Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 27, 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Current Fiscal Year End Date | --12-31 | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Transition Report | false | |
Entity File Number | 1-10709 | |
Entity Registrant Name | PS BUSINESS PARKS, INC./MD | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 95-4300881 | |
Entity Address, Address Line One | 701 Western Avenue | |
Entity Address, City or Town | Glendale | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91201-2349 | |
City Area Code | 818 | |
Local Phone Number | 244-8080 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,550,595 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000866368 | |
Common Stock [Member] | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | PSB | |
Security Exchange Name | NYSE | |
Series W Preferred Stock [Member] | ||
Title of 12(b) Security | Depositary Shares Each Representing 1/1,000 of a 5.200% Cum Pref Stock, Series W, $0.01 par value | |
Trading Symbol | PSBPrW | |
Security Exchange Name | NYSE | |
Series X Preferred Stock [Member] | ||
Title of 12(b) Security | Depositary Shares Each Representing 1/1,000 of a 5.250% Cum Pref Stock, Series X, $0.01 par value | |
Trading Symbol | PSBPrX | |
Security Exchange Name | NYSE | |
Series Y Preferred Stock [Member] | ||
Title of 12(b) Security | Depositary Shares Each Representing 1/1,000 of a 5.200% Cum Pref Stock, Series Y, $0.01 par value | |
Trading Symbol | PSBPrY | |
Security Exchange Name | NYSE | |
Series Z Preferred Stock [Member] | ||
Title of 12(b) Security | Depositary Shares Each Representing 1/1,000 of a 4.875% Cum Pref Stock, Series Z, $0.01 par value | |
Trading Symbol | PSBPrZ | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 46,594 | $ 69,083 |
Real estate facilities, at cost | ||
Land | 865,062 | 843,765 |
Buildings and improvements | 2,207,095 | 2,080,895 |
Gross real estate investment property | 3,072,157 | 2,924,660 |
Accumulated depreciation | (1,157,947) | (1,101,739) |
Net real estate investment property | 1,914,210 | 1,822,921 |
Properties held for sale, net | 46,811 | 75,138 |
Land and building held for development, net | 62,467 | 37,922 |
Total real estate investments | 2,023,488 | 1,935,981 |
Rent receivable | 2,427 | 1,519 |
Deferred rent receivable | 37,078 | 36,788 |
Other assets | 18,891 | 14,334 |
Total assets | 2,128,478 | 2,057,705 |
LIABILITIES AND EQUITY | ||
Accrued and other liabilities | 99,208 | 82,065 |
Total liabilities | 99,208 | 82,065 |
Commitments and contingencies | ||
PS Business Parks, Inc.'s stockholders' equity | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized, 37,790 shares issued and outstanding at ($944,750 aggregate liquidation preference) September 30, 2021 and December 31, 2020 | 944,750 | 944,750 |
Common stock, $0.01 par value, 100,000,000 shares authorized, 27,546,153 and 27,488,547 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively | 275 | 274 |
Paid-in capital | 741,032 | 738,022 |
Accumulated earnings | 113,444 | 73,631 |
Total PS Business Parks, Inc.'s stockholders' equity | 1,799,501 | 1,756,677 |
Noncontrolling interests | 229,769 | 218,963 |
Total equity | 2,029,270 | 1,975,640 |
Total liabilities and equity | $ 2,128,478 | $ 2,057,705 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 37,790 | 37,790 |
Preferred stock, shares outstanding | 37,790 | 37,790 |
Preferred stock, liquidation preference | $ 944,750 | $ 944,750 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 27,546,153 | 27,488,547 |
Common Stock, Shares, Outstanding | 27,546,153 | 27,488,547 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements Of Income [Abstract] | ||||
Rental income | $ 110,448 | $ 103,760 | $ 327,859 | $ 310,535 |
Expenses | ||||
Cost of operations | 33,091 | 32,096 | 98,158 | 93,490 |
Depreciation and amortization | 23,857 | 23,064 | 69,356 | 72,646 |
General and administrative | 5,148 | 5,047 | 14,329 | 11,374 |
Total operating expenses | 62,096 | 60,207 | 181,843 | 177,510 |
Interest and other income | 411 | 230 | 1,590 | 1,012 |
Interest and other expense | (224) | (536) | (703) | (900) |
Gain on sale of real estate facilities | 29,924 | 7,652 | 49,117 | 27,273 |
Net income | 78,463 | 50,899 | 196,020 | 160,410 |
Allocation to noncontrolling interests | (13,850) | (8,124) | (33,355) | (26,011) |
Net income allocable to PS Business Parks, Inc. | 64,613 | 42,775 | 162,665 | 134,399 |
Allocation to preferred stockholders | (12,046) | (12,046) | (36,139) | (36,139) |
Allocation to restricted stock unit holders | (350) | (149) | (828) | (543) |
Net income allocable to common stockholders | $ 52,217 | $ 30,580 | $ 125,698 | $ 97,717 |
Net income per share of common stock | ||||
Basic | $ 1.90 | $ 1.11 | $ 4.57 | $ 3.56 |
Diluted | $ 1.89 | $ 1.11 | $ 4.55 | $ 3.55 |
Weighted average common stock outstanding | ||||
Basic | 27,543 | 27,483 | 27,523 | 27,470 |
Diluted | 27,635 | 27,565 | 27,623 | 27,560 |
Consolidated Statements Of Equi
Consolidated Statements Of Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Paid-In Capital [Member] | Accumulated Earnings [Member] | Total PS Business Parks, Inc.'s Stockholders' Equity [Member] | Noncontrolling Interests [Member] | Total |
Balances at Dec. 31, 2019 | $ 944,750 | $ 274 | $ 736,986 | $ 63,666 | $ 1,745,676 | $ 216,135 | $ 1,961,811 |
Balances, shares at Dec. 31, 2019 | 37,790 | 27,440,953 | |||||
Issuance of common stock in connection with share-based compensation | 259 | 259 | 259 | ||||
Issuance of common stock in connection with share-based compensation, shares | 45,835 | ||||||
Stock compensation, net | 3,922 | 3,922 | 3,922 | ||||
Cash paid for taxes in lieu of stock upon vesting of restricted stock units | (4,102) | (4,102) | (4,102) | ||||
Capital contribution from noncontrolling interests - joint venture | 438 | 438 | |||||
Net income | 134,399 | 134,399 | 26,011 | 160,410 | |||
Distributions | |||||||
Preferred stock (Note 9) | (36,139) | (36,139) | (36,139) | ||||
Common stock | (86,533) | (86,533) | (86,533) | ||||
Noncontrolling interests—Common Units | (23,012) | (23,012) | |||||
Noncontrolling interests—Joint venture | (109) | (109) | |||||
Balances at Sep. 30, 2020 | $ 944,750 | $ 274 | 737,065 | 75,393 | 1,757,482 | 219,463 | 1,976,945 |
Balances, shares at Sep. 30, 2020 | 37,790 | 27,486,788 | |||||
Balances at Jun. 30, 2020 | $ 944,750 | $ 274 | 735,129 | 73,524 | 1,753,677 | 218,618 | 1,972,295 |
Balances, shares at Jun. 30, 2020 | 37,790 | 27,481,486 | |||||
Issuance of common stock in connection with share-based compensation, shares | 5,302 | ||||||
Stock compensation, net | 2,378 | 2,378 | 2,378 | ||||
Cash paid for taxes in lieu of stock upon vesting of restricted stock units | (442) | (442) | (442) | ||||
Capital contribution from noncontrolling interests - joint venture | 438 | 438 | |||||
Net income | 42,775 | 42,775 | 8,124 | 50,899 | |||
Distributions | |||||||
Preferred stock (Note 9) | (12,046) | (12,046) | (12,046) | ||||
Common stock | (28,860) | (28,860) | (28,860) | ||||
Noncontrolling interests—Common Units | (7,671) | (7,671) | |||||
Noncontrolling interests—Joint venture | (46) | (46) | |||||
Balances at Sep. 30, 2020 | $ 944,750 | $ 274 | 737,065 | 75,393 | 1,757,482 | 219,463 | 1,976,945 |
Balances, shares at Sep. 30, 2020 | 37,790 | 27,486,788 | |||||
Balances at Dec. 31, 2020 | $ 944,750 | $ 274 | 738,022 | 73,631 | 1,756,677 | 218,963 | 1,975,640 |
Balances, shares at Dec. 31, 2020 | 37,790 | 27,488,547 | |||||
Issuance of common stock in connection with share-based compensation | $ 1 | 906 | 907 | 907 | |||
Issuance of common stock in connection with share-based compensation, shares | 57,606 | ||||||
Stock compensation, net | 5,889 | 5,889 | 5,889 | ||||
Cash paid for taxes in lieu of stock upon vesting of restricted stock units | (3,680) | (3,680) | (3,680) | ||||
Capital contribution from noncontrolling interests - joint venture | 523 | 523 | |||||
Issuance costs | (105) | (105) | (105) | ||||
Net income | 162,665 | 162,665 | 33,355 | 196,020 | |||
Distributions | |||||||
Preferred stock (Note 9) | (36,139) | (36,139) | (36,139) | ||||
Common stock | (86,713) | (86,713) | (86,713) | ||||
Noncontrolling interests—Common Units | (23,012) | (23,012) | |||||
Noncontrolling interests—Joint venture | (60) | (60) | |||||
Balances at Sep. 30, 2021 | $ 944,750 | $ 275 | 741,032 | 113,444 | 1,799,501 | 229,769 | 2,029,270 |
Balances, shares at Sep. 30, 2021 | 37,790 | 27,546,153 | |||||
Balances at Jun. 30, 2021 | $ 944,750 | $ 275 | 739,336 | 89,800 | 1,774,161 | 223,374 | 1,997,535 |
Balances, shares at Jun. 30, 2021 | 37,790 | 27,541,464 | |||||
Issuance of common stock in connection with share-based compensation, shares | 4,689 | ||||||
Stock compensation, net | 2,174 | 2,174 | 2,174 | ||||
Cash paid for taxes in lieu of stock upon vesting of restricted stock units | (478) | (478) | (478) | ||||
Capital contribution from noncontrolling interests - joint venture | 236 | 236 | |||||
Net income | 64,613 | 64,613 | 13,850 | 78,463 | |||
Distributions | |||||||
Preferred stock (Note 9) | (12,046) | (12,046) | (12,046) | ||||
Common stock | (28,923) | (28,923) | (28,923) | ||||
Noncontrolling interests—Common Units | (7,671) | (7,671) | |||||
Noncontrolling interests—Joint venture | (20) | (20) | |||||
Balances at Sep. 30, 2021 | $ 944,750 | $ 275 | $ 741,032 | $ 113,444 | $ 1,799,501 | $ 229,769 | $ 2,029,270 |
Balances, shares at Sep. 30, 2021 | 37,790 | 27,546,153 |
Consolidated Statements Of Eq_2
Consolidated Statements Of Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements Of Equity [Abstract] | ||||
Common stock, distributions per share | $ 1.05 | $ 1.05 | $ 3.15 | $ 3.15 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net income | $ 196,020 | $ 160,410 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization expense | 69,356 | 72,646 |
Straight-line rent and amortization of lease intangibles, net | (1,943) | (5,340) |
Gain on sale of real estate facilities | (49,117) | (27,273) |
Stock compensation expense | 6,422 | 4,391 |
Amortization of financing costs | 468 | 410 |
Other, net | 11,202 | 6,313 |
Total adjustments | 36,388 | 51,147 |
Net cash provided by operating activities | 232,408 | 211,557 |
Cash flows from investing activities | ||
Capital expenditures to real estate facilities | (26,062) | (23,189) |
Capital expenditures to land and building held for development | (31,921) | (10,602) |
Acquisition of real estate facilities | (122,171) | (13,423) |
Proceeds from sale of real estate facilities | 76,566 | 40,674 |
Net cash used in investing activities | (103,588) | (6,540) |
Cash flows from financing activities | ||
Payment of deferred financing costs | (2,248) | |
Payment of financing costs | (237) | (255) |
Proceeds from the exercise of stock options | 907 | 259 |
Issuance costs | (105) | |
Cash paid for taxes in lieu of stock upon vesting of restricted stock units | (3,680) | (4,102) |
Cash paid to restricted stock unit holders | (545) | (469) |
Capital contribution from noncontrolling interests—joint venture | 523 | 438 |
Distributions paid to preferred stockholders | (36,139) | (36,139) |
Distributions paid to common stockholders | (86,713) | (86,533) |
Distributions paid to noncontrolling interests-common units | (23,012) | (23,012) |
Distributions paid to noncontrolling interests-joint venture | (60) | (109) |
Net cash used in financing activities | (151,309) | (149,922) |
Net (decrease) increase in cash and cash equivalents | (22,489) | 55,095 |
Cash, cash equivalents and restricted cash at the beginning of the period | 70,171 | 63,874 |
Cash, cash equivalents and restricted cash at the end of the period | 47,682 | $ 118,969 |
Accrued capital expenditures to land and building held for development | ||
Land and building held for development, net | 3,362 | |
Accrued and other liabilities | $ (3,362) |
Organization And Description Of
Organization And Description Of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization And Description Of Business [Abstract] | |
Organization And Description Of Business | 1. Organization and description of business Organization PS Business Parks, Inc. (“PSB”), a Maryland corporation, was organized in 1990. Effective May 19, 2021, following approval by its common and preferred stockholders, PSB reincorporated from the state of California to the state of Maryland. As of September 30, 2021, PSB owned 79.0% of the common partnership units of PS Business Parks, L.P. (the “OP”). The remaining common partnership units are owned by Public Storage (“PS”). PS’s interest in the OP is referred to as the “PS OP Interests.” PSB, as the sole general partner of the OP, has full, exclusive and complete responsibility and discretion in managing and controlling the OP. PSB and its subsidiaries, including the OP and its consolidated joint ventures, are collectively referred to as the “Company,” “we,” “us,” or “our.” PS also owns 7.2 million shares of common stock and would own 41.5% (or 14.5 million shares) of the outstanding shares of the Company’s common stock if it redeemed its common partnership units for shares of common stock. Description of business The Company is a fully-integrated, self-advised and self-managed real estate investment trust (“REIT”) that owns, operates, acquires and develops commercial properties, primarily multi-tenant industrial, industrial-flex and low-rise suburban office space. As of September 30, 2021, the Company owned and operated 28.1 million rentable square feet of commercial space in six states, comprising 97 parks and 680 buildings. The Company also held a 95.0% interest in a joint venture entity which owns Highgate at The Mile, a 395-unit multifamily apartment complex located in Tysons, Virginia, and a 98.2% interest in a joint venture formed to develop Brentford at The Mile, a planned 411-unit multifamily apartment complex also located in Tysons, Virginia. The Company also manages for a fee approximately 0.4 million rentable square feet on behalf of PS. References herein to the number of properties, parks, apartment units or square footage are unaudited and outside the scope of the Company’s independent registered public accounting firm’s review of the Company’s consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. Summary of significant accounting policies Basis of presentation The accompanying unaudited consolidated financial statements include the accounts of PSB and its subsidiaries, including the OP and its consolidated joint ventures. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements. The financial statements are presented on an accrual basis in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ended December 31, 2021. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Consolidation and equity method of accounting We consider entities to be Variable Interest Entities (“VIEs”) when they have insufficient equity to finance their activities without additional subordinated financial support provided by other parties, or the equity holders as a group do not have a controlling financial interest. A limited partnership is also generally considered a VIE if the limited partners do not participate in operating decisions. We consolidate VIEs when we are the primary beneficiary, generally defined as having (i) the power to direct the activities most significantly impacting economic performance and (ii) either the obligation to absorb losses or the right to receive benefits from the VIE. We account for investments in entities that are not VIEs that we have significant influence over, but do not control, using the equity method of accounting and for investment in entities that we control, we consolidate. We do not consider the joint venture entity that owns Highgate at The Mile a VIE, but we consolidate the entity as the Company has control over the joint venture. See Note 3 for more information relating to this joint venture arrangement. We have a 98.2% interest in Brentford at The Mile, a planned 411-unit multifamily apartment complex (the “Brentford Joint Venture”). An unrelated real estate development company (the “JV Partner”) holds the remaining 1.8% interest. Based on management’s analysis of the joint venture and certain related agreements, we have concluded we have control over the Brentford Joint Venture as we (a) are the managing member of the Brentford Joint Venture, (b) have designated decision making power to direct the activities that most significantly affect the economic performance of the Brentford Joint Venture, and (c) have a 98.2% economic interest in the investment. Thus, we determined the Brentford Joint Venture is a VIE, and that we are the primary beneficiary. As such, we consolidate the Brentford Joint Venture, and the related land and development costs of $46.5 million and $15.1 million were included in land and building held for development, net on our consolidated balance sheets as of September 30, 2021 and December 31, 2020, respectively. The assets of the Brentford Joint Venture may only be used to settle obligations of the Brentford Joint Venture and the creditors of the Brentford Joint Venture have no recourse to the general credit of the Company. See Note 4 for more information relating to this joint venture arrangement. PS, the sole limited partner in the OP, has no power to direct the activities of the OP. PSB is the primary beneficiary and has control over the OP as it has the exclusive responsibility under the Operating Partnership Agreement to manage and conduct the business of the OP. Accordingly, we consider the OP a VIE and consolidate it. Substantially all of our assets and liabilities are held by the OP. Noncontrolling interests Noncontrolling interests represent (i) PS’s noncontrolling interest in the OP through its ownership of 7,305,355 common partnership units, (ii) the JV Partner’s 5.0% interest in our consolidated joint venture that owns Highgate at The Mile, and (iii) the JV Partner’s 1.8% interest in our consolidated joint venture formed to develop Brentford at The Mile. See Note 7 for further information on noncontrolling interests. Use of estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Financial instruments The methods and assumptions used to estimate the fair value of financial instruments are described below. The Company has estimated the fair value of financial instruments using available market information and appropriate valuation methodologies. Considerable judgment is required in interpreting market data to develop estimates of market value. Accordingly, estimated fair values are not necessarily indicative of the amounts that could be realized in current market exchanges. The Company determines the estimated fair value of financial assets and liabilities utilizing a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. This hierarchy requires the use of observable market data when available. The following is the fair value hierarchy: Level 1—quoted prices for identical instruments in active markets;Level 2—quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; andLevel 3—fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Financial assets that are exposed to credit risk consist primarily of cash equivalents and receivables. The Company considers all highly liquid investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents, which consist primarily of money market investments, are only invested in entities with an investment grade rating. Receivables are balances due from various customers. Balances that the Company expects to become uncollectible are written off. Due to the short period to maturity of the Company’s cash and cash equivalents, accounts receivable, other assets and accrued and other liabilities, the carrying values as presented on the consolidated balance sheets are reasonable estimates of fair value. Carrying values of the Company’s Credit Facility (as defined in Note 6) approximate fair value. The characteristics of the Credit Facility, market data and other comparative metrics utilized in determining these fair values are “Level 2” inputs. The following table provides a reconciliation of cash, cash equivalents and restricted cash per the consolidated statements of cash flow to the corresponding financial statement line items in the consolidated balance sheets (in thousands): December 31, 2020 2019Consolidated balance sheets Cash and cash equivalents $ 69,083 $ 62,786 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 70,171 $ 63,874 September 30, 2021 2020Consolidated balance sheets Cash and cash equivalents $ 46,594 $ 117,881 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 47,682 $ 118,969 Real estate facilities Real estate facilities are recorded at cost. Property taxes, insurance, interest and costs essential to the development of property for its intended use are capitalized during the period of development. Direct costs related to the renovation or improvement of the properties are capitalized. Expenditures for repairs and maintenance are expensed as incurred. Expenditures that are expected to provide benefit for a period greater than two years are capitalized and depreciated over their estimated useful life. Buildings and improvements are depreciated using the straight-line method over their estimated useful lives, which generally range from five to 30 years. Transaction costs, which include tenant improvements and lease commissions, for leases with terms greater than one year are capitalized and depreciated over the corresponding lease term. Property held for sale or development Real estate is classified as held for sale when the asset is being marketed for sale and we expect that a sale is likely to occur in the next 12 months. Real estate is classified as held for development when it is no longer used in its original form and it will be developed to an alternate use. Property held for sale or development is not depreciated. Intangible assets/liabilities When we acquire real estate facilities, an intangible asset is recorded in other assets for leases where the in-place rent is higher than market rents, and an intangible liability is recorded in other liabilities where the market rents are higher than the in-place rents. The amounts recorded are based upon the present value (using a discount rate which reflects the risks associated with the leases acquired) of such differences over the lease term and such amounts are amortized to rental income over the respective remaining lease term. As of September 30, 2021, the value of above-market in-place rents resulted in net intangible assets of $0.8 million, net of $11.5 million of accumulated amortization, and the value of below-market in-place rents resulted in net intangible liabilities of $2.8 million, net of $12.8 million of accumulated amortization. As of December 31, 2020, the value of above-market in-place rents resulted in net intangible assets of $1.2 million, net of $11.1 million of accumulated amortization, and the value of below-market in-place rents resulted in net intangible liabilities of $2.2 million, net of $12.2 million of accumulated amortization. Additionally, when we acquire real estate facilities, the value of in-place lease intangible (i.e., customer lease-up costs) is recorded in other assets and is amortized to depreciation and amortization expense over the respective remaining lease term. As of September 30, 2021, the value of acquired in-place lease intangible resulted in net intangible assets of $6.4 million, net of $9.4 million of accumulated amortization. As of December 31, 2020, the value of acquired in-place leases resulted in net intangible assets of $5.3 million, net of $7.2 million of accumulated amortization. As of September 30, 2021, the value of our right-of-use (“ROU”) assets relating to our existing ground lease arrangements, included in “other assets” on our consolidated balance sheets and the corresponding liability included under “accrued and other liabilities,” was $1.4 million, net of $0.3 million of accumulated amortization. As of December 31, 2020, the value of our ROU assets and related liability relating to our ground lease arrangements was $1.5 million, net of $0.2 million of accumulated amortization. The ground leases expire in 2029 and 2030 and do not have options to extend. As of September 30, 2021, the remaining lease terms were 8.0 years and 8.3 years. Lease expense for these ground leases is recognized in the period the applicable costs are incurred, and the monthly lease amount for these operating leases is constant and without contractual increases throughout the remaining terms. Evaluation of asset impairment We evaluate our real estate and finite-lived intangible assets for impairment each quarter. If there are indicators of impairment and we determine that the carrying value of the asset is not recoverable from estimated future undiscounted cash flows to be received through the asset’s remaining life (or, if earlier, the expected disposal date), we record an impairment charge to the extent the carrying amount exceeds the asset’s estimated fair value or expected net proceeds from disposal. No impairment charges were recorded in any period presented herein. Stock compensation Share-based payments to employees, including grants of employee stock options, are recognized as stock compensation expense in the Company’s consolidated statements of income based on their grant date fair values, except for performance-based grants, which are accounted for based on their fair values at the beginning of the service period. See Note 11. Accrued and other liabilities Accrued and other liabilities consist primarily of rents prepaid by our customers, trade payables, property tax accruals, accrued payroll and contingent loss accruals when probable and estimable, as well as the intangible liabilities discussed above. We disclose the nature of significant losses not accrued that are reasonably possible of occurring and, if estimable, a range of exposure. The fair value of accrued and other liabilities approximate book value due to the short period until settlement. Other assets Other assets are comprised primarily of prepaid expenses, as well as the intangible assets discussed above. Revenue recognition We recognize the aggregate rent to be collected (including the impact of escalators and concessions) under leases ratably throughout the non-cancellable lease term on a “straight-line” basis, commencing when the customer takes control of the leased space. Cumulative straight-line rent recognized in excess of amounts billed per the lease term is presented as “deferred rent receivable” on our consolidated balance sheets. The Company presents reimbursements from customers for real estate taxes and other recoverable operating expenses under a single lease component presentation as the timing and pattern of transfer of such reimbursements are the same as base rent, and the combined single component of such leases are classified as operating leases. Accordingly, the Company recognizes such variable lease payments resulting from the reimbursements from customers for real estate taxes and other recoverable operating expenses as rental income in the period the applicable costs are incurred. Property management fees are recognized in the period earned as other income. The Company monitors the collectability of its receivable balances, including deferred rent receivable balances, on an ongoing basis. The Company writes off uncollectible customer receivable balances, including deferred rent receivable balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis, plus any accruable variable lease payments for those customer receivable balances. The Company wrote-off accounts receivable, net of recoveries, and deferred rent receivable of $0.0 million and $0.1 million, respectively, for the three months ended September 30, 2021, and $0.0 million and $0.3 million, respectively, for the nine months ended September 30, 2021. The Company recognized revenue from its lease arrangements aggregating to $110.4 million and $103.8 million for the three months ended September 30, 2021 and 2020, respectively, and $327.9 million and $310.5 million for the nine months ended September 30, 2021 and 2020, respectively. This revenue consisted primarily of rental income from operating leases and the related variable lease payments resulting from reimbursements of property operating expenses. Base rental income was $83.6 million and $79.4 million for the three months ended September 30, 2021 and 2020, respectively, and $249.4 million and $238.3 million for the nine months ended September 30, 2021 and 2020, respectively. Variable lease payments, consisting primarily of reimbursement of property operating expenses, were $26.8 million and $24.4 million for the three months ended September 30, 2021 and 2020, respectively, and $78.4 million and $72.2 million for the nine months ended September 30, 2021 and 2020, respectively. In April 2020, the Financial Accounting Standards Board issued a Staff Question-and-Answer (“Lease Modification Q&A”) to respond to frequently asked questions about accounting for lease concessions related to the novel coronavirus (“COVID-19”) pandemic. Under existing lease guidance, an entity would have to determine, on a lease by lease basis, if a lease concession contained a lease modification which would be accounted for under the lease modification framework, or if a lease concession was an enforceable right or obligation that existed in the original lease, which would be accounted for outside the lease modification framework. The Lease Modification Q&A provides that, to the extent that cash flow after the lease concessions are substantially the same, or less than, the cash flow previously required by the existing lease, an entity is not required to evaluate each contract to determine whether a concession provided by a lessor to a lessee in response to the COVID-19 pandemic is a lease modification. Instead, an entity can account for such lease concessions either (i) as if they were part of the enforceable rights and obligations of the parties under the existing lease contract; or (ii) as a lease modification. Based on the Lease Modification Q&A, an entity is not required to account for all lease concessions in response to the COVID-19 pandemic under one elected option; however, the entity is required to apply the elected option consistently to leases with similar characteristics and in similar circumstances. In accordance with the Lease Modification Q&A, the Company has elected to account for lease concessions in response to the COVID-19 pandemic as a lease modification if the cash flow after these lease concessions is substantially the same, or less than, the cash flow previously required by the existing lease. The Company records rent deferrals and rent abatements in deferred rent receivable in the accompanying consolidated balance sheets and will recognize these amounts over the remainder of the respective lease terms. For lease concessions in response to the COVID-19 pandemic that modified the terms and substantially changed the underlying cash flow of the existing lease for the remaining term, the Company also accounts for such concessions as a lease modification. During the three months ended September 30, 2021, the Company agreed to defer $0.1 million and abate $0.1 million of billed rental income, which was significantly lower than the $1.7 million of rent deferrals and $0.3 million of rent abatements granted at the initial onset of the COVID-19 pandemic during the three months ended September 30, 2020. During the nine months ended September 30, 2021, the Company granted $0.4 million of rent deferrals and $0.3 million of rent abatements. Since the onset of the COVID-19 pandemic, the Company entered into rent relief agreements consisting of $6.1 million of rent deferrals and $1.6 million of rent abatements. As of September 30, 2021, the 340 current customers that received rent relief account for 9.6% of rental income. Also as of September 30, 2021, the Company had collected $4.5 million of rent deferral repayment, representing 99.9% of the amounts scheduled to be repaid through September 2021. The duration and severity of the effects of the COVID-19 pandemic on the economy are uncertain and are likely to impact collectability of certain customers’ rent receivable balances in the future. The Company has taken into account the current financial condition of its tenants, including consideration of COVID-19 impacts, in its estimation of its uncollectible accounts and deferred rents receivable at September 30, 2021. The Company is closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known. Sales of real estate facilities Sales of real estate facilities are not part of our ordinary activities, and as a result, we consider such sales as contracts with non-customers. We recognize sales of real estate when we have collected payment and the attributes of ownership, such as possession and control of the asset, have been transferred to the buyer. If a contract for sale includes obligations to provide goods or services to the buyer, an allocated portion of the contract price is recognized as revenue as the related goods or services are transferred to the buyer. General and administrative expense General and administrative expense includes executive and other compensation, corporate office expenses, professional fees, and other such costs that are not directly related to the operation of our real estate facilities. Income taxes We have elected to be treated as a REIT, as defined in the Internal Revenue Code of 1986, as amended (the “Code”). As a REIT, we do not incur U.S. federal corporate income tax if we distribute all of our “REIT taxable income” each year, and if we meet certain organizational and operational requirements. We believe we have met these REIT requirements for all periods presented herein. Accordingly, we have recorded no U.S. federal corporate income tax expense related to our “REIT taxable income.” We recognize tax benefits of uncertain income tax positions that are subject to audit only if we believe it is more likely than not that the position would ultimately be sustained assuming the relevant taxing authorities had full knowledge of the relevant facts and circumstances of our positions. As of September 30, 2021 and December 31, 2020, we did not recognize any tax benefit for uncertain tax positions. Accounting for preferred equity issuance costs We record preferred equity issuance costs as a reduction to paid-in capital on our consolidated balance sheets at the time the preferred securities are issued and reflect the carrying value of the preferred equity at its redemption value. An additional allocation of income is made from the common stockholders to the preferred stockholders in the amount of the original issuance costs, and we reclassify the redemption value from equity to liabilities, when we call preferred stock for redemption, with such liabilities relieved once the preferred stock is redeemed. Net income per share of common stock Notwithstanding the presentation of income allocations on our consolidated statements of income, net income is allocated to (a) preferred stockholders, for distributions paid or payable, (b) preferred stockholders, to the extent redemption value exceeds the related carrying value, (c) our joint venture partner in proportion to its percentage interest in the joint ventures, to the extent the consolidated joint ventures produce net income or loss during the period and (d) restricted stock unit (“RSU”) holders, for non-forfeitable dividends paid adjusted for participation rights in undistributed earnings. The remaining net income is allocated to the common partnership units and our common stockholders, respectively, based upon the pro-rata aggregate number of units and stock outstanding. Basic and diluted net income per share of common stock are each calculated based upon net income allocable to common stockholders, divided by (i) in the case of basic net income per share of common stock, weighted average common stock and (ii) in the case of diluted net income per share of common stock, weighted average common stock adjusted for the impact of stock compensation awards outstanding (see Note 11) using the treasury stock method. The following table sets forth the components of our basic and diluted net income per share that are not reflected on the face of our consolidated statements of income, including the allocation of income to common stockholders and common partnership units, the percentage of weighted average common stock and common partnership units outstanding, as well as basic and diluted weighted average common stock outstanding (in thousands): For the Three Months For the Nine Months Ended September 30, Ended September 30, 2021 2020 2021 2020Calculation of net income allocable to common stockholders Net income$ 78,463 $ 50,899 $ 196,020 $ 160,410 Net (income) loss allocated to Preferred stockholders based upon distributions (12,046) (12,046) (36,139) (36,139)Noncontrolling interests—joint venture 2 4 7 (26)Restricted stock unit holders (350) (149) (828) (543)Net income allocable to common stockholders and noncontrolling interests—common units 66,069 38,708 159,060 123,702 Net income allocation to noncontrolling interests— common units (13,852) (8,128) (33,362) (25,985)Net income allocable to common stockholders $ 52,217 $ 30,580 $ 125,698 $ 97,717 Calculation of common partnership units as a percentage of common stock equivalents Weighted average common stock outstanding 27,543 27,483 27,523 27,470 Weighted average common partnership units outstanding 7,305 7,305 7,305 7,305 Total common stock equivalents 34,848 34,788 34,828 34,775 Common partnership units as a percentage of common stock equivalents 21.0% 21.0% 21.0% 21.0% Weighted average common stock outstanding Basic weighted average common stock outstanding 27,543 27,483 27,523 27,470 Net effect of dilutive stock compensation—based on treasury stock method using average market price 92 82 100 90 Diluted weighted average common stock outstanding 27,635 27,565 27,623 27,560 Segment reporting The Company has two operating segments: (i) the acquisition, development, ownership and management of commercial real estate and (ii) the acquisition, development, ownership and management of multifamily real estate, but has only one reportable segment as the multifamily segment does not meet the quantitative thresholds necessary to require reporting as a separate segment. Reclassifications Certain reclassifications have been made to the consolidated financial statements for 2020 in order to conform to the 2021 presentation, including reclassifying assets held for sale or sold during 2021 from “real estate facilities, at cost” of $70.0 million and “land and building held for development, net” of $5.1 million as of December 31, 2020 into “properties held for sale, net” of $75.1 million on our consolidated balance sheets. Additionally, we combined all non-cash rental income items into “straight-line rent and amortization of lease intangibles, net” within the operating activities section of our consolidated statements of cash flows for all periods presented herein. |
Real Estate Facilities
Real Estate Facilities | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate Facilities [Abstract] | |
Real Estate Facilities | 3. Real estate facilities Activity related to our real estate facilities for the nine months ended September 30, 2021 was as follows (in thousands): Buildings and Accumulated Land Improvements Depreciation Total Balances at December 31, 2020 (1)$ 843,765 $ 2,080,895 $ (1,101,739) $ 1,822,921 Acquisition of real estate facility 20,308 100,893 — 121,201 Capital expenditures — 26,121 — 26,121 Disposals (2) — (7,349) 7,349 —Depreciation and amortization expense — — (67,182) (67,182)Transfer from property held for development 989 8,063 — 9,052 Transfer to properties held for sale — (1,528) 3,625 2,097 Balances at September 30, 2021$ 865,062 $ 2,207,095 $ (1,157,947) $ 1,914,210 ____________________________(1)Land, building and improvements, and accumulated depreciation totaling $30.9 million, $166.5 million, and $127.4 million, respectively, were reclassified as of December 31, 2020 to “properties held for sale, net” representing a 772,000 square foot industrial-flex business park located in Irving, Texas, a 371,000 square foot industrial-flex business park located in San Diego, California, a 244,000 square foot office business park located in Herndon, Virginia, a 198,000 square foot office-oriented flex business park located in Chantilly, Virginia, a 53,000 square foot industrial building located in Beltsville, Maryland, and a 22,000 square foot single-tenant industrial-flex building located in Irving, Texas.(2)Disposals primarily represent the book value of tenant improvements that have been removed upon the customer vacating their space. We have a 95.0% interest in a joint venture that owns Highgate at The Mile, a 395-unit multifamily apartment complex on a five-acre parcel within the Company’s 44.5 acre office and multifamily park located in Tysons, Virginia (“The Mile”). The remaining 5.0% interest in the joint venture is held by the JV Partner. We consolidate the joint venture that owns Highgate at The Mile and as such, the consolidated real estate assets and activities related to this joint venture are included in the table above. As of September 30, 2021, we have commitments, pursuant to executed leases throughout our portfolio, to spend $10.5 million on transaction costs, which include tenant improvements and lease commissions. The purchase price of acquired properties is allocated to land, buildings and improvements (including tenant improvements, and intangible assets and intangible liabilities (see Note 2), based upon the relative fair value of each component, which are evaluated independently. The Company must make significant assumptions in determining the fair value of assets acquired and liabilities assumed, which can affect the recognition and timing of revenue and depreciation and amortization expense. The fair value of land is estimated based upon, among other considerations, comparable sales of land within the same region. The fair value of buildings and improvements is determined using a combination of the income and replacement cost approaches which both utilize available market information relevant to the acquired property. The fair value of other acquired assets including tenant improvements and unamortized lease commissions are determined using the replacement cost approach. The amount recorded to acquired in-place lease intangible is also determined utilizing the income approach using market assumptions which are based on management’s assessment of current market conditions and the estimated lease-up periods for the respective spaces. Transaction costs related to asset acquisitions are capitalized. On September 1, 2021, the Company acquired a multi-tenant industrial business park comprising approximately 718,000 rentable square feet in Grapevine, Texas, for a total purchase price of $123.3 million, inclusive of capitalized transaction costs. On January 10, 2020, the Company acquired a multi-tenant industrial business park comprising approximately 73,000 rentable square feet in La Mirada, California, for a total purchase price of $13.5 million, inclusive of capitalized transaction costs. The following table summarizes assets acquired and liabilities assumed for the nine months ended September 30, 2021 and 2020 (in thousands): 2021 2020Land$ 20,308 $ 11,123 Buildings and improvements 100,893 2,153 Other assets (above-market in-place rents) — —Accrued and other liabilities (below-market in-place rents) (1,156) —Other assets (in-place lease value) 3,223 237 Total purchase price 123,268 13,513 Net operating assets acquired and liabilities assumed (1,097) (90)Total cash paid$ 122,171 $ 13,423 During the nine months ended September 30, 2021, we completed the development of an 83,000 square foot shallow-bay industrial building at our Freeport Business Park in Irving, Texas, for total development costs of $8.1 million. The total developed asset value, inclusive of land costs, of $9.1 million was placed into service on March 1, 2021 and accordingly was reflected under real estate facilities, at cost on our consolidated balance sheets at September 30, 2021. Properties Sold On September 17, 2021, the Company sold a 22,000 square foot industrial-flex building located in Irving, Texas, for net sale proceeds of $3.4 million, which resulted in a gain on sale of $2.9 million. On July 16, 2021, the Company sold a 244,000 square foot office business park located in Herndon, Virginia, for net sale proceeds of $40.5 million, which resulted in a gain on sale of $27.0 million. On June 17, 2021, the Company sold a 198,000 square foot office-oriented flex business park located in Chantilly, Virginia, for net sale proceeds of $32.6 million, which resulted in a gain on sale of $19.2 million. During 2021, the Company reclassified such assets as properties held for sale, net, in the consolidated balance sheet as of December 31, 2020. On September 16, 2020, the Company sold two industrial buildings totaling 40,000 square feet located in Redmond, Washington, which were subject to an eminent domain process for net sale proceeds of $11.4 million, which resulted in a gain of $7.7 million. On January 7, 2020, the Company sold an 113,000 square foot office building located at Metro Park North in Rockville, Maryland, for net sale proceeds of $29.3 million, which resulted in a gain on sale of $19.6 million. Subsequent to September 30, 2021, the Company sold a 371,000 square foot industrial-flex business park located in San Diego, California, for a gross sales price of $315.4 million, and net sale proceeds, after payment of transaction costs, were $311.1 million. The Company determined that these sales did not meet the criteria for discontinued operations presentation, as the sale of such assets did not represent a strategic shift that will have a major effect on our operations and financial results. |
Multifamily Developmental Activ
Multifamily Developmental Activity | 9 Months Ended |
Sep. 30, 2021 | |
Multifamily Developmental Activity [Abstract] | |
Multifamily Developmental Activity | 4. Multifamily developmental activity In August 2020, the Company entered into the Brentford Joint Venture with the JV Partner for the purpose of developing Brentford at The Mile, a planned 411-unit multifamily apartment complex. Under the Brentford Joint Venture agreement, the Company has a 98.2% controlling interest and is the managing member with the JV Partner holding the remaining 1.8% limited partnership interest. We contributed a parcel of land to the Brentford Joint Venture (the “Brentford Parcel”) at a value of $18.5 million, for which we received equity contribution credit in the Brentford Joint Venture. Our cost basis in the Brentford Parcel was $5.1 million as of September 30, 2021. Construction of Brentford at The Mile commenced in August 2020 and is anticipated to be completed over a period of 24 to 36 months. As of September 30, 2021, the development cost incurred was $41.4 million, which is reflected in land and building held for development, net on our consolidated balance sheets along with our $5.1 million cost basis in the Brentford Parcel. As of September 30, 2021, we have contractual construction commitments totaling $51.0 million that will be paid to various contractors as the project is completed. |
Leasing Activity
Leasing Activity | 9 Months Ended |
Sep. 30, 2021 | |
Leasing Activity [Abstract] | |
Leasing Activity | 5. Leasing activity The Company leases space in its commercial real estate facilities to customers primarily under non-cancelable leases generally ranging from one to 10 years. Future minimum rental income, excluding recovery of operating expenses that may be collectable under these leases, as of September 30, 2021 is as follows (in thousands): Remainder of 2021$ 77,055 2022 271,075 2023 204,571 2024 142,367 2025 89,682 Thereafter 158,093 Total (1)$ 942,843 ____________________________(1)Excludes future minimum rental income from assets held for sale as of September 30, 2021. In addition to minimum rental payments, certain customers reimburse the Company for their pro rata share of specified property operating expenses. Such reimbursements amounted to $26.8 million and $24.4 million for the three months ended September 30, 2021 and 2020, respectively, and $78.4 million and $72.2 million for the nine months ended September 30, 2021 and 2020, respectively. These variable lease payment amounts are included as rental income in the accompanying consolidated statements of income. Leases accounting for 2.2% of total leased square footage are subject to termination options, of which 1.3% have termination options exercisable through December 31, 2021. In general, these leases provide for termination payments to us should the termination options be exercised. Certain leases also have an option to extend the term of the lease. The future minimum rental income in the above table assumes termination options and lease extension options are not exercised. |
Bank Loans
Bank Loans | 9 Months Ended |
Sep. 30, 2021 | |
Bank Loans [Abstract] | |
Bank Loans | 6. Bank loans In August 2021, the Company amended and restated the credit agreement (the “Amended Credit Agreement”) governing its unsecured revolving line of credit (the “Credit Facility”) with Wells Fargo Bank, National Association (“Wells Fargo”), as administrative agent, and the other lenders party thereto. The Amended Credit Agreement increased the aggregate principal amount of the Credit Facility from $250.0 million to $400.0 million, and extended the maturity date to August 24, 2025, with two six-month extension options or one 12-month extension option. The per annum rate of interest charged on borrowings is based on LIBOR plus 0.70% to LIBOR plus 1.35%. Currently, the Company’s rate under the Credit Facility is LIBOR plus 0.70% per annum. In addition, the Company is required to pay an annual facility fee ranging from 0.10% to 0.25% per annum calculated on the aggregate committed amount of the Credit Facility (currently 0.10% per annum). The interest rate margin and facility fee may increase in the future based on the ratio of the Company’s total consolidated indebtedness to its consolidated gross asset value defined in accordance with the Amended Credit Agreement. The Credit Facility also features a sustainability-linked pricing component whereby the pricing can improve by 0.01%, if the Company meets certain sustainability performance targets, and an accordion feature whereby it has an option to increase commitments under the Credit Facility up to an additional $300.0 million. The Company had zero balance outstanding on its Credit Facility at September 30, 2021 and December 31, 2020. In connection with the Amended Credit Agreement, the Company paid $2.2 million of loan origination costs. The Company had $2.2 million and $0.2 million of total unamortized loan origination costs as of September 30, 2021 and December 31, 2020, respectively, which is included in other assets in the accompanying consolidated balance sheets. The Credit Facility requires the Company to meet certain covenants, all of which it was in compliance with as of September 30, 2021. Interest on outstanding borrowings is payable monthly. |
Noncontrolling Interests
Noncontrolling Interests | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interests [Abstract] | |
Noncontrolling Interests | 7. Noncontrolling interests Noncontrolling interests represent (i) PS’s noncontrolling interest in the OP through its ownership of 7,305,355 common partnership units, totaling $226.0 million and $215.7 million at September 30, 2021 and December 31, 2020, respectively, and (ii) the JV Partner’s interests in our consolidated joint ventures, totaling $3.7 million and $3.3 million at September 30, 2021 and December 31, 2020, respectively. PS OP Interests Each common partnership unit receives a cash distribution equal to the dividend paid on our common stock and is redeemable at PS’s option. If PS exercises its right of redemption, at PSB’s option (a) PS will receive one share of common stock from us for each common partnership unit redeemed, or (b) PS will receive cash from us for each common partnership unit redeemed generally equal to the market value of a share of common stock (as defined in the Operating Partnership Agreement). We can prevent redemptions that we believe would violate either our articles of incorporation or securities laws, cause PSB to no longer qualify as a REIT, or could result in the OP no longer being treated as a partnership for U.S. federal tax purposes. In allocating net income and presenting equity, we treat the common partnership units as if converted to shares of common stock. Accordingly, they received the same net income allocation per unit as a share of common stock totaling $13.9 million and $8.1 million for the three months ended September 30, 2021 and 2020, respectively, and $33.4 million and $26.0 million for the nine months ended September 30, 2021 and 2020, respectively. JV Partner During the three and nine months ended September 30, 2021, the Company recorded capital contributions of $0.2 million and $0.5 million, respectively, and $0.4 million for both the three and nine months ended September 30, 2020, from the JV Partner related to its noncontrolling interest in the Brentford Joint Venture. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. Related party transactions We manage certain industrial, office and retail facilities in the United States for PS under either the “Public Storage” or “PS Business Parks” names (the “PS Management Agreement”). Under PS’s supervision, we coordinate and assist in rental and marketing activities, property maintenance and other operational activities, including the selection of vendors, suppliers, employees and independent contractors. We receive a management fee based upon a percentage of revenues, which is included in interest and other income on our consolidated statements of income. Management fee revenues were $0.1 million for each of the three months ended September 30, 2021 and 2020 and $0.2 million for each of the nine months ended September 30, 2021 and 2020. We allocate certain operating expenses to PS related to the management of these properties, including payroll and other business expenses totaling $0.1 million for each of the three months ended September 30, 2021 and 2020 and $0.2 million and $0.3 million for the nine months ended September 30, 2021 and 2020, respectively. The PS Business Parks name and logo are owned by PS and licensed to us under a non-exclusive, royalty-free license agreement. The license can be terminated by either party for any reason with six months written notice. PS provides us property management services for the self-storage component of two assets we own and operates them under the “Public Storage” name. Either the Company or PS can cancel the property management contract upon 60 days’ notice. Under our supervision, PS coordinates and assists in rental and marketing activities, and property maintenance and other operational activities, including the selection of vendors, suppliers, employees and independent contractors. Management fee expenses were less than $0.1 million for each of the three months ended September 30, 2021 and 2020 and $0.1 million for each of the nine months ended September 30, 2021 and 2020. Additionally, PS allocated certain operating expenses to us related to the management of these properties totaling less than $0.1 million for each of the three months ended September 30, 2021 and 2020 and $0.1 million for each of the nine months ended September 30, 2021 and 2020. These amounts are included under cost of operations on our consolidated statements of income. Pursuant to a cost sharing agreement, we share certain administrative services, corporate office space, and certain other third party costs with PS which are allocated based upon fair and reasonable estimates of the cost of the services expected to be provided. We reimbursed PS $0.5 million and $0.4 million for costs PS incurred on our behalf for the three months ended September 30, 2021 and 2020, respectively, and $1.0 million and $0.8 million for the nine months ended September 30, 2021 and 2020, respectively. PS reimbursed us less than $0.1 million for costs we incurred on their behalf for each of the three and nine months ended September 30, 2021 and 2020. The Company had net amounts due to PS of $0.1 million and less than $0.1 million at September 30, 2021 and December 31, 2020, respectively for these contracts. |
Stockholders_ Equity
Stockholders’ Equity | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders’ Equity [Abstract] | |
Stockholders’ Equity | 9. Stockholders’ equity Preferred stock As of September 30, 2021 and December 31, 2020, the Company had the following series of preferred stock outstanding: Earliest Potential Dividend Shares Amount Series Issuance Date Redemption Date Rate Outstanding (in thousands)Series W October 2016 October 2021 5.200% 7,590 $ 189,750 Series X September 2017 September 2022 5.250% 9,200 230,000 Series Y December 2017 December 2022 5.200% 8,000 200,000 Series Z November 2019 November 2024 4.875% 13,000 325,000 Total 37,790 $ 944,750 On October 4, 2021, the Company announced that it is calling for redemption all outstanding depositary shares representing interests in its 5.20% Cumulative Preferred Stock, Series W on November 3, 2021, at $25.00 per share plus accrued dividends from October 1, 2021, through the date of redemption. The aggregate redemption amount, inclusive of prorated dividends, to be paid to the holders of the depositary shares is $190.7 million. We paid $12.0 million and $36.1 million in distributions to our preferred stockholders for each of the three and nine months ended September 30, 2021 and 2020, respectively. The holders of our preferred stock have general preference rights with respect to liquidation, quarterly distributions and any accumulated unpaid distributions. Holders of our preferred stock will not be entitled to vote on most matters, except under certain conditions. In the event of a cumulative arrearage equal to six quarterly dividends, the holders of our preferred stock will have the right to elect two additional members to serve on the Company’s Board of Directors (the “Board”) until all events of default have been cured. At September 30, 2021, there were no dividends in arrears. Except under certain conditions relating to the Company’s qualification as a REIT, our preferred stock is not redeemable prior to the redemption dates noted above. On or after the respective redemption dates, the respective series of preferred stock will be redeemable, at the option of the Company, in whole or in part, at $25.00 per depositary share, plus any accrued and unpaid dividends. Common stock and units We paid $28.9 million ($1.05 per share of common stock) in distributions to our common stockholders for each of the three months ended September 30, 2021 and 2020, and $86.7 million ($3.15 per share of common stock) and $86.5 million ($3.15 per share of common stock) in distributions to our common stockholders for the nine months ended September 30, 2021 and 2020, respectively. We paid $7.7 million ($1.05 per common unit) in distributions to our common unit holders for each of the three months ended September 30, 2021 and 2020, and $23.0 million ($3.15 per common unit) in distributions to our common unit holders for each of the nine months ended September 30, 2021 and 2020. Equity stock The Company is authorized to issue 100.0 million shares of equity stock. Our articles of incorporation provide that equity stock may be issued from time to time in one or more series and give the Board broad authority to fix the dividend and distribution rights, conversion and voting rights, redemption provisions and liquidation rights of each series of equity stock. As of September 30, 2021 and December 31, 2020, no equity stock had been issued. |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 10. Commitments and contingencies The Company currently is neither subject to any material litigation nor, to management’s knowledge, is any material litigation currently threatened against the Company other than routine litigation and administrative proceedings arising in the ordinary course of business. |
Stock Compensation
Stock Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Stock Compensation [Abstract] | |
Stock Compensation | 11. Stock compensation Under various share-based compensation plans, PSB grants non-qualified options to purchase the Company’s common stock at a price not less than fair value on the date of grant, as well as RSUs, to certain directors, officers and key employees. The service period for stock options and RSUs begins when (i) the Company and the recipient reach a mutual understanding of the key terms of the award, (ii) the award has been authorized, (iii) the recipient is affected by changes in the market price of our stock and (iv) it is probable that any performance conditions will be met, and ends when the stock options or RSUs vest. We amortize the fair value of awards starting at the beginning of the service period as compensation expense. For awards that are earned solely upon the passage of time and continued service, the entire cost of the award is amortized on a straight-line basis over the service period. For awards with performance conditions, the individual cost of each vesting is amortized separately over each individual service period (the “accelerated attribution” method). In connection with the appointment of our President and Chief Executive Officer (“CEO”) effective April 5, 2021, the Company granted a one-time RSU sign-on award with a grant date fair value of $3.7 million and a retention RSU award with a grant date fair value of $2.9 million. These RSUs will vest ratably over five years. Effective September 1, 2020, Maria Hawthorne retired from her role as President and CEO and continues to serve as a director of the Company. Due to Ms. Hawthorne’s continued service as a director of the Company, her unvested stock options and restricted stock units will continue to vest on their original vesting schedule in accordance with the Company’s 2012 Equity and Performance-Based Incentive Compensation Plan and related award agreements. For financial reporting purposes, the end of the service periods for these stock option and restricted stock unit grants have changed from the various respective vesting dates to September 1, 2020, the date of her retirement as President and CEO. Accordingly, all remaining stock compensation expense for Ms. Hawthorne, which totaled $1.7 million, was amortized and included in general and administrative expense during the three and nine months ended September 30, 2020. We account for forfeitures of share-based payments as they occur by reversing previously amortized share-based compensation expense with respect to unvested grants that are forfeited in the period the employee terminates employment. Stock Options Stock options expire 10 years after the grant date and the exercise price is equal to the closing trading price of our common stock on the grant date. Stock option holders cannot require the Company to settle their award in cash. We use the Black-Scholes option valuation model to estimate the fair value of our stock options on the date of grant. For the three and nine months ended September 30, 2021, we recorded $0.1 million and $0.5 million, respectively, in compensation expense related to stock options as compared to $0.1 million and $0.3 million for the same periods in 2020, respectively. During the nine months ended September 30, 2021, 28,000 stock options were granted, 14,478 options were exercised and no options were forfeited. A total of 185,216 and 171,694 options were outstanding at September 30, 2021 and December 31, 2020, respectively. Restricted Stock Units RSUs granted prior to 2016 are subject to a six-year vesting, with 20% vesting after year two, and 20% vesting after each of the next four years. RSUs granted during and subsequent to 2016 are subject to a five-year vesting at the rate of 20% per year or a three-year vesting at the rate of one-third per year. Grantees receive dividends for each outstanding RSU equal to the per share dividend received by common stockholders, which are recorded in paid-in capital. We expense any dividends previously paid upon forfeiture of the related RSU. Upon vesting, the grantee receives shares of common stock equal to the number of vested RSUs, less shares of common stock withheld in exchange for tax withholdings made by the Company to satisfy the grantee’s statutory tax liabilities arising from the vesting. The fair value of our RSUs is determined based upon the applicable closing trading price of our common stock on the date of grant. In March 2020, the Compensation Committee of the Board approved an annual performance-based equity incentive program (“Annual Equity Incentive Program”) under the Company’s 2012 Equity and Performance-Based Incentive Compensation Plan. Under the program, certain employees will be eligible on an annual basis to receive RSUs based on the Company’s achievement of pre-established targets for (i) growth in net asset value per share, and (ii) stockholder value creation, each as computed pursuant to the terms of the Annual Equity Incentive Program. In the event the pre-established targets are achieved, eligible employees will receive the target award, except that the Compensation Committee of the Board may adjust the actual award to 75% to 125% of the target award based on its assessment of whether certain strategic and operational goals were accomplished in the performance period. RSUs awarded under the Annual Equity Incentive Program for the 2021 performance year will be awarded on or around March 1, 2022 and will vest in five equal installments, with the first installment vesting on the award date. RSU holders will earn dividend equivalent rights during the vesting period. For the three and nine months ended September 30, 2021, respectively, we recorded $1.9 million and $5.1 million in compensation expense related to RSUs as compared to $2.2 million and $3.5 million for the same periods in 2020. During the nine months ended September 30, 2021, 74,435 RSUs were granted, 57,063 RSUs vested and 17,110 RSUs were forfeited. Tax withholdings totaling $3.7 million were made on behalf of employees in exchange for 23,935 shares of common stock withheld upon vesting for the nine months ended September 30, 2021 resulting in the issuance of 33,128 shares of common stock. Tax withholdings totaling $4.1 million were made on behalf of employees in exchange for 28,877 shares of common stock withheld upon vesting for the nine months ended September 30, 2020 resulting in the issuance of 41,699 shares of common stock. A total of 121,770 and 121,508 RSUs were outstanding at September 30, 2021 and December 31, 2020, respectively. Of the 74,435 RSUs granted during the nine months ended September 30, 2021, 41,186 RSUs were granted to our President and CEO in April 2021 (discussed above), 10,955 were granted to our Chief Financial Officer, and 16,970 were granted in aggregate to our Divisional Vice Presidents. Under the Retirement Plan for Non-Employee Directors (the “Director Retirement Plan”), the Company grants 1,000 shares of common stock for each year served as a director up to a maximum of 10,000 shares issued upon retirement. The Company recognizes compensation expense with regard to grants to be issued in the future under the Director Retirement Plan over the requisite service period. For the three and nine months ended September 30, 2021, respectively, we recorded $0.3 million and $0.8 million in compensation expense related to these shares as compared to $0.2 million and $0.6 million for the same periods in 2020, respectively. In April 2021, we issued 10,000 shares of common stock to a director upon retirement with an aggregate fair value of $1.6 million. Compensation expense for these shares was previously recognized. No director retirement shares were issued during the nine months ended September 30, 2020. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events Subsequent to September 30, 2021, other than the asset sales (disclosed in Note 3) and the announced redemption of the 5.20% Cumulative Preferred Stock, Series W (disclosed in Note 9), no other subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation | Basis of presentation The accompanying unaudited consolidated financial statements include the accounts of PSB and its subsidiaries, including the OP and its consolidated joint ventures. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements. The financial statements are presented on an accrual basis in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ended December 31, 2021. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. |
Consolidation And Equity Method Of Accounting | Consolidation and equity method of accounting We consider entities to be Variable Interest Entities (“VIEs”) when they have insufficient equity to finance their activities without additional subordinated financial support provided by other parties, or the equity holders as a group do not have a controlling financial interest. A limited partnership is also generally considered a VIE if the limited partners do not participate in operating decisions. We consolidate VIEs when we are the primary beneficiary, generally defined as having (i) the power to direct the activities most significantly impacting economic performance and (ii) either the obligation to absorb losses or the right to receive benefits from the VIE. We account for investments in entities that are not VIEs that we have significant influence over, but do not control, using the equity method of accounting and for investment in entities that we control, we consolidate. We do not consider the joint venture entity that owns Highgate at The Mile a VIE, but we consolidate the entity as the Company has control over the joint venture. See Note 3 for more information relating to this joint venture arrangement. We have a 98.2% interest in Brentford at The Mile, a planned 411-unit multifamily apartment complex (the “Brentford Joint Venture”). An unrelated real estate development company (the “JV Partner”) holds the remaining 1.8% interest. Based on management’s analysis of the joint venture and certain related agreements, we have concluded we have control over the Brentford Joint Venture as we (a) are the managing member of the Brentford Joint Venture, (b) have designated decision making power to direct the activities that most significantly affect the economic performance of the Brentford Joint Venture, and (c) have a 98.2% economic interest in the investment. Thus, we determined the Brentford Joint Venture is a VIE, and that we are the primary beneficiary. As such, we consolidate the Brentford Joint Venture, and the related land and development costs of $46.5 million and $15.1 million were included in land and building held for development, net on our consolidated balance sheets as of September 30, 2021 and December 31, 2020, respectively. The assets of the Brentford Joint Venture may only be used to settle obligations of the Brentford Joint Venture and the creditors of the Brentford Joint Venture have no recourse to the general credit of the Company. See Note 4 for more information relating to this joint venture arrangement. PS, the sole limited partner in the OP, has no power to direct the activities of the OP. PSB is the primary beneficiary and has control over the OP as it has the exclusive responsibility under the Operating Partnership Agreement to manage and conduct the business of the OP. Accordingly, we consider the OP a VIE and consolidate it. Substantially all of our assets and liabilities are held by the OP. |
Noncontrolling Interests | Noncontrolling interests Noncontrolling interests represent (i) PS’s noncontrolling interest in the OP through its ownership of 7,305,355 common partnership units, (ii) the JV Partner’s 5.0% interest in our consolidated joint venture that owns Highgate at The Mile, and (iii) the JV Partner’s 1.8% interest in our consolidated joint venture formed to develop Brentford at The Mile. See Note 7 for further information on noncontrolling interests. |
Use Of Estimates | Use of estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. |
Financial Instruments | Financial instruments The methods and assumptions used to estimate the fair value of financial instruments are described below. The Company has estimated the fair value of financial instruments using available market information and appropriate valuation methodologies. Considerable judgment is required in interpreting market data to develop estimates of market value. Accordingly, estimated fair values are not necessarily indicative of the amounts that could be realized in current market exchanges. The Company determines the estimated fair value of financial assets and liabilities utilizing a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. This hierarchy requires the use of observable market data when available. The following is the fair value hierarchy: Level 1—quoted prices for identical instruments in active markets;Level 2—quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; andLevel 3—fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Financial assets that are exposed to credit risk consist primarily of cash equivalents and receivables. The Company considers all highly liquid investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents, which consist primarily of money market investments, are only invested in entities with an investment grade rating. Receivables are balances due from various customers. Balances that the Company expects to become uncollectible are written off. Due to the short period to maturity of the Company’s cash and cash equivalents, accounts receivable, other assets and accrued and other liabilities, the carrying values as presented on the consolidated balance sheets are reasonable estimates of fair value. Carrying values of the Company’s Credit Facility (as defined in Note 6) approximate fair value. The characteristics of the Credit Facility, market data and other comparative metrics utilized in determining these fair values are “Level 2” inputs. The following table provides a reconciliation of cash, cash equivalents and restricted cash per the consolidated statements of cash flow to the corresponding financial statement line items in the consolidated balance sheets (in thousands): December 31, 2020 2019Consolidated balance sheets Cash and cash equivalents $ 69,083 $ 62,786 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 70,171 $ 63,874 September 30, 2021 2020Consolidated balance sheets Cash and cash equivalents $ 46,594 $ 117,881 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 47,682 $ 118,969 |
Real Estate Facilities | Real estate facilities Real estate facilities are recorded at cost. Property taxes, insurance, interest and costs essential to the development of property for its intended use are capitalized during the period of development. Direct costs related to the renovation or improvement of the properties are capitalized. Expenditures for repairs and maintenance are expensed as incurred. Expenditures that are expected to provide benefit for a period greater than two years are capitalized and depreciated over their estimated useful life. Buildings and improvements are depreciated using the straight-line method over their estimated useful lives, which generally range from five to 30 years. Transaction costs, which include tenant improvements and lease commissions, for leases with terms greater than one year are capitalized and depreciated over the corresponding lease term. |
Property Held for Sale or Development | Property held for sale or development Real estate is classified as held for sale when the asset is being marketed for sale and we expect that a sale is likely to occur in the next 12 months. Real estate is classified as held for development when it is no longer used in its original form and it will be developed to an alternate use. Property held for sale or development is not depreciated. |
Intangible Assets/Liabilities | Intangible assets/liabilities When we acquire real estate facilities, an intangible asset is recorded in other assets for leases where the in-place rent is higher than market rents, and an intangible liability is recorded in other liabilities where the market rents are higher than the in-place rents. The amounts recorded are based upon the present value (using a discount rate which reflects the risks associated with the leases acquired) of such differences over the lease term and such amounts are amortized to rental income over the respective remaining lease term. As of September 30, 2021, the value of above-market in-place rents resulted in net intangible assets of $0.8 million, net of $11.5 million of accumulated amortization, and the value of below-market in-place rents resulted in net intangible liabilities of $2.8 million, net of $12.8 million of accumulated amortization. As of December 31, 2020, the value of above-market in-place rents resulted in net intangible assets of $1.2 million, net of $11.1 million of accumulated amortization, and the value of below-market in-place rents resulted in net intangible liabilities of $2.2 million, net of $12.2 million of accumulated amortization. Additionally, when we acquire real estate facilities, the value of in-place lease intangible (i.e., customer lease-up costs) is recorded in other assets and is amortized to depreciation and amortization expense over the respective remaining lease term. As of September 30, 2021, the value of acquired in-place lease intangible resulted in net intangible assets of $6.4 million, net of $9.4 million of accumulated amortization. As of December 31, 2020, the value of acquired in-place leases resulted in net intangible assets of $5.3 million, net of $7.2 million of accumulated amortization. As of September 30, 2021, the value of our right-of-use (“ROU”) assets relating to our existing ground lease arrangements, included in “other assets” on our consolidated balance sheets and the corresponding liability included under “accrued and other liabilities,” was $1.4 million, net of $0.3 million of accumulated amortization. As of December 31, 2020, the value of our ROU assets and related liability relating to our ground lease arrangements was $1.5 million, net of $0.2 million of accumulated amortization. The ground leases expire in 2029 and 2030 and do not have options to extend. As of September 30, 2021, the remaining lease terms were 8.0 years and 8.3 years. Lease expense for these ground leases is recognized in the period the applicable costs are incurred, and the monthly lease amount for these operating leases is constant and without contractual increases throughout the remaining terms. |
Evaluation of Asset Impairment | Evaluation of asset impairment We evaluate our real estate and finite-lived intangible assets for impairment each quarter. If there are indicators of impairment and we determine that the carrying value of the asset is not recoverable from estimated future undiscounted cash flows to be received through the asset’s remaining life (or, if earlier, the expected disposal date), we record an impairment charge to the extent the carrying amount exceeds the asset’s estimated fair value or expected net proceeds from disposal. No impairment charges were recorded in any period presented herein. |
Stock Compensation | Stock compensation Share-based payments to employees, including grants of employee stock options, are recognized as stock compensation expense in the Company’s consolidated statements of income based on their grant date fair values, except for performance-based grants, which are accounted for based on their fair values at the beginning of the service period. See Note 11. |
Accrued and Other Liabilities | Accrued and other liabilities Accrued and other liabilities consist primarily of rents prepaid by our customers, trade payables, property tax accruals, accrued payroll and contingent loss accruals when probable and estimable, as well as the intangible liabilities discussed above. We disclose the nature of significant losses not accrued that are reasonably possible of occurring and, if estimable, a range of exposure. The fair value of accrued and other liabilities approximate book value due to the short period until settlement. |
Other Assets | Other assets Other assets are comprised primarily of prepaid expenses, as well as the intangible assets discussed above. |
Revenue Recognition | Revenue recognition We recognize the aggregate rent to be collected (including the impact of escalators and concessions) under leases ratably throughout the non-cancellable lease term on a “straight-line” basis, commencing when the customer takes control of the leased space. Cumulative straight-line rent recognized in excess of amounts billed per the lease term is presented as “deferred rent receivable” on our consolidated balance sheets. The Company presents reimbursements from customers for real estate taxes and other recoverable operating expenses under a single lease component presentation as the timing and pattern of transfer of such reimbursements are the same as base rent, and the combined single component of such leases are classified as operating leases. Accordingly, the Company recognizes such variable lease payments resulting from the reimbursements from customers for real estate taxes and other recoverable operating expenses as rental income in the period the applicable costs are incurred. Property management fees are recognized in the period earned as other income. The Company monitors the collectability of its receivable balances, including deferred rent receivable balances, on an ongoing basis. The Company writes off uncollectible customer receivable balances, including deferred rent receivable balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis, plus any accruable variable lease payments for those customer receivable balances. The Company wrote-off accounts receivable, net of recoveries, and deferred rent receivable of $0.0 million and $0.1 million, respectively, for the three months ended September 30, 2021, and $0.0 million and $0.3 million, respectively, for the nine months ended September 30, 2021. The Company recognized revenue from its lease arrangements aggregating to $110.4 million and $103.8 million for the three months ended September 30, 2021 and 2020, respectively, and $327.9 million and $310.5 million for the nine months ended September 30, 2021 and 2020, respectively. This revenue consisted primarily of rental income from operating leases and the related variable lease payments resulting from reimbursements of property operating expenses. Base rental income was $83.6 million and $79.4 million for the three months ended September 30, 2021 and 2020, respectively, and $249.4 million and $238.3 million for the nine months ended September 30, 2021 and 2020, respectively. Variable lease payments, consisting primarily of reimbursement of property operating expenses, were $26.8 million and $24.4 million for the three months ended September 30, 2021 and 2020, respectively, and $78.4 million and $72.2 million for the nine months ended September 30, 2021 and 2020, respectively. In April 2020, the Financial Accounting Standards Board issued a Staff Question-and-Answer (“Lease Modification Q&A”) to respond to frequently asked questions about accounting for lease concessions related to the novel coronavirus (“COVID-19”) pandemic. Under existing lease guidance, an entity would have to determine, on a lease by lease basis, if a lease concession contained a lease modification which would be accounted for under the lease modification framework, or if a lease concession was an enforceable right or obligation that existed in the original lease, which would be accounted for outside the lease modification framework. The Lease Modification Q&A provides that, to the extent that cash flow after the lease concessions are substantially the same, or less than, the cash flow previously required by the existing lease, an entity is not required to evaluate each contract to determine whether a concession provided by a lessor to a lessee in response to the COVID-19 pandemic is a lease modification. Instead, an entity can account for such lease concessions either (i) as if they were part of the enforceable rights and obligations of the parties under the existing lease contract; or (ii) as a lease modification. Based on the Lease Modification Q&A, an entity is not required to account for all lease concessions in response to the COVID-19 pandemic under one elected option; however, the entity is required to apply the elected option consistently to leases with similar characteristics and in similar circumstances. In accordance with the Lease Modification Q&A, the Company has elected to account for lease concessions in response to the COVID-19 pandemic as a lease modification if the cash flow after these lease concessions is substantially the same, or less than, the cash flow previously required by the existing lease. The Company records rent deferrals and rent abatements in deferred rent receivable in the accompanying consolidated balance sheets and will recognize these amounts over the remainder of the respective lease terms. For lease concessions in response to the COVID-19 pandemic that modified the terms and substantially changed the underlying cash flow of the existing lease for the remaining term, the Company also accounts for such concessions as a lease modification. During the three months ended September 30, 2021, the Company agreed to defer $0.1 million and abate $0.1 million of billed rental income, which was significantly lower than the $1.7 million of rent deferrals and $0.3 million of rent abatements granted at the initial onset of the COVID-19 pandemic during the three months ended September 30, 2020. During the nine months ended September 30, 2021, the Company granted $0.4 million of rent deferrals and $0.3 million of rent abatements. Since the onset of the COVID-19 pandemic, the Company entered into rent relief agreements consisting of $6.1 million of rent deferrals and $1.6 million of rent abatements. As of September 30, 2021, the 340 current customers that received rent relief account for 9.6% of rental income. Also as of September 30, 2021, the Company had collected $4.5 million of rent deferral repayment, representing 99.9% of the amounts scheduled to be repaid through September 2021. The duration and severity of the effects of the COVID-19 pandemic on the economy are uncertain and are likely to impact collectability of certain customers’ rent receivable balances in the future. The Company has taken into account the current financial condition of its tenants, including consideration of COVID-19 impacts, in its estimation of its uncollectible accounts and deferred rents receivable at September 30, 2021. The Company is closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known. |
Sales of Real Estate Facilities | Sales of real estate facilities Sales of real estate facilities are not part of our ordinary activities, and as a result, we consider such sales as contracts with non-customers. We recognize sales of real estate when we have collected payment and the attributes of ownership, such as possession and control of the asset, have been transferred to the buyer. If a contract for sale includes obligations to provide goods or services to the buyer, an allocated portion of the contract price is recognized as revenue as the related goods or services are transferred to the buyer. |
General and Administrative Expense | General and administrative expense General and administrative expense includes executive and other compensation, corporate office expenses, professional fees, and other such costs that are not directly related to the operation of our real estate facilities. |
Income Taxes | Income taxes We have elected to be treated as a REIT, as defined in the Internal Revenue Code of 1986, as amended (the “Code”). As a REIT, we do not incur U.S. federal corporate income tax if we distribute all of our “REIT taxable income” each year, and if we meet certain organizational and operational requirements. We believe we have met these REIT requirements for all periods presented herein. Accordingly, we have recorded no U.S. federal corporate income tax expense related to our “REIT taxable income.” We recognize tax benefits of uncertain income tax positions that are subject to audit only if we believe it is more likely than not that the position would ultimately be sustained assuming the relevant taxing authorities had full knowledge of the relevant facts and circumstances of our positions. As of September 30, 2021 and December 31, 2020, we did not recognize any tax benefit for uncertain tax positions. |
Accounting for Preferred Equity Issuance Costs | Accounting for preferred equity issuance costs We record preferred equity issuance costs as a reduction to paid-in capital on our consolidated balance sheets at the time the preferred securities are issued and reflect the carrying value of the preferred equity at its redemption value. An additional allocation of income is made from the common stockholders to the preferred stockholders in the amount of the original issuance costs, and we reclassify the redemption value from equity to liabilities, when we call preferred stock for redemption, with such liabilities relieved once the preferred stock is redeemed. |
Net Income per Share of Common Share | Net income per share of common stock Notwithstanding the presentation of income allocations on our consolidated statements of income, net income is allocated to (a) preferred stockholders, for distributions paid or payable, (b) preferred stockholders, to the extent redemption value exceeds the related carrying value, (c) our joint venture partner in proportion to its percentage interest in the joint ventures, to the extent the consolidated joint ventures produce net income or loss during the period and (d) restricted stock unit (“RSU”) holders, for non-forfeitable dividends paid adjusted for participation rights in undistributed earnings. The remaining net income is allocated to the common partnership units and our common stockholders, respectively, based upon the pro-rata aggregate number of units and stock outstanding. Basic and diluted net income per share of common stock are each calculated based upon net income allocable to common stockholders, divided by (i) in the case of basic net income per share of common stock, weighted average common stock and (ii) in the case of diluted net income per share of common stock, weighted average common stock adjusted for the impact of stock compensation awards outstanding (see Note 11) using the treasury stock method. The following table sets forth the components of our basic and diluted net income per share that are not reflected on the face of our consolidated statements of income, including the allocation of income to common stockholders and common partnership units, the percentage of weighted average common stock and common partnership units outstanding, as well as basic and diluted weighted average common stock outstanding (in thousands): For the Three Months For the Nine Months Ended September 30, Ended September 30, 2021 2020 2021 2020Calculation of net income allocable to common stockholders Net income$ 78,463 $ 50,899 $ 196,020 $ 160,410 Net (income) loss allocated to Preferred stockholders based upon distributions (12,046) (12,046) (36,139) (36,139)Noncontrolling interests—joint venture 2 4 7 (26)Restricted stock unit holders (350) (149) (828) (543)Net income allocable to common stockholders and noncontrolling interests—common units 66,069 38,708 159,060 123,702 Net income allocation to noncontrolling interests— common units (13,852) (8,128) (33,362) (25,985)Net income allocable to common stockholders $ 52,217 $ 30,580 $ 125,698 $ 97,717 Calculation of common partnership units as a percentage of common stock equivalents Weighted average common stock outstanding 27,543 27,483 27,523 27,470 Weighted average common partnership units outstanding 7,305 7,305 7,305 7,305 Total common stock equivalents 34,848 34,788 34,828 34,775 Common partnership units as a percentage of common stock equivalents 21.0% 21.0% 21.0% 21.0% Weighted average common stock outstanding Basic weighted average common stock outstanding 27,543 27,483 27,523 27,470 Net effect of dilutive stock compensation—based on treasury stock method using average market price 92 82 100 90 Diluted weighted average common stock outstanding 27,635 27,565 27,623 27,560 |
Segment Reporting | Segment reporting The Company has two operating segments: (i) the acquisition, development, ownership and management of commercial real estate and (ii) the acquisition, development, ownership and management of multifamily real estate, but has only one reportable segment as the multifamily segment does not meet the quantitative thresholds necessary to require reporting as a separate segment. |
Reclassifications | Reclassifications Certain reclassifications have been made to the consolidated financial statements for 2020 in order to conform to the 2021 presentation, including reclassifying assets held for sale or sold during 2021 from “real estate facilities, at cost” of $70.0 million and “land and building held for development, net” of $5.1 million as of December 31, 2020 into “properties held for sale, net” of $75.1 million on our consolidated balance sheets. Additionally, we combined all non-cash rental income items into “straight-line rent and amortization of lease intangibles, net” within the operating activities section of our consolidated statements of cash flows for all periods presented herein. |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | December 31, 2020 2019Consolidated balance sheets Cash and cash equivalents $ 69,083 $ 62,786 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 70,171 $ 63,874 September 30, 2021 2020Consolidated balance sheets Cash and cash equivalents $ 46,594 $ 117,881 Restricted cash included in Land and building held for development, net 1,088 1,088 Cash and cash equivalents and restricted cash at the end of the period$ 47,682 $ 118,969 |
Calculation Of Earnings Per Share | For the Three Months For the Nine Months Ended September 30, Ended September 30, 2021 2020 2021 2020Calculation of net income allocable to common stockholders Net income$ 78,463 $ 50,899 $ 196,020 $ 160,410 Net (income) loss allocated to Preferred stockholders based upon distributions (12,046) (12,046) (36,139) (36,139)Noncontrolling interests—joint venture 2 4 7 (26)Restricted stock unit holders (350) (149) (828) (543)Net income allocable to common stockholders and noncontrolling interests—common units 66,069 38,708 159,060 123,702 Net income allocation to noncontrolling interests— common units (13,852) (8,128) (33,362) (25,985)Net income allocable to common stockholders $ 52,217 $ 30,580 $ 125,698 $ 97,717 Calculation of common partnership units as a percentage of common stock equivalents Weighted average common stock outstanding 27,543 27,483 27,523 27,470 Weighted average common partnership units outstanding 7,305 7,305 7,305 7,305 Total common stock equivalents 34,848 34,788 34,828 34,775 Common partnership units as a percentage of common stock equivalents 21.0% 21.0% 21.0% 21.0% Weighted average common stock outstanding Basic weighted average common stock outstanding 27,543 27,483 27,523 27,470 Net effect of dilutive stock compensation—based on treasury stock method using average market price 92 82 100 90 Diluted weighted average common stock outstanding 27,635 27,565 27,623 27,560 |
Real Estate Facilities (Tables)
Real Estate Facilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate Facilities [Abstract] | |
Activity In Real Estate Facilities | Buildings and Accumulated Land Improvements Depreciation Total Balances at December 31, 2020 (1)$ 843,765 $ 2,080,895 $ (1,101,739) $ 1,822,921 Acquisition of real estate facility 20,308 100,893 — 121,201 Capital expenditures — 26,121 — 26,121 Disposals (2) — (7,349) 7,349 —Depreciation and amortization expense — — (67,182) (67,182)Transfer from property held for development 989 8,063 — 9,052 Transfer to properties held for sale — (1,528) 3,625 2,097 Balances at September 30, 2021$ 865,062 $ 2,207,095 $ (1,157,947) $ 1,914,210 ____________________________(1)Land, building and improvements, and accumulated depreciation totaling $30.9 million, $166.5 million, and $127.4 million, respectively, were reclassified as of December 31, 2020 to “properties held for sale, net” representing a 772,000 square foot industrial-flex business park located in Irving, Texas, a 371,000 square foot industrial-flex business park located in San Diego, California, a 244,000 square foot office business park located in Herndon, Virginia, a 198,000 square foot office-oriented flex business park located in Chantilly, Virginia, a 53,000 square foot industrial building located in Beltsville, Maryland, and a 22,000 square foot single-tenant industrial-flex building located in Irving, Texas.(2)Disposals primarily represent the book value of tenant improvements that have been removed upon the customer vacating their space. |
Summary Of Real Estate Assets Acquired And Liabilities Assumed | 2021 2020Land$ 20,308 $ 11,123 Buildings and improvements 100,893 2,153 Other assets (above-market in-place rents) — —Accrued and other liabilities (below-market in-place rents) (1,156) —Other assets (in-place lease value) 3,223 237 Total purchase price 123,268 13,513 Net operating assets acquired and liabilities assumed (1,097) (90)Total cash paid$ 122,171 $ 13,423 |
Leasing Activity (Tables)
Leasing Activity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leasing Activity [Abstract] | |
Summary Of Future Minimum Rental Income Excluding Recovery Of Operating Expenses | Remainder of 2021$ 77,055 2022 271,075 2023 204,571 2024 142,367 2025 89,682 Thereafter 158,093 Total (1)$ 942,843 ____________________________(1)Excludes future minimum rental income from assets held for sale as of September 30, 2021. |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders’ Equity [Abstract] | |
Schedule Of Preferred Stock Outstanding | Earliest Potential Dividend Shares Amount Series Issuance Date Redemption Date Rate Outstanding (in thousands)Series W October 2016 October 2021 5.200% 7,590 $ 189,750 Series X September 2017 September 2022 5.250% 9,200 230,000 Series Y December 2017 December 2022 5.200% 8,000 200,000 Series Z November 2019 November 2024 4.875% 13,000 325,000 Total 37,790 $ 944,750 |
Organization And Description _2
Organization And Description Of Business (Narrative) (Details) shares in Millions, ft² in Millions | 9 Months Ended |
Sep. 30, 2021ft²itempropertystateshares | |
Organization And Description Of Business [Line Items] | |
The Company's ownership percentage of the limited partnership | 79.00% |
Rentable area (in square feet) | ft² | 28.1 |
Number of states with rentable commercial space | state | 6 |
Number of parks | item | 97 |
Number of buildings | item | 680 |
Managed Properties [Member] | |
Organization And Description Of Business [Line Items] | |
Rentable area (in square feet) | ft² | 0.4 |
Highgate at the Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Number of units developed | property | 395 |
Brentford at The Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Number of units developed | property | 411 |
JV Partner [Member] | Highgate at the Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Economic interest in joint venture, percentage | 5.00% |
JV Partner [Member] | Brentford at The Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Economic interest in joint venture, percentage | 1.80% |
PS [Member] | |
Organization And Description Of Business [Line Items] | |
Shares owned by Public Storage | shares | 7.2 |
Affiliate's percent ownership of the Company's common equity | 41.50% |
Aggregate shares owned if partnership units are redeemed | shares | 14.5 |
Investment in Joint Venture [Member] | Highgate at the Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Economic interest in joint venture, percentage | 95.00% |
Investment in Joint Venture [Member] | Brentford at The Mile [Member] | |
Organization And Description Of Business [Line Items] | |
Economic interest in joint venture, percentage | 98.20% |
Summary Of Significant Accoun_4
Summary Of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 21 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)customersegmentpropertyshares | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2021USD ($) | Aug. 31, 2020USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common units in operating partnership | shares | 7,305,355 | ||||||
Land and building held for development, net | $ 62,467,000 | $ 62,467,000 | $ 37,922,000 | $ 62,467,000 | |||
Cash and cash equivalents maximum benchmark (in months) | 3 months | ||||||
Minimum expected future benefit period on expenditures cost to be capitalized and depreciated (in years) | 2 years | ||||||
Minimum expected future benefit period on transaction cost to be capitalized and depreciated (in years) | 1 year | ||||||
Length of time criteria for expected sale of assets to be classified as properties held for disposition | 12 months | ||||||
Below market lease, net | 2,800,000 | $ 2,800,000 | 2,200,000 | 2,800,000 | |||
Below market leases, accumulated amortization | 12,800,000 | 12,800,000 | 12,200,000 | 12,800,000 | |||
Impairment on assets | 0 | $ 0 | |||||
Operating lease, right-of-use asset | $ 1,400,000 | $ 1,400,000 | 1,500,000 | $ 1,400,000 | |||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets | Other Assets | Other Assets | ||||
Operating lease, liability | $ 1,400,000 | $ 1,400,000 | 1,500,000 | $ 1,400,000 | |||
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities | ||||
Accumulated amortization | $ 300,000 | $ 300,000 | 200,000 | $ 300,000 | |||
Accounts receivable, write-off | 0 | 0 | |||||
Deferred rent receivable, write-off | 100,000 | 300,000 | |||||
Rental income | 110,448,000 | $ 103,760,000 | 327,859,000 | 310,535,000 | |||
Rental income, operating leases | 83,600,000 | 79,400,000 | 249,400,000 | 238,300,000 | |||
Rental income, variable lease payments | 26,800,000 | 24,400,000 | 78,400,000 | $ 72,200,000 | |||
Income tax expense | 0 | ||||||
Tax benefit for uncertain tax positions | $ 0 | 0 | |||||
Number of operating segments | segment | 2 | ||||||
Number of reportable segments | segment | 1 | ||||||
Gross real estate investment property | 3,072,157,000 | $ 3,072,157,000 | 2,924,660,000 | 3,072,157,000 | |||
Properties held for sale, net | 46,811,000 | $ 46,811,000 | 75,138,000 | 46,811,000 | |||
Reclassification [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Land and building held for development, net | (5,100,000) | ||||||
Gross real estate investment property | (70,000,000) | ||||||
Properties held for sale, net | 75,100,000 | ||||||
COVID-19 [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Deferral agreement, number of customers | customer | 340 | ||||||
Deferral agreement, percentage of customers on a percentage of total rental income basis | 9.60% | ||||||
Deferred rent receivable | 100,000 | 1,700,000 | $ 400,000 | 6,100,000 | |||
Rent receivable abated | 100,000 | $ 300,000 | 300,000 | 1,600,000 | |||
Deferred payments received | $ 4,500,000 | ||||||
Collection rate percentage on deferral repayments | 99.90% | ||||||
Above Market Leases [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Finite-lived intangible assets, net | 800,000 | $ 800,000 | 1,200,000 | 800,000 | |||
Finite-lived intangible assets, accumulated amortization | (11,500,000) | (11,500,000) | (11,100,000) | (11,500,000) | |||
Acquired In Place Leases [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Finite-lived intangible assets, net | 6,400,000 | 6,400,000 | 5,300,000 | 6,400,000 | |||
Finite-lived intangible assets, accumulated amortization | $ 9,400,000 | $ 9,400,000 | 7,200,000 | $ 9,400,000 | |||
Minimum [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life (in years) | 5 years | ||||||
Operating lease, expiration date | 2029 | ||||||
Operating lease, remaining lease term | 8 years | ||||||
Maximum [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life (in years) | 30 years | ||||||
Operating lease, expiration date | 2030 | ||||||
Operating lease, remaining lease term | 8 years 3 months 18 days | ||||||
Highgate at the Mile [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of units developed | property | 395 | ||||||
Highgate at the Mile [Member] | JV Partner [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Consolidated entity ownership percentage | 5.00% | 5.00% | 5.00% | ||||
Brentford at The Mile [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of units developed | property | 411 | ||||||
Land and building held for development, net | $ 5,100,000 | $ 5,100,000 | $ 5,100,000 | $ 5,100,000 | |||
Brentford at The Mile [Member] | JV Partner [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Consolidated entity ownership percentage | 1.80% | 1.80% | 1.80% | ||||
Investment in Joint Venture [Member] | Highgate at the Mile [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Consolidated entity ownership percentage | 95.00% | 95.00% | 95.00% | ||||
Investment in Joint Venture [Member] | Brentford at The Mile [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Consolidated entity ownership percentage | 98.20% | 98.20% | 98.20% | ||||
Land and building held for development, net | $ 46,500,000 | $ 46,500,000 | $ 15,100,000 | $ 46,500,000 |
Summary Of Significant Accoun_5
Summary Of Significant Accounting Policies (Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Summary Of Significant Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 46,594 | $ 69,083 | $ 117,881 | $ 62,786 |
Restricted cash included in Land and building held for development, net | 1,088 | 1,088 | 1,088 | 1,088 |
Cash and cash equivalents and restricted cash at the end of the period | $ 47,682 | $ 70,171 | $ 118,969 | $ 63,874 |
Summary Of Significant Accoun_6
Summary Of Significant Accounting Policies (Calculation Of Earnings Per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Summary Of Significant Accounting Policies [Abstract] | ||||
Net income | $ 78,463 | $ 50,899 | $ 196,020 | $ 160,410 |
Net (income) loss allocated to Preferred stockholders based upon distributions | (12,046) | (12,046) | (36,139) | (36,139) |
Net (income) loss allocated to Noncontrolling interests - joint venture | 2 | 4 | 7 | (26) |
Net (income) loss allocated to Restricted stock unit holders | (350) | (149) | (828) | (543) |
Net income allocable to common stockholders and noncontrolling interests - common units | 66,069 | 38,708 | 159,060 | 123,702 |
Net income allocation to noncontrolling interests - common units | (13,852) | (8,128) | (33,362) | (25,985) |
Net income allocable to common stockholders | $ 52,217 | $ 30,580 | $ 125,698 | $ 97,717 |
Weighted average common stock outstanding | 27,543 | 27,483 | 27,523 | 27,470 |
Weighted average common partnership units outstanding | 7,305 | 7,305 | 7,305 | 7,305 |
Total common stock equivalents | 34,848 | 34,788 | 34,828 | 34,775 |
Common partnership units as a percentage of common stock equivalents | 21.00% | 21.00% | 21.00% | 21.00% |
Net effect of dilutive stock compensation - based on treasury stock method using average market price | 92 | 82 | 100 | 90 |
Diluted weighted average common stock outstanding | 27,635 | 27,565 | 27,623 | 27,560 |
Real Estate Facilities (Narrati
Real Estate Facilities (Narrative) (Details) $ in Thousands | Oct. 19, 2021USD ($)ft² | Sep. 17, 2021USD ($)ft² | Jul. 16, 2021USD ($)ft² | Jun. 17, 2021USD ($)ft² | Sep. 16, 2020USD ($)ft²item | Jan. 07, 2020USD ($)ft² | Sep. 30, 2021USD ($)ft²a | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)ft²aproperty | Sep. 30, 2020USD ($) | Sep. 01, 2021USD ($)ft² | Dec. 31, 2020USD ($) | Jan. 10, 2020USD ($)ft² |
Real Estate Facilities [Line Items] | |||||||||||||
Area of land (in acres) | a | 44.5 | 44.5 | |||||||||||
Rentable area (in square feet) | ft² | 28,100,000 | 28,100,000 | |||||||||||
Committed transaction costs for executed leases | $ 10,500 | ||||||||||||
Purchase price | $ 123,268 | $ 13,513 | 123,268 | $ 13,513 | |||||||||
Gross real estate investment property | 3,072,157 | 3,072,157 | $ 2,924,660 | ||||||||||
Estimated development costs | 51,000 | 51,000 | |||||||||||
Proceeds from sale of real estate facilities | 76,566 | 40,674 | |||||||||||
Gain on sale of real estate facilities | $ 29,924 | $ 7,652 | $ 49,117 | $ 27,273 | |||||||||
Grapevine Acquisition [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 718,000 | ||||||||||||
Purchase price | $ 123,300 | ||||||||||||
La Mirada Acquisition [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 73,000 | ||||||||||||
Purchase price | $ 13,500 | ||||||||||||
Metro Park North [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 113,000 | ||||||||||||
Proceeds from sale of real estate facilities | $ 29,300 | ||||||||||||
Gain on sale of real estate facilities | $ 19,600 | ||||||||||||
Industrial Property [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Area of real estate property (in square feet) | ft² | 83,000 | 83,000 | |||||||||||
Development costs incurred | $ 8,100 | $ 8,100 | |||||||||||
Gross real estate investment property | $ 9,100 | $ 9,100 | |||||||||||
Highgate at the Mile [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Number of units developed | property | 395 | ||||||||||||
Area of land (in acres) | a | 5 | 5 | |||||||||||
Highgate at the Mile [Member] | Investment in Joint Venture [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Economic interest in joint venture, percentage | 95.00% | 95.00% | |||||||||||
Highgate at the Mile [Member] | JV Partner [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Economic interest in joint venture, percentage | 5.00% | 5.00% | |||||||||||
Irving, TX [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 22,000 | ||||||||||||
Proceeds from sale of real estate facilities | $ 3,400 | ||||||||||||
Gain on sale of real estate facilities | $ 2,900 | ||||||||||||
Redmond, WA [Member] | Industrial Property [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 40,000 | ||||||||||||
Number of buildings sold | item | 2 | ||||||||||||
Proceeds from sale of real estate facilities | $ 11,400 | ||||||||||||
Gain on sale of real estate facilities | $ 7,700 | ||||||||||||
Chantilly, VA [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 198,000 | ||||||||||||
Proceeds from sale of real estate facilities | $ 32,600 | ||||||||||||
Gain on sale of real estate facilities | $ 19,200 | ||||||||||||
Herndon, VA [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 244,000 | ||||||||||||
Gross real estate investment property | $ 40,500 | ||||||||||||
Gain on sale of real estate facilities | $ 27,000 | ||||||||||||
San Diego, CA [Member] | Subsequent Event [Member] | |||||||||||||
Real Estate Facilities [Line Items] | |||||||||||||
Rentable area (in square feet) | ft² | 371,000 | ||||||||||||
Purchase price | $ 315,400 | ||||||||||||
Proceeds from sale of real estate facilities | $ 311,100 |
Real Estate Facilities (Activit
Real Estate Facilities (Activity In Real Estate Facilities) (Details) $ in Thousands | 9 Months Ended | ||||
Sep. 30, 2021USD ($)ft² | Sep. 17, 2021ft² | Jul. 16, 2021ft² | Jun. 17, 2021ft² | Dec. 31, 2020USD ($)ft² | |
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | $ 1,822,921 | ||||
Accumulated Depreciation, Beginning Balances | (1,101,739) | ||||
Acquisition of real estate facility | 121,201 | ||||
Capital expenditures | 26,121 | ||||
Depreciation and amortization expense | (67,182) | ||||
Transfers from property held for development | 9,052 | ||||
Transfer to properties held for sale | 2,097 | ||||
Accumulated Depreciation, Ending Balances | (1,157,947) | ||||
Ending Balances | 1,914,210 | ||||
Properties held for sale, net | $ 46,811 | $ 75,138 | |||
Rentable area (in square feet) | ft² | 28,100,000 | ||||
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | $ 843,765 | ||||
Acquisition of real estate facility | 20,308 | ||||
Transfer to properties held for sale | 989 | ||||
Ending Balances | 865,062 | ||||
Buildings And Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | 2,080,895 | ||||
Acquisition of real estate facility | 100,893 | ||||
Capital expenditures | 26,121 | ||||
Disposals | (7,349) | ||||
Transfers from property held for development | 8,063 | ||||
Transfer to properties held for sale | (1,528) | ||||
Ending Balances | 2,207,095 | ||||
Accumulated Depreciation [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Accumulated Depreciation, Beginning Balances | (1,101,739) | ||||
Accumulated Depreciation, Disposals | 7,349 | ||||
Depreciation and amortization expense | (67,182) | ||||
Transfer to properties held for sale | 3,625 | ||||
Accumulated Depreciation, Ending Balances | (1,157,947) | ||||
Reclassification [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Properties held for sale, net | $ 75,100 | ||||
Reclassification [Member] | Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | (30,900) | ||||
Reclassification [Member] | Buildings And Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | (166,500) | ||||
Reclassification [Member] | Accumulated Depreciation [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Beginning Balances | $ (127,400) | ||||
Irving, TX [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 22,000 | ||||
Irving, TX [Member] | Industrial-Flex Business Park [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 772,000 | ||||
Irving, TX [Member] | Single-Tenant Industrial-Flex Building [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 22,000 | ||||
San Diego, CA [Member] | Industrial-Flex Business Park [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 371,000 | ||||
Herndon, VA [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 244,000 | ||||
Herndon, VA [Member] | Office Business Park [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 244,000 | ||||
Chantilly, VA [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 198,000 | ||||
Chantilly, VA [Member] | Office Oriented Flex Business Park [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 198,000 | ||||
Beltsville, MD [Member] | Industrial Building [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Rentable area (in square feet) | ft² | 53,000 |
Real Estate Facilities (Summary
Real Estate Facilities (Summary Of Real Estate Assets Acquired And Liabilities Assumed) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Real Estate Facilities [Abstract] | ||
Land | $ 20,308 | $ 11,123 |
Buildings and improvements | 100,893 | 2,153 |
Accrued and other liabilities (below-market in-place rents) | (1,156) | |
Other assets (in-place lease value) | 3,223 | 237 |
Total purchase price | 123,268 | 13,513 |
Net operating assets acquired and liabilities assumed | (1,097) | (90) |
Total cash paid | $ 122,171 | $ 13,423 |
Multifamily Developmental Act_2
Multifamily Developmental Activity (Narrative) (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Aug. 31, 2020USD ($) | Sep. 30, 2021USD ($)property | Dec. 31, 2020USD ($) | |
Real Estate Facilities [Line Items] | |||
Land and building held for development, net | $ 62,467 | $ 37,922 | |
Estimated development costs | $ 51,000 | ||
Brentford at The Mile [Member] | |||
Real Estate Facilities [Line Items] | |||
Number of Units in Multi-Family Asset | property | 411 | ||
Value of property contributed | $ 18,500 | ||
Land and building held for development, net | $ 5,100 | $ 5,100 | |
Development cost incurred, inclusive of land cost | $ 41,400 | ||
Brentford at The Mile [Member] | Investment in Joint Venture [Member] | |||
Real Estate Facilities [Line Items] | |||
Economic interest in joint venture, percentage | 98.20% | ||
Land and building held for development, net | $ 46,500 | $ 15,100 | |
Brentford at The Mile [Member] | JV Partner [Member] | |||
Real Estate Facilities [Line Items] | |||
Economic interest in joint venture, percentage | 1.80% | ||
Minimum [Member] | Brentford at The Mile [Member] | |||
Real Estate Facilities [Line Items] | |||
Period to complete construction | 24 months | ||
Maximum [Member] | Brentford at The Mile [Member] | |||
Real Estate Facilities [Line Items] | |||
Period to complete construction | 36 months |
Leasing Activity (Narrative) (D
Leasing Activity (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Leased Assets [Line Items] | ||||
Rental income, variable lease payments | $ 26.8 | $ 24.4 | $ 78.4 | $ 72.2 |
Percentage of leased asset subjected to termination options | 2.20% | 2.20% | ||
Percentage of leased asset exercisable in period | 1.30% | 1.30% | ||
Termination option, exercisable through date | Dec. 31, 2021 | |||
Minimum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Non-cancelable lease term | 1 year | 1 year | ||
Maximum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Non-cancelable lease term | 10 years | 10 years |
Leasing Activity (Summary Of Fu
Leasing Activity (Summary Of Future Minimum Rental Revenues Excluding Recovery Of Operating Expenses) (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Leasing Activity [Abstract] | |
Remainder of 2021 | $ 77,055 |
2022 | 271,075 |
2023 | 204,571 |
2024 | 142,367 |
2025 | 89,682 |
Thereafter | 158,093 |
Total | $ 942,843 |
Bank Loans (Narrative) (Details
Bank Loans (Narrative) (Details) | 1 Months Ended | 2 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($)item | Sep. 30, 2021USD ($) | Jul. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Line of Credit Facility [Line Items] | |||||
Credit facility, outstanding | $ 0 | $ 0 | $ 0 | $ 0 | |
Payment of deferred financing costs | 2,248,000 | ||||
Wells Fargo Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit, borrowing limit | $ 400,000,000 | $ 400,000,000 | $ 400,000,000 | $ 250,000,000 | |
Line of credit, expiration date | Aug. 24, 2025 | ||||
Number of six-month extension options | item | 2 | ||||
Number of twelve-month extension options | item | 1 | ||||
Spread over LIBOR | 0.70% | ||||
Line of credit, facility fee percent | 0.10% | ||||
Sustainability-linked pricing component, pricing improvement percentage | 0.01% | ||||
Option to increase commitments, additional amount | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | ||
Payment of deferred financing costs | 2,200,000 | ||||
Unamortized loan origination costs | $ 2,200,000 | $ 2,200,000 | $ 2,200,000 | $ 200,000 | |
Line of credit, frequency of interest payment | monthly | ||||
Wells Fargo Credit Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Spread over LIBOR | 0.70% | ||||
Line of credit, facility fee percent | 0.10% | ||||
Wells Fargo Credit Facility [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Spread over LIBOR | 1.35% | ||||
Line of credit, facility fee percent | 0.25% |
Noncontrolling Interests (Narra
Noncontrolling Interests (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Noncontrolling Interests [Line Items] | |||||
Common units in operating partnership | 7,305,355 | ||||
Noncontrolling interests | $ 229,769 | $ 229,769 | $ 218,963 | ||
Number of shares of common stock for each unit of limited partnership interest redeemed | 1 | 1 | |||
Net income allocation to noncontrolling interests - common units | $ 13,852 | $ 8,128 | $ 33,362 | $ 25,985 | |
Capital contribution from noncontrolling interests - joint venture | 236 | $ 438 | 523 | $ 438 | |
PS [Member] | |||||
Noncontrolling Interests [Line Items] | |||||
Noncontrolling interests | 226,000 | 226,000 | 215,700 | ||
JV Partner [Member] | |||||
Noncontrolling Interests [Line Items] | |||||
Noncontrolling interests | $ 3,700 | $ 3,700 | $ 3,300 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($)item | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)item | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Related Party Transaction [Line Items] | |||||
Interest and other income | $ 411 | $ 230 | $ 1,590 | $ 1,012 | |
Number of assets owned that are maintained by Public Storage | item | 2 | 2 | |||
Property management contract written notice of termination period minimum (in days) | 60 days | ||||
Reimbursement to related party | $ 500 | 400 | $ 1,000 | 800 | |
Due to related parties | 100 | 100 | $ 100 | ||
Property Management [Member] | |||||
Related Party Transaction [Line Items] | |||||
Interest and other income | 100 | 100 | 200 | 200 | |
Operating expenses allocated to operating party | 100 | 100 | 200 | 300 | |
Maximum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Management fee expenses | 100 | 100 | 100 | 100 | |
Costs allocated from related party | 100 | 100 | 100 | 100 | |
Reimbursement from related party | $ 100 | $ 100 | $ 100 | $ 100 |
Stockholders_ Equity (Preferred
Stockholders’ Equity (Preferred Stock) (Narrative) (Details) | Oct. 04, 2021USD ($)$ / shares | Sep. 30, 2021USD ($)$ / shares | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)item$ / shares | Sep. 30, 2020USD ($) | Dec. 31, 2020 |
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, redemption price per share | $ / shares | $ 25 | $ 25 | ||||
Distributions to preferred stockholders | $ 12,000,000 | $ 12,000,000 | $ 36,139,000 | $ 36,139,000 | ||
Number of quarterly dividends in arrearage before preferred stockholders can elect additional board members | item | 6 | |||||
Number of additional board members the preferred stockholders can elect in the case of an excess arrearage of quarterly dividends | item | 2 | |||||
Dividends in arrears | $ 0 | |||||
Series W Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Cumulative preferred stock, dividend rate | 5.20% | 5.20% | ||||
Series Z Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Cumulative preferred stock, dividend rate | 4.875% | 4.875% | ||||
Subsequent Event [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred Redemption allocation | $ 190,700,000 | |||||
Subsequent Event [Member] | Series W Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, redemption price per share | $ / shares | $ 25 |
Stockholders_ Equity (Common St
Stockholders’ Equity (Common Stock And Units And Equity Stock) (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Stockholders’ Equity [Abstract] | |||||
Distributions paid to common stockholders | $ 28,900 | $ 28,900 | $ 86,713 | $ 86,533 | |
Dividends paid per share of common stock | $ 1.05 | $ 1.05 | $ 3.15 | $ 3.15 | |
Distributions paid to noncontrolling interests — common units | $ 7,700 | $ 7,700 | $ 23,012 | $ 23,012 | |
Dividends paid per common unit | $ 1.05 | $ 1.05 | $ 3.15 | $ 3.15 | |
Equity stock, shares authorized | 100,000,000 | 100,000,000 | |||
Equity stock, shares issued | 0 | 0 | 0 |
Stockholders_ Equity (Schedule
Stockholders’ Equity (Schedule Of Preferred Stock Outstanding) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||
Shares Outstanding | 37,790 | 37,790 |
Shares Amount | $ 944,750 | $ 944,750 |
Series W Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Issuance Date | Oct. 1, 2016 | |
Earliest Potential Redemption Date | Oct. 1, 2021 | |
Dividend Rate | 5.20% | 5.20% |
Shares Outstanding | 7,590 | 7,590 |
Shares Amount | $ 189,750 | $ 189,750 |
Series X Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Issuance Date | Sep. 1, 2017 | |
Earliest Potential Redemption Date | Sep. 1, 2022 | |
Dividend Rate | 5.25% | 5.25% |
Shares Outstanding | 9,200 | 9,200 |
Shares Amount | $ 230,000 | $ 230,000 |
Series Y Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Issuance Date | Dec. 1, 2017 | |
Earliest Potential Redemption Date | Dec. 1, 2022 | |
Dividend Rate | 5.20% | 5.20% |
Shares Outstanding | 8,000 | 8,000 |
Shares Amount | $ 200,000 | $ 200,000 |
Series Z Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Issuance Date | Nov. 1, 2019 | |
Earliest Potential Redemption Date | Nov. 1, 2024 | |
Dividend Rate | 4.875% | 4.875% |
Shares Outstanding | 13,000 | 13,000 |
Shares Amount | $ 325,000 | $ 325,000 |
Stock Compensation (Narrative)
Stock Compensation (Narrative) (Details) $ in Thousands | Apr. 05, 2021USD ($) | Apr. 30, 2021USD ($)shares | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)itemshares | Sep. 30, 2020USD ($)shares | Dec. 31, 2020shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Cash paid for taxes in lieu of shares upon vesting of RSU's | $ | $ 478 | $ 442 | $ 3,680 | $ 4,102 | |||
Stock Options and Restricted Stock Units [Member] | President and CEO [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compensation expense | $ | 1,700 | 1,700 | |||||
Stock Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compensation expense | $ | $ 100 | 100 | $ 500 | 300 | |||
Expiration period | 10 years | ||||||
Options exercised | 14,478 | ||||||
Options forfeited | 0 | ||||||
Options outstanding | 185,216 | 185,216 | 171,694 | ||||
Stock units granted | 28,000 | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 6 years | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | Year Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | Year Three [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | Year Four [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | Year Five [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Granted Prior To 2016 [Member] | Year Six [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 5 years | ||||||
Compensation expense | $ | $ 1,900 | 2,200 | $ 5,100 | $ 3,500 | |||
Stock units granted | 74,435 | ||||||
Stock units vested | 57,063 | ||||||
Stock units forfeited | 17,110 | ||||||
Common shares withheld upon vesting | 23,935 | 28,877 | |||||
Issuance of common stock in connection with share-based compensation, shares | 33,128 | 41,699 | |||||
Awards outstanding | 121,770 | 121,770 | 121,508 | ||||
Restricted Stock Units (RSUs) [Member] | President and CEO [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock units granted | 41,186 | ||||||
Restricted Stock Units (RSUs) [Member] | Chief Financial Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock units granted | 10,955 | ||||||
Restricted Stock Units (RSUs) [Member] | Divisional Vice Presidents [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock units granted | 16,970 | ||||||
Restricted Stock Units (RSUs) Grant 1 [Member] | Year One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Grant 1 [Member] | Year Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Grant 1 [Member] | Year Three [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Grant 1 [Member] | Year Four [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Grant 1 [Member] | Year Five [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 20.00% | ||||||
Restricted Stock Units (RSUs) Grant 2 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Restricted Stock Units (RSUs) Grant 2 [Member] | Year One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
Restricted Stock Units (RSUs) Grant 2 [Member] | Year Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
Restricted Stock Units (RSUs) Grant 2 [Member] | Year Three [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.00% | ||||||
CEO Sign-On Award [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grant date fair value | $ | $ 3,700 | ||||||
Vesting period | 5 years | ||||||
Retention Award [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grant date fair value | $ | $ 2,900 | ||||||
Vesting period | 5 years | ||||||
Incentive Program [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of annual vesting installments | item | 5 | ||||||
Retirement Plan for Non-Employee Directors [Member] | Restricted Stock Units (RSUs) [Member] | Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compensation expense | $ | $ 300 | $ 200 | $ 800 | $ 600 | |||
Issuance of common stock in connection with share-based compensation, shares | 10,000 | 1,000 | 0 | ||||
Aggregate fair value of the shares issued | $ | $ 1,600 | ||||||
Minimum [Member] | Incentive Program [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Possible target award adjustment based on strategic and operational accomplishments | 75.00% | ||||||
Maximum [Member] | Incentive Program [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Possible target award adjustment based on strategic and operational accomplishments | 125.00% | ||||||
Maximum [Member] | Retirement Plan for Non-Employee Directors [Member] | Restricted Stock Units (RSUs) [Member] | Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of common stock in connection with share-based compensation, shares | 10,000 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Series W Preferred Stock [Member] | ||
Cumulative preferred stock, dividend rate | 5.20% | 5.20% |