] | Unsecured Debt [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.60% |
Ratio Three [Member] | Base Rate [Member] | Unsecured debt base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.60% |
Ratio Three [Member] | Revolving base rate loan [Member] | Revolving base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.30% |
Ratio Four [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.55% |
Ratio Four [Member] | London Interbank Offered Rate (LIBOR) [Member] | Unsecured Debt [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 1.90% |
Ratio Four [Member] | Base Rate [Member] | Unsecured debt base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.90% |
Ratio Four [Member] | Revolving base rate loan [Member] | Revolving base rate loan [Member] | |
Schedule Of Maximum Leverage Ratio [Line Items] | |
Stated Interest Rate | 0.55% |
Financing Activity - Carrying a
Financing Activity - Carrying and Fair Values of Mortgage Loans (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
Mortgage loans, Carrying Value | $ 1,052,138 | $ 1,056,084 |
Mortgage loans, Fair Value | $ 1,004,000 | $ 1,029,700 |
Financing Activity - Mortgage L
Financing Activity - Mortgage Loan Activity (Detail) - USD ($) $ in Thousands | Feb. 20, 2018 | Jan. 19, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Mortgage Loan Activity [Line Items] | ||||
Mortgage loans payable, net | $ 1,052,138 | $ 1,056,084 | ||
Fashion District Philadelphia [Member] | ||||
Mortgage Loan Activity [Line Items] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Renewed and Extended, Amount | $ 68,500 | |||
Debt Instrument, Maturity Date | Jan. 19, 2022 | |||
Debt Instrument, Interest Rate Terms | LIBOR plus 2.60% | |||
Viewmont Mall [Member] | ||||
Mortgage Loan Activity [Line Items] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Renewed and Extended, Amount | $ 67,200 | |||
Debt Instrument, Maturity Date | Mar. 29, 2021 | |||
Debt Instrument, Interest Rate Terms | LIBOR plus 2.35% | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate, Period Increase (Decrease) | $ 10,200 |
Financing Activity - Mortgage_2
Financing Activity - Mortgage Loan Activity Additional Detail (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Mortgage Loan Activity [Line Items] | ||
Mortgage loans payable, net | $ 1,052,138 | $ 1,056,084 |
Maximum Unsecured Borrowing Amount Under Unencumbered Debt Yield Covenant | 200,900 | |
Two Thousand Thirteen Revolving Credit Facility [Member] | ||
Mortgage Loan Activity [Line Items] | ||
Letters of Credit Outstanding, Amount | 5,100 | |
Wyoming Valley Mall [Member] | ||
Mortgage Loan Activity [Line Items] | ||
Mortgage loans payable, net | 74,100 | |
Secured Debt [Member] | ||
Mortgage Loan Activity [Line Items] | ||
Debt Issuance Costs, Line of Credit Arrangements, Net | $ 3,300 | $ 3,400 |
Cash Flow Information - Additio
Cash Flow Information - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Other Significant Noncash Transactions [Line Items] | ||
Cash paid for interest | $ 43,200 | $ 40,600 |
Net of capitalized interest | 4,700 | 5,500 |
Line of credit facilities gross borrowings | 37,000 | 236,000 |
Line of credit facilities gross repayments | 53,000 | 233,000 |
Lease Termination Revenue Non Cash | $ 4,200 | $ 0 |
Noncash Investing and Financing Activities Related Text | Paydowns of the 2014 5-Year Term Loan and the 2015 5-Year Term Loan of $150.0 million each were made in the nine months ended September 30, 2018, which were directly paid from the 2018 Term Loan Facility borrowing and are considered to be non-cash transactions. |
Cash Flow Information Cash and
Cash Flow Information Cash and Restricted Cash (Details) - USD ($) $ in Thousands | 9 Months Ended | ||||
Sep. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |||||
Additional Cash and Cash Equivalent Related Text | Our restricted cash consists of cash held in escrow by banks for real estate taxes and other purposes. | ||||
Cash and cash equivalents | $ 19,294 | $ 15,348 | $ 76,942 | ||
Restricted Cash | 12,730 | 17,751 | |||
Restricted Cash and Cash Equivalents | $ 32,024 | $ 33,953 | $ 94,693 | $ 94,693 | $ 29,865 |
Commitments and Contingencies C
Commitments and Contingencies Contractual Obligations (Details) $ in Millions | Sep. 30, 2018USD ($) |
Construction in Progress [Member] | |
Other Commitments [Line Items] | |
Unaccrued Contractual And Other Commitments | $ 128 |
Commitments and Contingencies P
Commitments and Contingencies Provision for Employee Separation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | |
Provision for employee separation expense [Abstract] | |||
Severance Costs | $ 0.6 | $ 1 | $ 1.1 |
Accrued severence | $ 1.1 | $ 1.1 |
Commitments and Contingencies_2
Commitments and Contingencies Property Damage from Natural Disaster (Details) | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Property Damage from Natural Disaster [Abstract] | |
Loss from Catastrophes | $ 1,667,000 |
Insurance Recoveries | 1,642,000 |
Insurance Deductible | $ 25,000 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) $ in Millions | Sep. 30, 2018USD ($) |
Derivative Instruments [Line Items] | |
Estimate increase to interest expense | $ 6.1 |
Derivative, notional amount | $ 1,047.7 |
Interest Rate | 1.83% |
Interest Rate Swap [Member] | |
Derivative Instruments [Line Items] | |
Derivative, Weighted average interest rate | 1.55% |
Derivative, notional amount | $ 797.7 |
Interest Rate Forward Starting Swaps 2023 Maturity [Member] | |
Derivative Instruments [Line Items] | |
Derivative, notional amount | $ 250 |
Interest Rate | 2.71% |
Derivatives - Fair Value of Der
Derivatives - Fair Value of Derivative Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Notional Value of Matured Swaps | $ 110.6 | ||
Derivative, Notional Amount | $ 1,047.7 | ||
Interest Rate | 1.83% | ||
Derivative, Fair Value, Net | $ 19.4 | $ 9.7 | |
Weighted average interest rate matured swaps | 1.11% | ||
Interest Rate Swaps 2019 Maturity [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Notional Amount | $ 250 | ||
Interest Rate | 1.44% | ||
Derivative, Fair Value, Net | $ 0.6 | 0.8 | |
Interest Rate Swaps 2020 Maturity [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Notional Amount | $ 100 | ||
Interest Rate | 1.23% | ||
Derivative, Fair Value, Net | $ 2.6 | 1.9 | |
Interest Rate Swaps 2021 Maturity [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Notional Amount | $ 397.7 | ||
Interest Rate | 1.57% | ||
Derivative, Fair Value, Net | $ 13.5 | $ 7 | |
Interest Rate Swaps 2023 Maturity [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Notional Amount | $ 50 | ||
Interest Rate | 2.62% | ||
Derivative, Fair Value, Net | $ 0.6 | ||
Interest Rate Forward Starting Swaps 2023 Maturity [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Notional Amount | $ 250 | ||
Interest Rate | 2.71% | ||
Derivative, Fair Value, Net | $ 2.1 |
Derivatives - Effect of Our Der
Derivatives - Effect of Our Derivative Financial Instruments on Our Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ (1,000) | $ (400) | $ (800) | $ (1,900) |
Gain (loss) recognized in Other Comprehensive Income (Loss) on derivatives | 3,000 | (100) | 11,200 | 200 |
Interest Expense | (15,181) | (14,342) | (46,064) | (44,098) |
Gain (loss) recognized in Other Comprehensive Income (Loss) on derivatives | $ 3,000 | $ (100) | $ 11,200 | $ 200 |
Historic Tax Credits (Details)
Historic Tax Credits (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Taxes [Line Items] | ||||
Other Expenses | $ 0.2 | $ 0.2 | $ 0.2 | $ 0.2 |
Other Income | 1 | 1.8 | 1 | 1.8 |
Fifth recapture of the first stage [Member] | ||||
Income Taxes [Line Items] | ||||
Amortization Of Historic Tax Credit | 0.9 | $ 0.9 | ||
Fifth recapture of the second stage [Member] | ||||
Income Taxes [Line Items] | ||||
Amortization Of Historic Tax Credit | $ 1 | $ 1 | ||
Fourth recapture of the second stage [Member] | ||||
Income Taxes [Line Items] | ||||
Amortization Of Historic Tax Credit | $ 1 |