Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 1-May-15 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ACADIA REALTY TRUST | |
Entity Central Index Key | 899629 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 68,785,193 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Operating real estate | ||
Land | $498,321 | $424,661 |
Buildings and improvements | 1,510,444 | 1,329,080 |
Construction in progress | 10,861 | 7,464 |
Gross operating real estate | 2,019,626 | 1,761,205 |
Less: accumulated depreciation | 270,372 | 256,015 |
Net operating real estate | 1,749,254 | 1,505,190 |
Real estate under development | 484,676 | 447,390 |
Notes receivable and preferred equity investments, net | 98,560 | 102,286 |
Investments in and advances to unconsolidated affiliates | 184,500 | 184,352 |
Cash and cash equivalents | 119,555 | 217,580 |
Cash in escrow | 59,508 | 20,358 |
Restricted cash | 5,401 | 30,604 |
Rents receivable, net | 38,380 | 36,962 |
Deferred charges, net | 32,042 | 30,679 |
Acquired lease intangibles, net | 45,660 | 44,618 |
Prepaid expenses and other assets | 53,330 | 56,508 |
Assets of properties held for sale | 0 | 56,073 |
Total assets | 2,870,866 | 2,732,600 |
LIABILITIES | ||
Mortgage and other notes payable | 1,304,739 | 1,130,481 |
Distributions in excess of income from, and investments in, unconsolidated affiliates | 12,361 | 12,564 |
Accounts payable and accrued expenses | 36,454 | 34,026 |
Dividends and distributions payable | 17,675 | 39,339 |
Acquired lease intangibles, net | 30,713 | 29,585 |
Other liabilities | 27,196 | 25,148 |
Liabilities of properties held for sale | 0 | 25,500 |
Total liabilities | 1,429,138 | 1,296,643 |
Shareholders' Equity | ||
Common shares, $.001 par value, authorized 100,000,000 shares; issued and outstanding 68,731,681 and 68,109,287 shares, respectively | 69 | 68 |
Additional paid-in capital | 1,048,457 | 1,027,861 |
Accumulated other comprehensive loss | -6,848 | -4,005 |
Retained earnings | 31,678 | 31,617 |
Total shareholders’ equity | 1,073,356 | 1,055,541 |
Noncontrolling interests | 368,372 | 380,416 |
Total equity | 1,441,728 | 1,435,957 |
Total liabilities and equity | $2,870,866 | $2,732,600 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 68,731,681 | 68,109,287 |
Common stock, shares outstanding | 68,731,681 | 68,109,287 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues | ||
Rental income | $38,187 | $33,818 |
Interest income | 3,408 | 3,164 |
Expense reimbursements | 10,066 | 8,790 |
Other | 820 | 913 |
Total revenues | 52,481 | 46,685 |
Operating Expenses | ||
Property operating | 7,731 | 7,124 |
Other operating | 2,120 | 687 |
Real estate taxes | 6,292 | 5,670 |
General and administrative | 7,532 | 6,896 |
Depreciation and amortization | 13,658 | 11,587 |
Total operating expenses | 37,333 | 31,964 |
Operating income | 15,148 | 14,721 |
Equity in earnings of unconsolidated affiliates | 6,593 | 3,029 |
Loss on debt extinguishment | -109 | -203 |
Gain on disposition of property | 27,143 | 12,387 |
Interest and other finance expense | -8,821 | -10,651 |
Income from continuing operations before income tax provision | 39,954 | 19,283 |
Income tax provision | -1,417 | -168 |
Net income | 38,537 | 19,115 |
Net (income) loss attributable to noncontrolling interests | -21,990 | 2,480 |
Net income attributable to Common Shareholders | $16,547 | $21,595 |
Basic and diluted earnings per share | $0.24 | $0.38 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net income | $38,537 | $19,115 |
Other comprehensive (loss) income | ||
Unrealized (loss) on valuation of swap agreements | -4,319 | -2,329 |
Reclassification of realized interest on swap agreements | 1,053 | 837 |
Other comprehensive (loss) | -3,266 | -1,492 |
Comprehensive income | 35,271 | 17,623 |
Comprehensive (income) loss attributable to noncontrolling interests | -21,567 | 2,433 |
Comprehensive income attributable to Common Shareholders | $13,704 | $20,056 |
CONSOLIDATED_STATEMENTS_OF_SHA
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (USD $) | Total | Total Shareholders’ Equity | Common Shares | Additional Paid-In Capital | Accumulated Other Comprehensive (Loss) Income | Retained Earnings | Noncontrolling Interests |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance at Dec. 31, 2014 | $1,435,957 | $1,055,541 | $68 | $1,027,861 | ($4,005) | $31,617 | $380,416 |
Balance (in Shares) at Dec. 31, 2014 | 68,109,287 | 68,109 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership (in Shares) | 44 | ||||||
Conversion of OP Units to Common Shares by limited partners of the Operating Partnership | 0 | 1,094 | 1,094 | -1,094 | |||
Issuance of Common Shares, net of issuance costs (in Shares) | 571 | ||||||
Issuance of Common Shares, net of issuance costs | 19,333 | 19,333 | 1 | 19,332 | |||
Dividends declared ($0.24 per Common Share) | -17,672 | -16,486 | -16,486 | -1,186 | |||
Vesting of employee Restricted Share and LTIP awards (in Shares) | 8 | ||||||
Employee and trustee stock compensation, net | 1,878 | 170 | 170 | 1,708 | |||
Noncontrolling interest distributions | -33,089 | -33,089 | |||||
Noncontrolling interest contributions | 50 | 50 | |||||
Balance before adjustment towards comprehensive income (in Shares) | 68,732 | ||||||
Balance before adjustment towards comprehensive income | 1,406,457 | 1,059,652 | 69 | 1,048,457 | -4,005 | 15,131 | 346,805 |
Comprehensive (loss) income: | |||||||
Net income | 38,537 | 16,547 | 16,547 | 21,990 | |||
Unrealized loss on valuation of swap agreements | -4,319 | -3,536 | -3,536 | -783 | |||
Reclassification of realized interest on swap agreements | 1,053 | 693 | 693 | 360 | |||
Comprehensive income | 35,271 | 13,704 | -2,843 | 16,547 | 21,567 | ||
Balance at Mar. 31, 2015 | $1,441,728 | $1,073,356 | $69 | $1,048,457 | ($6,848) | $31,678 | $368,372 |
Balance (in Shares) at Mar. 31, 2015 | 68,731,681 | 68,732 |
CONSOLIDATED_STATEMENTS_OF_SHA1
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parentheticals) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | |
Common stock, dividends, per share, declared (in dollars per share) | $0.24 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $38,537 | $19,115 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 13,658 | 11,587 |
Amortization of financing costs | 768 | 688 |
Gain on disposition of property | -27,143 | -12,387 |
Share compensation expense | 1,889 | 2,087 |
Equity in earnings of unconsolidated affiliates | -6,593 | -3,029 |
Distributions of operating income from unconsolidated affiliates | 5,889 | 2,562 |
Other, net | -1,346 | -648 |
Changes in assets and liabilities | ||
Cash in escrow | -6,232 | -141 |
Rents receivable, net | -1,354 | -486 |
Prepaid expenses and other assets | 8,015 | -23 |
Accounts payable and accrued expenses | 2,437 | 2,507 |
Other liabilities | -1,908 | 345 |
Net cash provided by operating activities | 26,617 | 22,177 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition of real estate | -220,271 | -90,500 |
Cash in escrow for property acquisitions | -33,000 | 0 |
Redevelopment and property improvement costs | -40,494 | -37,505 |
Deferred leasing costs | -2,805 | -369 |
Investments in and advances to unconsolidated affiliates | -3,151 | -21,568 |
Return of capital from unconsolidated affiliates | 1,946 | 22,491 |
Proceeds from notes receivable | 0 | 7,156 |
Issuance of notes receivable | -550 | 0 |
Proceeds from sale of properties, net | 63,224 | 0 |
Net cash used in investing activities | -235,101 | -120,295 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Principal payments on mortgage and other notes | -30,390 | -38,972 |
Proceeds received from mortgage and other notes | 169,720 | 130,700 |
Loan proceeds held as restricted cash | 25,203 | 15,058 |
Deferred financing and other costs | -1,232 | -921 |
Capital contributions from noncontrolling interests | 50 | 8,712 |
Distributions to noncontrolling interests | -34,718 | -33,577 |
Dividends paid to Common Shareholders | -36,779 | -12,798 |
Proceeds from issuance of Common Shares, net of issuance costs of $440 and $429, respectively | 18,605 | 23,519 |
Net cash provided by financing activities | 110,459 | 91,721 |
Decrease in cash and cash equivalents | -98,025 | -6,397 |
Cash and cash equivalents, beginning of period | 217,580 | 79,189 |
Cash and cash equivalents, end of period | 119,555 | 72,792 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for interest, net of capitalized interest of $3,673 and $2,892, respectively | 13,344 | 12,173 |
Cash paid for income taxes | 902 | 281 |
Supplemental disclosure of non-cash investing activities | ||
Acquisition of real estate through assumption of debt | 9,765 | 0 |
Disposition of real estate through cancellation of debt | $0 | ($22,865) |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parentheticals) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Cash Flows [Abstract] | ||
Stock issuance costs | $440 | $429 |
Cash paid for capitalized interest | $3,673 | $2,892 |
ORGANIZATION_AND_BASIS_OF_PRES
ORGANIZATION AND BASIS OF PRESENTATION | 3 Months Ended | |||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||||
Organization and Basis of Presentation | ORGANIZATION AND BASIS OF PRESENTATION | |||||||||||||||||
Business and Organization | ||||||||||||||||||
Acadia Realty Trust (the "Trust") and subsidiaries (collectively, the "Company"), is a fully-integrated equity real estate investment trust ("REIT") focused on the ownership, acquisition, redevelopment and management of high-quality retail properties located primarily in high-barrier-to-entry, supply-constrained, densely-populated metropolitan areas in the United States. | ||||||||||||||||||
All of the Company's assets are held by, and all of its operations are conducted through, Acadia Realty Limited Partnership (the "Operating Partnership") and entities in which the Operating Partnership owns an interest. As of March 31, 2015, the Trust controlled approximately 95% of the Operating Partnership as the sole general partner. As the general partner, the Trust is entitled to share, in proportion to its percentage interest, in the cash distributions and profits and losses of the Operating Partnership. The limited partners primarily represent entities or individuals that contributed their interests in certain properties or entities to the Operating Partnership in exchange for common or preferred units of limited partnership interest ("Common OP Units" or "Preferred OP Units") and employees who have been awarded restricted OP units ("LTIP Units") as long-term incentive compensation (Note 12). Limited partners holding Common OP Units are generally entitled to exchange their units on a one-for-one basis for common shares of beneficial interest of the Trust ("Common Shares"). | ||||||||||||||||||
As of March 31, 2015, the Company has ownership interests in 89 properties within its core portfolio, which consist of those properties either wholly owned, or partially owned through joint venture interests, by the Operating Partnership, or subsidiaries thereof, not including those properties owned through its opportunity funds (the "Core Portfolio"). The Company also has ownership interests in 56 properties within its four opportunity funds, Acadia Strategic Opportunity Fund, L.P. ("Fund I"), Acadia Strategic Opportunity Fund II, LLC ("Fund II"), Acadia Strategic Opportunity Fund III LLC ("Fund III") and Acadia Strategic Opportunity Fund IV LLC ("Fund IV" and together with Funds I, II and III, the "Funds"). The 145 Core Portfolio and Fund properties consist of commercial properties, which are primarily high-quality urban and/or street retail properties, community shopping centers and mixed-use properties with a retail component. Fund I and Fund II also include investments in operating companies through Acadia Mervyn Investors I, LLC ("Mervyns I"), Acadia Mervyn Investors II, LLC ("Mervyns II") and, in certain instances, directly through Fund II, all on a non-recourse basis. These investments comprise and are referred to as the Company's Retailer Controlled Property Initiative ("RCP Venture"). | ||||||||||||||||||
The Operating Partnership is the sole general partner or managing member of the Funds, Mervyns I and Mervyns II and earns fees or priority distributions for asset management, property management, construction, redevelopment, leasing and legal services. Cash from the Funds and RCP Venture is distributed pro-rata to the respective partners and members (including the Operating Partnership) until each receives a certain cumulative return ("Preferred Return"), and the return of all capital contributions. Thereafter, remaining cash flow is distributed 20% to the Operating Partnership ("Promote") and 80% to the partners or members (including the Operating Partnership). | ||||||||||||||||||
Following is a table summarizing the general terms and the Operating Partnership's equity interests in the Funds and Mervyns I and II: | ||||||||||||||||||
Entity | Formation Date | Operating Partnership Share of Capital | Committed Capital (2) | Capital Called as of March 31, 2015 (3) | Equity Interest Held By Operating Partnership | Preferred Return | Total Distributions as of March 31, 2015 (3) | |||||||||||
Fund I and Mervyns I (1) | Sep-01 | 22.22 | % | $ | 90 | $ | 86.6 | 37.78 | % | 9 | % | $ | 192.3 | |||||
Fund II and Mervyns II (2) | Jun-04 | 20 | % | 300 | 300 | 20 | % | 8 | % | 131.6 | ||||||||
Fund III | May-07 | 19.9 | % | 475 | 381.6 | 19.9 | % | 6 | % | 403.1 | ||||||||
Fund IV | May-12 | 23.12 | % | 540.6 | 140.2 | 23.12 | % | 6 | % | 101.9 | ||||||||
1. ORGANIZATION AND BASIS OF PRESENTATION (continued) | ||||||||||||||||||
Notes: | ||||||||||||||||||
(1) Fund I and Mervyns I have returned all capital and preferred return. The Operating Partnership is now entitled to a Promote on all future cash distributions. | ||||||||||||||||||
(2) During 2013, a distribution of $47.1 million was made to the Fund II investors, including the Operating Partnership. This amount is subject to recontribution to Fund II until December 2016, if needed to fund the on-going development and construction of existing projects. | ||||||||||||||||||
(3) Represents the total for the Funds, including the Operating Partnership and noncontrolling interests' shares. | ||||||||||||||||||
Basis of Presentation | ||||||||||||||||||
The consolidated financial statements include the consolidated accounts of the Company and its investments in entities in which the Company is presumed to have control in accordance with the consolidation guidance of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC"). Investments in entities for which the Company has the ability to exercise significant influence but does not have financial or operating control are accounted for under the equity method of accounting. Accordingly, the Company's share of the net earnings (or losses) of entities accounted for under the equity method are included in consolidated net income under the caption, Equity in Earnings of Unconsolidated Affiliates. Investments in entities for which the Company does not have the ability to exercise any influence are accounted for under the cost method. | ||||||||||||||||||
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The preparation of 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. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2015. The information furnished in the accompanying consolidated financial statements reflects all adjustments that, in the opinion of management, are necessary for a fair presentation of the aforementioned consolidated financial statements for the interim periods. Such adjustments consisted of normal recurring items. These consolidated financial statements should be read in conjunction with the Company's 2014 Annual Report on Form 10-K, as filed with the SEC on February 20, 2015. | ||||||||||||||||||
Reclassifications | ||||||||||||||||||
Certain reclassifications have been made to the 2014 financial statements to conform to the 2015 presentation. | ||||||||||||||||||
Real Estate | ||||||||||||||||||
The Company reviews its long-lived assets for impairment when there is an event or change in circumstances that indicates that the carrying amount may not be recoverable. The Company measures and records impairment losses and reduces the carrying value of properties when indicators of impairment are present and the expected undiscounted cash flows related to those properties are less than their carrying amounts. In cases where the Company does not expect to recover its carrying costs on properties held for use, the Company reduces its carrying cost to fair value, and for properties held-for-sale, the Company reduces its carrying value to the fair value less costs to dispose. Management does not believe that the carrying values of any of its properties are impaired as of March 31, 2015. | ||||||||||||||||||
1. ORGANIZATION AND BASIS OF PRESENTATION (continued) | ||||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||||
During April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, "Interest - Imputation of Interest - Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 modifies the treatment of debt issuance costs from a deferred charge to a deduction of the carrying value of the financial liability. ASU 2015-03 is effective for periods beginning after December 15, 2015, with early adoption permitted and retrospective application. ASU 2015-03 is not expected to have a material impact on the Company's consolidated financial statements. | ||||||||||||||||||
During February 2015, the FASB issued ASU No. 2015-02, "Consolidation - Amendments to the Consolidation Analysis." ASU 2015-02 (i) modifies the evaluation of whether limited partnerships and similar legal entities are variable interest entities ("VIE’s"), (ii) eliminates the presumption that a general partner should consolidate a limited partnership and (iii) affects the consolidation analysis of reporting entities that are involved with VIE’s, particularly those with fee arrangements and related party relationships. ASU 2015-02 is effective for periods beginning after December 15, 2015, with early adoption permitted. The Company is in the process of evaluating the impact the adoption of ASU 2015-02 will have on the consolidated financial statements. | ||||||||||||||||||
During January 2015, the FASB issued ASU No. 2015-01, "Income Statement - Extraordinary and Unusual Items." ASU 2015-01 eliminates the concept of extraordinary items. However, the presentation and disclosure requirements for items that are either unusual in nature or infrequent in occurrence remain and will be expanded to include items that are both unusual in nature and infrequent in occurrence. ASU 2015-01 is effective for periods beginning after December 15, 2015. ASU 2015-01 is not expected to have a material impact on the Company's consolidated financial statements. |
EARNINGS_PER_COMMON_SHARE
EARNINGS PER COMMON SHARE | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Earnings Per Common Share | EARNINGS PER COMMON SHARE | |||||||
Basic earnings per Common Share is computed by dividing net income attributable to Common Shareholders by the weighted average Common Shares outstanding. At March 31, 2015, the Company has unvested LTIP Units (Note 12) which provide for non-forfeitable rights to dividend equivalent payments. Accordingly, these unvested LTIP Units are considered participating securities and are included in the computation of basic earnings per Common Share pursuant to the two-class method. | ||||||||
Diluted earnings per Common Share reflects the potential dilution of the conversion of obligations and the assumed exercises of securities including the effects of restricted share unit ("Restricted Share Units") and share option awards issued under the Company's Share Incentive Plans (Note 12). The effect of the assumed conversion of 188 Series A Preferred OP Units into 25,067 Common Shares would be dilutive and therefore are included in the computation of diluted earnings per share for the three months ended March 31, 2015 and 2014. | ||||||||
The effect of the conversion of Common OP Units is not reflected in the computation of basic and diluted earnings per share, as they are exchangeable for Common Shares on a one-for-one basis. The income allocable to such units is allocated on this same basis and reflected as noncontrolling interests in the accompanying consolidated financial statements. As such, the assumed conversion of these units would have no net impact on the determination of diluted earnings per share. | ||||||||
The following table sets forth the computation of basic and diluted earnings per share from continuing operations for the periods indicated: | ||||||||
2. EARNINGS PER COMMON SHARE (continued) | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(dollars in thousands, except per share amounts) | 2015 | 2014 | ||||||
Numerator | ||||||||
Income from continuing operations | $ | 16,547 | $ | 21,595 | ||||
Less: net income attributable to participating securities | (240 | ) | (392 | ) | ||||
Income from continuing operations, net of income attributable to participating securities | 16,307 | 21,203 | ||||||
Denominator | ||||||||
Weighted average shares for basic earnings per share | 68,295 | 55,953 | ||||||
Effect of dilutive securities: | ||||||||
Employee Restricted Share Units and share options | 40 | 40 | ||||||
Convertible Preferred OP Units | 25 | 25 | ||||||
Denominator for diluted earnings per share | 68,360 | 56,018 | ||||||
Diluted earnings per Common Share from continuing operations attributable to Common Shareholders | $ | 0.24 | $ | 0.38 | ||||
SHAREHOLDERS_EQUITY_AND_NONCON
SHAREHOLDERS' EQUITY AND NONCONTROLLING INTERESTS | 3 Months Ended |
Mar. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
Shareholders' Equity And Noncontrolling Interests | SHAREHOLDERS' EQUITY AND NONCONTROLLING INTERESTS |
For the three months ended March 31, 2015, the Company issued 0.6 million Common Shares under its at-the-market ("ATM") equity program, generating gross proceeds of $19.8 million and net proceeds of $19.5 million. | |
The net proceeds from the Company's ATM equity programs have been, and are anticipated to be, used by the Company primarily to fund Core Portfolio acquisitions, its capital contributions to the Funds and for general corporate purposes. | |
Noncontrolling interests represent the portion of equity in entities consolidated in the accompanying consolidated financial statements that the Company does not own. Such noncontrolling interests are reported on the Consolidated Balance Sheets within equity, separately from shareholders' equity, and include third party interests in the Company’s Funds and other entities. It also includes interests in the Operating Partnership which represent (i) the limited partners’ 2,975,277 and 2,988,277 Common OP Units at March 31, 2015 and December 31, 2014; (ii) 188 Series A Preferred OP Units at March 31, 2015 and December 31, 2014; and (iii) 937,651 and 675,367 LTIP Units at March 31, 2015 and December 31, 2014, respectively. |
ACQUISITION_AND_DISPOSITION_OF
ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
ACQUISITION AND DISPOSITION OF REAL ESTATE AND DISCONTINUED OPERATIONS ABSTRACT | ||||||||||||||
ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS | ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE | |||||||||||||
Acquisitions | ||||||||||||||
During 2015, the Company acquired the following properties through its Core Portfolio and Fund IV as follows: | ||||||||||||||
(dollars in thousands) | ||||||||||||||
Property | GLA | Percent Owned | Type | Month of Acquisition | Purchase Price | Location | Assumption of Debt | |||||||
Core Portfolio: | ||||||||||||||
City Center | 205,000 | 100 | % | Urban Retail Center | March | $ | 155,000 | San Fransisco, CA | $ | — | ||||
163 Highland Avenue | 40,500 | 100 | % | Suburban Shopping Center | March | 24,000 | Needham, MA | 9,765 | ||||||
Total Core Portfolio | 245,500 | $ | 179,000 | $ | 9,765 | |||||||||
Fund IV: | ||||||||||||||
1035 Third Avenue (1) | 53,294 | 100 | % | Street Retail | January | $ | 51,036 | New York, NY | $ | — | ||||
Total Fund IV | 53,294 | $ | 51,036 | $ | — | |||||||||
Total | 298,794 | $ | 230,036 | $ | 9,765 | |||||||||
Note: | ||||||||||||||
(1) GLA includes a portion of office space and a below-grade operator controlled parking garage. | ||||||||||||||
The Company expensed $0.6 million of acquisition costs for the three months ended March 31, 2015, related to the Core Portfolio and $1.6 million of acquisition costs for the three months ended March 31, 2015, related to Fund IV. | ||||||||||||||
Purchase Price Allocations | ||||||||||||||
The above acquisitions have been accounted for as business combinations. The purchase prices were allocated to the acquired assets and assumed liabilities based on their estimated fair values at the dates of acquisition. The preliminary measurements of fair value reflected below are subject to change. The Company expects to finalize the valuations and complete the purchase price allocations within one year from the dates of acquisition. | ||||||||||||||
The following table summarizes the Company's preliminary allocations of the purchase prices of assets acquired and liabilities assumed during 2015 which have yet to be finalized: | ||||||||||||||
(dollars in thousands) | Preliminary Purchase Price Allocations | |||||||||||||
Land | $ | 57,509 | ||||||||||||
Buildings and improvements | 172,527 | |||||||||||||
Above-below market debt assumed (included in Mortgage and other notes payable) | (9,765 | ) | ||||||||||||
Total consideration | $ | 220,271 | ||||||||||||
4. ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE(continued) | ||||||||||||||
Acquisitions (continued) | ||||||||||||||
During 2014, the Company acquired properties and recorded the preliminary allocations of the purchase prices to the assets acquired and liabilities assumed based on provisional measurements of fair value. During 2015, the Company finalized the allocations of the purchase prices and made certain measurement period adjustments. The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2014, and the finalized allocations as adjusted as of March 31, 2015: | ||||||||||||||
(dollars in thousands) | Purchase Price Allocations as Originally Reported | Adjustments | Finalized Purchase Price Allocations | |||||||||||
Land | $ | 22,625 | $ | 10,765 | $ | 33,390 | ||||||||
Buildings and improvements | 67,875 | (12,626 | ) | 55,249 | ||||||||||
Acquisition-related intangible assets (in Acquired lease intangibles, net) | — | 4,705 | 4,705 | |||||||||||
Acquisition-related intangible liabilities (in Acquired lease intangibles, net) | — | (2,844 | ) | (2,844 | ) | |||||||||
Total consideration | $ | 90,500 | $ | — | $ | 90,500 | ||||||||
Dispositions | ||||||||||||||
During 2015, the Company disposed of the following property: | ||||||||||||||
(dollars in thousands) | ||||||||||||||
Dispositions | GLA | Sale Price | Gain on Sale | Month Sold | Owner | |||||||||
Lincoln Park Centre | 61,761 | $ | 64,000 | $ | 27,143 | January | Fund III | |||||||
Properties Held For Sale | ||||||||||||||
At March 31, 2015, no assets were held for sale. At December 31, 2014, The Company had two properties classified as held-for-sale. The assets and liabilities relating to those properties are summarized as follows: | ||||||||||||||
(dollars in thousands) | 31-Dec-14 | |||||||||||||
Assets of properties held for sale | $ | 56,073 | ||||||||||||
Liabilities of properties held for sale | $ | 25,500 | ||||||||||||
INVESTMENTS_IN_AND_ADVANCES_TO
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||||||||||
Investments in and Advances to Unconsolidated Affiliates | INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES | ||||||||||||||||
Core Portfolio | |||||||||||||||||
The Company owns a 49% interest in a 311,000 square foot shopping center located in White Plains, New York ("Crossroads"), a 50% interest in an approximately 28,000 square foot retail portfolio located in Georgetown, Washington D.C. (the "Georgetown Portfolio") and a 22.22% interest in an approximately 20,000 square foot retail property located in Wilmington, Delaware ("Route 202 Shopping Center") and a 88.43% tenancy in common interest in an 87,000 square foot retail property located in Chicago, Illinois. As our unaffiliated partners in these investments maintain operating control, these are accounted for under the equity method. | |||||||||||||||||
Funds | |||||||||||||||||
RCP Venture | |||||||||||||||||
The Funds, together with two unaffiliated partners formed an investment group, the RCP Venture, for the purpose of making investments in surplus or underutilized properties owned by retailers and, in some instances, the retailers' operating company. The RCP Venture is neither a single entity nor a specific investment and the Company has no control or rights with respect to the formation and operation of these investments. The Company has made these investments through its subsidiaries, Mervyns I, Mervyns II and Fund II, (together the "Acadia Investors"), all on a non-recourse basis. Through March 31, 2015, the Acadia Investors have made investments in Mervyns Department Stores ("Mervyns") and Albertsons including additional investments in locations that are separate from these original investments ("Add-On Investments"). Additionally, they have invested in Shopko, Marsh and Rex Stores Corporation (collectively "Other RCP Investments"). The Company accounts for its investments in Mervyns and Albertsons on the equity method as it has the ability to exercise significant influence, but does not have any rights with respect to financial or operating control. The Company accounts for its investments in its Add-On Investments and Other RCP Investments on the cost method as it does not have any influence over such entities' operating and financial policies nor any rights with respect to the control and operation of these entities. During the three months ended March 31, 2015, the Company received distributions from its RCP Venture of $4.5 million, of which the Operating Partnership's aggregate share was $0.9 million. | |||||||||||||||||
The following table summarizes activity related to the RCP Venture investments from inception through March 31, 2015: | |||||||||||||||||
(dollars in thousands) | Investment Group Share | Operating Partnership Share | |||||||||||||||
Investment | Year Acquired | Invested | Invested | ||||||||||||||
Capital | Distributions | Capital | Distributions | ||||||||||||||
and Advances | and Advances | ||||||||||||||||
Mervyns | 2004 | $ | 26,058 | $ | 48,547 | $ | 4,901 | $ | 11,801 | ||||||||
Mervyns Add-On investments | 2005/2008 | 7,547 | 9,272 | 1,252 | 2,017 | ||||||||||||
Albertsons | 2006 | 20,717 | 81,594 | 4,239 | 16,318 | ||||||||||||
Albertsons Add-On investments | 2006/2007 | 2,416 | 4,864 | 388 | 972 | ||||||||||||
Shopko | 2006 | 1,110 | 2,460 | 222 | 492 | ||||||||||||
Marsh and Add-On investments | 2006/2008 | 2,667 | 2,639 | 533 | 528 | ||||||||||||
Rex Stores | 2007 | 2,701 | 4,727 | 535 | 946 | ||||||||||||
$ | 63,216 | $ | 154,103 | $ | 12,070 | $ | 33,074 | ||||||||||
5. INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES (continued) | |||||||||||||||||
Other Fund Investments | |||||||||||||||||
The unaffiliated partners in Fund II's investment in Albee Tower I Owners, Fund III's investments in Parkway Crossing, Arundel Plaza and the White City Shopping Center as well as Fund IV's investments in 1701 Belmont Avenue, 2819 Kennedy Boulevard, Promenade at Manassas, Eden Square and the Broughton Street Portfolio, maintain control over these entities. The Company accounts for these investments under the equity method as it has the ability to exercise significant influence, but does not have any rights with respect to financial or operating control. | |||||||||||||||||
Self-Storage Management, a Fund III investment, was determined to be a variable interest entity. Management has evaluated the applicability of ASC Topic 810 to this joint venture and determined that the Company is not the primary beneficiary and, therefore, consolidation of this venture is not required. The Company accounts for this investment using the equity method of accounting. | |||||||||||||||||
Summary of Investments in Unconsolidated Affiliates | |||||||||||||||||
The following Combined and Condensed Balance Sheets and Statements of Income summarize the financial information of the Company’s investments in unconsolidated affiliates: | |||||||||||||||||
(dollars in thousands) | March 31, | December 31, | |||||||||||||||
2015 | 2014 | ||||||||||||||||
Combined and Condensed Balance Sheets | |||||||||||||||||
Assets | |||||||||||||||||
Rental property, net | $ | 388,590 | $ | 387,739 | |||||||||||||
Real estate under development | 66,942 | 60,476 | |||||||||||||||
Investment in unconsolidated affiliates | 7,548 | 11,154 | |||||||||||||||
Other assets | 63,288 | 62,862 | |||||||||||||||
Total assets | $ | 526,368 | $ | 522,231 | |||||||||||||
Liabilities and partners’ equity | |||||||||||||||||
Mortgage notes payable | $ | 317,103 | $ | 315,897 | |||||||||||||
Other liabilities | 71,551 | 66,116 | |||||||||||||||
Partners’ equity | 137,714 | 140,218 | |||||||||||||||
Total liabilities and partners’ equity | $ | 526,368 | $ | 522,231 | |||||||||||||
Company’s investment in and advances to unconsolidated affiliates | $ | 184,500 | $ | 184,352 | |||||||||||||
Company's share of distributions in excess of income from, and investments in, unconsolidated affiliates | $ | (12,361 | ) | $ | (12,564 | ) | |||||||||||
5. INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES (continued) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
(dollars in thousands) | 2015 | 2014 | |||||||||||||||
Combined and Condensed Statements of Income | |||||||||||||||||
Total revenues | $ | 11,930 | $ | 12,105 | |||||||||||||
Operating and other expenses | (3,857 | ) | (3,815 | ) | |||||||||||||
Interest and other finance expense | (2,638 | ) | (2,524 | ) | |||||||||||||
Equity in earnings (losses) of unconsolidated affiliates | 66,655 | (328 | ) | ||||||||||||||
Depreciation and amortization | (2,307 | ) | (2,706 | ) | |||||||||||||
Loss on debt extinguishment | — | (187 | ) | ||||||||||||||
Net income | $ | 69,783 | $ | 2,545 | |||||||||||||
Company’s share of net income | $ | 6,691 | $ | 3,127 | |||||||||||||
Amortization of excess investment | (98 | ) | (98 | ) | |||||||||||||
Company’s equity in earnings of unconsolidated affiliates | $ | 6,593 | $ | 3,029 | |||||||||||||
STRUCTURED_FINANCINGS_NET
STRUCTURED FINANCINGS, NET | 3 Months Ended | |||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||
Mortgage Loans on Real Estate [Abstract] | ||||||||||||||||||
NOTES RECEIVABLE AND PREFERRED EQUITY INVESTMENTS, NET | STRUCTURED FINANCINGS, NET | |||||||||||||||||
As of March 31, 2015, the Company’s structured financing portfolio, net consisted of notes receivable and preferred equity investments, aggregating $98.6 million. These investments were collateralized either by underlying properties, the borrowers' ownership interests in the entities that own properties and/or by the borrowers' personal guarantee subject, as applicable, to senior liens, as follows: | ||||||||||||||||||
(dollars in thousands) | ||||||||||||||||||
Description | Effective interest rate (1) | First Priority liens | Net Carrying Amounts of Notes Receivable as of March 31, 2015 | Net Carrying Amounts of Notes Receivable as of December 31, 2014 | Maturity date | Extension Options | ||||||||||||
First Mortgage Loan | 7.70% | $ | 12,000 | $ | 12,000 | Demand | ||||||||||||
Mezzanine Loan | 12.70% | 18,900 | 8,000 | 8,000 | 10/3/15 | |||||||||||||
First Mortgage Loan | 8.80% | 7,500 | 7,500 | 10/31/15 | 1 x 12 Months | |||||||||||||
Zero Coupon Loan (2) | 24.00% | 166,200 | 5,149 | 4,986 | 1/3/16 | |||||||||||||
First Mortgage Loan | 5.50% | 4,000 | 4,000 | 4/1/16 | 1 x 6 Months | |||||||||||||
Preferred Equity | 13.50% | 4,000 | 4,000 | 5/9/16 | ||||||||||||||
Other | 18.00% | 3,457 | 3,307 | 7/1/17 | ||||||||||||||
Preferred Equity | 8.10% | 20,855 | 13,000 | 13,000 | 9/1/17 | |||||||||||||
Other | 15.00% | 30,879 | 30,879 | 11/9/20 | ||||||||||||||
Other | LIBOR + 2.5% | — | 4,000 | 12/30/20 | ||||||||||||||
Mezzanine Loan (3) | 10.00% | 87,477 | 7,983 | 7,983 | Demand | |||||||||||||
Individually less than 3% (4) | 3.9% to 11.6% | 2,592 | 2,631 | 12/31/2015 to 5/1/2024 | ||||||||||||||
Total | $ | 98,560 | $ | 102,286 | ||||||||||||||
Notes: | ||||||||||||||||||
(1) Includes origination and exit fees | ||||||||||||||||||
(2) The principal balance for this accrual-only loan is increased by the interest accrued | ||||||||||||||||||
(3) Comprised of three cross-collateralized loans from one borrower, which are non-performing | ||||||||||||||||||
(4) Consists of two loans as of March 31, 2015 | ||||||||||||||||||
During February 2015, the Company made an additional investment of $0.4 million to an already existing loan collateralized by a property. | ||||||||||||||||||
The Company monitors the credit quality of its notes receivable on an ongoing basis and considers indicators of credit quality such as loan payment activity, the estimated fair value of the underlying collateral, the seniority of the Company's loan in relation to other debt secured by the collateral and the prospects of the borrower. As of March 31, 2015, the Company held three non-performing notes. |
DERIVATIVE_FINANCIAL_INSTRUMEN
DERIVATIVE FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | DERIVATIVE FINANCIAL INSTRUMENTS |
As of March 31, 2015, the Company's derivative financial instruments consisted of 16 interest rate swaps with an aggregate notional value of $272.6 million, which effectively fix the London Inter-Bank Offer Rate ("LIBOR") at rates ranging from 0.7% to 3.8% and mature between May 2015 and March 2025. The Company also has four derivative financial instruments with an aggregate notional value of $139.3 million which cap LIBOR at rates ranging from 3.0% to 4.3% and mature between July 2015 and April 2018. The fair value of these derivative instruments that represent liabilities are included in other liabilities in the Consolidated Balance Sheets and totaled $7.5 million and $4.6 million at March 31, 2015 and December 31, 2014, respectively. The fair value of these derivative instruments representing assets are included in prepaid expenses and other assets in the Consolidated Balance Sheets and totaled $0.2 million at December 31, 2014. The notional value does not represent exposure to credit, interest rate, or market risks. | |
These derivative instruments have been designated as cash flow hedges and hedge the future cash outflows of variable-rate interest payments on mortgage and other debt. Such instruments are reported at their fair values as stated above. As of March 31, 2015 and December 31, 2014, unrealized losses totaling $(6.8) million and $(4.0) million, respectively, were reflected in accumulated other comprehensive loss on the Consolidated Balance Sheets. | |
As of March 31, 2015 and December 31, 2014, no derivatives were designated as fair value hedges, hedges of net investments in foreign operations or considered to be ineffective. Additionally, the Company does not use derivatives for trading or speculative purposes. |
MORTGAGE_AND_OTHER_NOTES_PAYAB
MORTGAGE AND OTHER NOTES PAYABLE | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Mortgage Loans on Real Estate [Abstract] | ||||||||||||
MORTGAGE AND OTHER NOTES PAYABLE | MORTGAGE AND OTHER NOTES PAYABLE | |||||||||||
The Company completed the following transactions related to mortgage and other notes payable and credit facilities during the three months ended March 31, 2015: | ||||||||||||
Secured Debt: | ||||||||||||
(dollars in thousands) | Borrowings | Repayments | ||||||||||
Property | Date | Description | Amount | Interest Rate | Maturity Date | Amount | Interest Rate | |||||
1035 Third Ave | January | New Borrowing | $ | 42,000 | 2.52% (LIBOR+2.35%) | 1/27/21 | $ | — | ||||
Lincoln Park Centre | January | Repayment | — | 12/3/16 | 28,000 | 1.62% (LIBOR+1.45%) | ||||||
163 Highland Avenue | March | Assumption | 9,765 | 4.66% | 2/1/24 | — | ||||||
Total | $ | 51,765 | $ | 28,000 | ||||||||
8 | MORTGAGE AND OTHER NOTES PAYABLE (continued) | |||||||||||
Unsecured Debt: | ||||||||||||
During the three months ended March 31, 2015, the Company redeemed the remaining $0.4 million of its outstanding convertible notes at par value. | ||||||||||||
During the three months ended March 31, 2015, the Company borrowed $50.0 million on its unsecured credit facility. The outstanding balance under this facility is $50.0 million as of March 31, 2015. | ||||||||||||
During the three months ended March 31, 2015, the Company borrowed $46.6 million on its Fund IV subscription line. The outstanding balance under this facility is $123.7 million as of March 31, 2015. | ||||||||||||
During March 2015, Fund IV closed on a $50.0 million unsecured credit facility. At closing, Fund IV drew down $31.0 million. The facility bears interest at LIBOR plus 275 basis points and matures February 9, 2017 with one 6-month extension option. Along with a guarantee with respect to customary non-recourse carve outs, the Operating Partnership, as the managing member of Fund IV, has provided a guarantee of principal, interest and fees upon a default as a result of Fund IV’s breach of certain specified financial covenants. |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | FAIR VALUE MEASUREMENTS | |||||||||||||||
The FASB's fair value measurements and disclosure guidance requires the valuation of certain of the Company's financial assets and liabilities, based on a three-level fair value hierarchy. Market value assumptions obtained from sources independent of the Company are observable inputs that are classified within Levels 1 and 2 of the hierarchy, and the Company's own assumptions about market value assumptions are unobservable inputs classified within Level 3 of the hierarchy. | ||||||||||||||||
The following table presents the Company’s fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of March 31, 2015: | ||||||||||||||||
(dollars in thousands) | Level 1 | Level 2 | Level 3 | |||||||||||||
Assets | ||||||||||||||||
Derivative financial instruments (Note 7) | $ | — | $ | — | $ | — | ||||||||||
Liabilities | ||||||||||||||||
Derivative financial instruments (Note 7) | $ | — | $ | 7,504 | $ | — | ||||||||||
In addition to items that are measured at fair value on a recurring basis, the Company also has assets and liabilities on its consolidated balance sheets that are measured at fair value on a nonrecurring basis. As these assets and liabilities are not measured at fair value on a recurring basis, they are not included in the table above. Assets and liabilities that are measured at fair value on a nonrecurring basis include assets acquired and liabilities assumed in business combinations (Note 4). | ||||||||||||||||
Financial Instruments | ||||||||||||||||
Certain of the Company’s assets and liabilities meet the definition of financial instruments. Except as disclosed below, the carrying amounts of these financial instruments approximate their fair values. | ||||||||||||||||
The Company has determined the estimated fair values of the following financial instruments within Level 2 of the hierarchy by discounting future cash flows utilizing a discount rate equivalent to the rate at which similar financial instruments would be originated at the reporting date: | ||||||||||||||||
(dollars in thousands) | March 31, 2015 | 31-Dec-14 | ||||||||||||||
Carrying | Estimated Fair Value | Carrying | Estimated Fair Value | |||||||||||||
Amount | Amount | |||||||||||||||
Notes receivable and preferred equity investments, net | $ | 98,560 | $ | 98,560 | $ | 102,286 | $ | 102,286 | ||||||||
Mortgage and other notes payable | $ | 1,304,739 | $ | 1,318,299 | $ | 1,130,481 | $ | 1,141,371 | ||||||||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS |
The Company earned property management fees, construction, legal and leasing fees from its investments in unconsolidated affiliates totaling $0.1 million for the three months ended March 31, 2015. |
SEGMENT_REPORTING
SEGMENT REPORTING | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Reporting | SEGMENT REPORTING | ||||||||||||||||
The Company has three reportable segments: Core Portfolio, Funds and Structured Financing. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates property performance primarily based on net operating income before depreciation, amortization and certain nonrecurring items. Investments in the Core Portfolio are typically held long-term. Given the contemplated finite life of the Funds, these investments are typically held for shorter terms. Fees earned by the Company as the general partner/managing member of the Funds are eliminated in the Company's consolidated financial statements. Structured Financing represents the Company's investments in notes receivable and preferred equity. The following tables set forth certain segment information for the Company, as of and for the three months ended March 31, 2015 and 2014, and does not include unconsolidated affiliates: | |||||||||||||||||
11. SEGMENT REPORTING (continued) | |||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||
(dollars in thousands) | Core Portfolio | Funds | Structured Financing | Total | |||||||||||||
Revenues | $ | 35,593 | $ | 13,480 | $ | 3,408 | $ | 52,481 | |||||||||
Property operating expenses, other operating and real estate taxes | (9,691 | ) | (6,452 | ) | — | (16,143 | ) | ||||||||||
General and administrative expenses | (6,811 | ) | (721 | ) | — | (7,532 | ) | ||||||||||
Depreciation and amortization | (9,907 | ) | (3,751 | ) | — | (13,658 | ) | ||||||||||
Operating income | 9,184 | 2,556 | 3,408 | 15,148 | |||||||||||||
Equity in earnings of unconsolidated affiliates | 434 | 6,159 | — | 6,593 | |||||||||||||
Loss on debt extinguishment | — | (109 | ) | — | (109 | ) | |||||||||||
Gain on disposition of property | — | 27,143 | — | 27,143 | |||||||||||||
Interest and other finance expense | (6,468 | ) | (2,353 | ) | — | (8,821 | ) | ||||||||||
Income tax provision | (480 | ) | (937 | ) | — | (1,417 | ) | ||||||||||
Net income | 2,670 | 32,459 | 3,408 | 38,537 | |||||||||||||
Noncontrolling interests | |||||||||||||||||
Net income attributable to noncontrolling interests | (179 | ) | (21,811 | ) | — | (21,990 | ) | ||||||||||
Net income attributable to Common Shareholders | $ | 2,491 | $ | 10,648 | $ | 3,408 | $ | 16,547 | |||||||||
Real Estate at Cost | $ | 1,550,695 | $ | 953,607 | $ | — | $ | 2,504,302 | |||||||||
Total Assets | $ | 1,666,987 | $ | 1,105,319 | $ | 98,560 | $ | 2,870,866 | |||||||||
Acquisition of Real Estate | $ | 169,235 | $ | 51,036 | $ | — | $ | 220,271 | |||||||||
Investment in Redevelopment and Improvements | $ | 6,353 | $ | 34,141 | $ | — | $ | 40,494 | |||||||||
11. SEGMENT REPORTING (continued) | |||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||
(dollars in thousands) | Core Portfolio | Funds | Structured Financing | Total | |||||||||||||
Revenues | $ | 30,149 | $ | 12,642 | $ | 3,894 | $ | 46,685 | |||||||||
Property operating expenses, other operating and real estate taxes | (7,906 | ) | (5,575 | ) | — | (13,481 | ) | ||||||||||
General and administrative expenses | (6,413 | ) | (483 | ) | — | (6,896 | ) | ||||||||||
Depreciation and amortization | (8,333 | ) | (3,254 | ) | — | (11,587 | ) | ||||||||||
Operating income | 7,497 | 3,330 | 3,894 | 14,721 | |||||||||||||
Equity in earnings of unconsolidated affiliates | 95 | 2,934 | — | 3,029 | |||||||||||||
Gain on disposition of property | 12,387 | — | — | 12,387 | |||||||||||||
Loss on debt extinguishment | — | (203 | ) | — | (203 | ) | |||||||||||
Interest and other finance expense | (7,200 | ) | (3,451 | ) | — | (10,651 | ) | ||||||||||
Income tax provision | (104 | ) | (64 | ) | — | (168 | ) | ||||||||||
Net Income | 12,675 | 2,546 | 3,894 | 19,115 | |||||||||||||
Noncontrolling interests | |||||||||||||||||
Net (income) loss attributable to noncontrolling interests | (419 | ) | 2,899 | — | 2,480 | ||||||||||||
Net income attributable to Common Shareholders | $ | 12,256 | $ | 5,445 | $ | 3,894 | $ | 21,595 | |||||||||
Real Estate at Cost | $ | 1,128,790 | $ | 794,120 | $ | — | $ | 1,922,910 | |||||||||
Total Assets | $ | 1,101,385 | $ | 1,124,838 | $ | 119,639 | $ | 2,345,862 | |||||||||
Acquisition of Real Estate | $ | 90,500 | $ | — | $ | — | $ | 90,500 | |||||||||
Investment in Redevelopment and Improvements | $ | 1,428 | $ | 36,077 | $ | — | $ | 37,505 | |||||||||
LONGTERM_INCENTIVE_COMPENSATIO
LONG-TERM INCENTIVE COMPENSATION | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||
Long-Term Incentive Compensation | LONG-TERM INCENTIVE COMPENSATION | |||||||
During the quarter ended March 31, 2015, the Company issued 247,863 LTIP Units and 8,357 Restricted Share Units to employees of the Company pursuant to its Amended and Restated 2006 Share Incentive Plan (the "Share Incentive Plan"). Vesting of some of these units is subject to the Company achieving certain performance measures. With respect to the executive officers, these units vest over a 5-year period, with 60% of the units earned at the end of the third year and the remaining 40% vesting ratably over the following two years. With the exception of those units, vesting of all other awards will occur ratably over the vesting period. | ||||||||
Units Issued | ||||||||
LTIPs | Restricted Shares | Vesting Period | % Performance Based | |||||
Executive Officers | 236,924 | — | 5 Years | 17 | % | |||
Other Officers | 7,879 | 1,308 | 3 Years | 24 | % | |||
Other Employees | 3,060 | 7,049 | 3 Years | — | ||||
Total | 247,863 | 8,357 | ||||||
These awards were measured at their fair value on the grant date. Fair value was established as the market price of the Company's Common Shares as of the close of trading on the day preceding the grant date. The total value of the above Restricted Share Units and LTIP Units as of their respective grant dates was $8.8 million, which will be recognized as compensation expense over the vesting period. Compensation expense of $0.5 million has been recognized in the accompanying consolidated statements of income related to these awards for the three months ended March 31, 2015. | ||||||||
Total long-term incentive compensation expense, including the expense related to the above-mentioned plans, was $1.8 million and $1.4 million for the three months ended March 31, 2015 and 2014, respectively. | ||||||||
In addition, members of the Board of Trustees have been issued units under the Share Incentive Plan. Total trustee fee expense related to these issuances was $0.2 million and $0.1 million for the three months ended March 31, 2015 and 2014, respectively. | ||||||||
In 2009, the Company adopted the Long Term Investment Alignment Program (the "Program") pursuant to which the Company may award units primarily to senior executives which would entitle them to receive up to 25% of any future Fund III Promote or Fund IV Promote when and if such Promotes are ultimately realized. The Company has awarded all of the units under the Program related to the Fund III Promote and 20% of the units related to the Fund IV Promote. These units were determined to have no value at issuance or as of March 31, 2015. In accordance with ASC Topic 718, "Compensation - Stock Compensation," compensation relating to these awards will be recorded based on the change in the estimated fair value at each reporting period. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS |
During April 2015, Fund III completed the disposition of its White City property located in Shrewsbury, Massachusetts for a sales price of $96.8 million. | |
During April 2015, Fund IV completed the acquisition of 801 Madison Avenue located in Manhattan, New York for a purchase price of $33.0 million. | |
During April 2015, the Company acquired the remaining 77.78% interest in the Route 202 Shopping Center (Note 5) for $5.6 million. In connection with this transaction, the Company was repaid $5.6 million on an outstanding note receivable. |
ORGANIZATION_AND_BASIS_OF_PRES1
ORGANIZATION AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation |
The consolidated financial statements include the consolidated accounts of the Company and its investments in entities in which the Company is presumed to have control in accordance with the consolidation guidance of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC"). Investments in entities for which the Company has the ability to exercise significant influence but does not have financial or operating control are accounted for under the equity method of accounting. Accordingly, the Company's share of the net earnings (or losses) of entities accounted for under the equity method are included in consolidated net income under the caption, Equity in Earnings of Unconsolidated Affiliates. Investments in entities for which the Company does not have the ability to exercise any influence are accounted for under the cost method. | |
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The preparation of 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. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2015. The information furnished in the accompanying consolidated financial statements reflects all adjustments that, in the opinion of management, are necessary for a fair presentation of the aforementioned consolidated financial statements for the interim periods. Such adjustments consisted of normal recurring items. These consolidated financial statements should be read in conjunction with the Company's 2014 Annual Report on Form 10-K, as filed with the SEC on February 20, 2015. | |
Reclassifications | Reclassifications |
Certain reclassifications have been made to the 2014 financial statements to conform to the 2015 presentation. | |
Real Estate | Real Estate |
The Company reviews its long-lived assets for impairment when there is an event or change in circumstances that indicates that the carrying amount may not be recoverable. The Company measures and records impairment losses and reduces the carrying value of properties when indicators of impairment are present and the expected undiscounted cash flows related to those properties are less than their carrying amounts. In cases where the Company does not expect to recover its carrying costs on properties held for use, the Company reduces its carrying cost to fair value, and for properties held-for-sale, the Company reduces its carrying value to the fair value less costs to dispose. Management does not believe that the carrying values of any of its properties are impaired as of March 31, 2015. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
During April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, "Interest - Imputation of Interest - Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 modifies the treatment of debt issuance costs from a deferred charge to a deduction of the carrying value of the financial liability. ASU 2015-03 is effective for periods beginning after December 15, 2015, with early adoption permitted and retrospective application. ASU 2015-03 is not expected to have a material impact on the Company's consolidated financial statements. | |
During February 2015, the FASB issued ASU No. 2015-02, "Consolidation - Amendments to the Consolidation Analysis." ASU 2015-02 (i) modifies the evaluation of whether limited partnerships and similar legal entities are variable interest entities ("VIE’s"), (ii) eliminates the presumption that a general partner should consolidate a limited partnership and (iii) affects the consolidation analysis of reporting entities that are involved with VIE’s, particularly those with fee arrangements and related party relationships. ASU 2015-02 is effective for periods beginning after December 15, 2015, with early adoption permitted. The Company is in the process of evaluating the impact the adoption of ASU 2015-02 will have on the consolidated financial statements. | |
During January 2015, the FASB issued ASU No. 2015-01, "Income Statement - Extraordinary and Unusual Items." ASU 2015-01 eliminates the concept of extraordinary items. However, the presentation and disclosure requirements for items that are either unusual in nature or infrequent in occurrence remain and will be expanded to include items that are both unusual in nature and infrequent in occurrence. ASU 2015-01 is effective for periods beginning after December 15, 2015. ASU 2015-01 is not expected to have a material impact on the Company's consolidated financial statements. |
ORGANIZATION_AND_BASIS_OF_PRES2
ORGANIZATION AND BASIS OF PRESENTATION (Tables) | 3 Months Ended | |||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||||
Schedule of Noncontrolling Interest In Individual Investee | Following is a table summarizing the general terms and the Operating Partnership's equity interests in the Funds and Mervyns I and II: | |||||||||||||||||
Entity | Formation Date | Operating Partnership Share of Capital | Committed Capital (2) | Capital Called as of March 31, 2015 (3) | Equity Interest Held By Operating Partnership | Preferred Return | Total Distributions as of March 31, 2015 (3) | |||||||||||
Fund I and Mervyns I (1) | Sep-01 | 22.22 | % | $ | 90 | $ | 86.6 | 37.78 | % | 9 | % | $ | 192.3 | |||||
Fund II and Mervyns II (2) | Jun-04 | 20 | % | 300 | 300 | 20 | % | 8 | % | 131.6 | ||||||||
Fund III | May-07 | 19.9 | % | 475 | 381.6 | 19.9 | % | 6 | % | 403.1 | ||||||||
Fund IV | May-12 | 23.12 | % | 540.6 | 140.2 | 23.12 | % | 6 | % | 101.9 | ||||||||
1. ORGANIZATION AND BASIS OF PRESENTATION (continued) | ||||||||||||||||||
Notes: | ||||||||||||||||||
(1) Fund I and Mervyns I have returned all capital and preferred return. The Operating Partnership is now entitled to a Promote on all future cash distributions. | ||||||||||||||||||
(2) During 2013, a distribution of $47.1 million was made to the Fund II investors, including the Operating Partnership. This amount is subject to recontribution to Fund II until December 2016, if needed to fund the on-going development and construction of existing projects. | ||||||||||||||||||
(3) Represents the total for the Funds, including the Operating Partnership and noncontrolling interests' shares. |
EARNINGS_PER_COMMON_SHARE_Tabl
EARNINGS PER COMMON SHARE (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Computation of Basic and Diluted Earnings Per Share from Continuing Operations | The following table sets forth the computation of basic and diluted earnings per share from continuing operations for the periods indicated: | |||||||
2. EARNINGS PER COMMON SHARE (continued) | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(dollars in thousands, except per share amounts) | 2015 | 2014 | ||||||
Numerator | ||||||||
Income from continuing operations | $ | 16,547 | $ | 21,595 | ||||
Less: net income attributable to participating securities | (240 | ) | (392 | ) | ||||
Income from continuing operations, net of income attributable to participating securities | 16,307 | 21,203 | ||||||
Denominator | ||||||||
Weighted average shares for basic earnings per share | 68,295 | 55,953 | ||||||
Effect of dilutive securities: | ||||||||
Employee Restricted Share Units and share options | 40 | 40 | ||||||
Convertible Preferred OP Units | 25 | 25 | ||||||
Denominator for diluted earnings per share | 68,360 | 56,018 | ||||||
Diluted earnings per Common Share from continuing operations attributable to Common Shareholders | $ | 0.24 | $ | 0.38 | ||||
ACQUISITION_AND_DISPOSITION_OF1
ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
ACQUISITION AND DISPOSITION OF REAL ESTATE AND DISCONTINUED OPERATIONS ABSTRACT | ||||||||||||||
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the Company's preliminary allocations of the purchase prices of assets acquired and liabilities assumed during 2015 which have yet to be finalized: | |||||||||||||
(dollars in thousands) | Preliminary Purchase Price Allocations | |||||||||||||
Land | $ | 57,509 | ||||||||||||
Buildings and improvements | 172,527 | |||||||||||||
Above-below market debt assumed (included in Mortgage and other notes payable) | (9,765 | ) | ||||||||||||
Total consideration | $ | 220,271 | ||||||||||||
The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2014, and the finalized allocations as adjusted as of March 31, 2015: | ||||||||||||||
(dollars in thousands) | Purchase Price Allocations as Originally Reported | Adjustments | Finalized Purchase Price Allocations | |||||||||||
Land | $ | 22,625 | $ | 10,765 | $ | 33,390 | ||||||||
Buildings and improvements | 67,875 | (12,626 | ) | 55,249 | ||||||||||
Acquisition-related intangible assets (in Acquired lease intangibles, net) | — | 4,705 | 4,705 | |||||||||||
Acquisition-related intangible liabilities (in Acquired lease intangibles, net) | — | (2,844 | ) | (2,844 | ) | |||||||||
Total consideration | $ | 90,500 | $ | — | $ | 90,500 | ||||||||
During 2015, the Company acquired the following properties through its Core Portfolio and Fund IV as follows: | ||||||||||||||
(dollars in thousands) | ||||||||||||||
Property | GLA | Percent Owned | Type | Month of Acquisition | Purchase Price | Location | Assumption of Debt | |||||||
Core Portfolio: | ||||||||||||||
City Center | 205,000 | 100 | % | Urban Retail Center | March | $ | 155,000 | San Fransisco, CA | $ | — | ||||
163 Highland Avenue | 40,500 | 100 | % | Suburban Shopping Center | March | 24,000 | Needham, MA | 9,765 | ||||||
Total Core Portfolio | 245,500 | $ | 179,000 | $ | 9,765 | |||||||||
Fund IV: | ||||||||||||||
1035 Third Avenue (1) | 53,294 | 100 | % | Street Retail | January | $ | 51,036 | New York, NY | $ | — | ||||
Total Fund IV | 53,294 | $ | 51,036 | $ | — | |||||||||
Total | 298,794 | $ | 230,036 | $ | 9,765 | |||||||||
Note: | ||||||||||||||
(1) GLA includes a portion of office space and a below-grade operator controlled parking garage. | ||||||||||||||
Schedule Of Property Dispositions | During 2015, the Company disposed of the following property: | |||||||||||||
(dollars in thousands) | ||||||||||||||
Dispositions | GLA | Sale Price | Gain on Sale | Month Sold | Owner | |||||||||
Lincoln Park Centre | 61,761 | $ | 64,000 | $ | 27,143 | January | Fund III | |||||||
Disclosure of Long Lived Assets Held-for-sale | The assets and liabilities relating to those properties are summarized as follows: | |||||||||||||
(dollars in thousands) | 31-Dec-14 | |||||||||||||
Assets of properties held for sale | $ | 56,073 | ||||||||||||
Liabilities of properties held for sale | $ | 25,500 | ||||||||||||
INVESTMENTS_IN_AND_ADVANCES_TO1
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||||||||||
Summary activity related to the RCP Venture Investments from Inception | The following table summarizes activity related to the RCP Venture investments from inception through March 31, 2015: | ||||||||||||||||
(dollars in thousands) | Investment Group Share | Operating Partnership Share | |||||||||||||||
Investment | Year Acquired | Invested | Invested | ||||||||||||||
Capital | Distributions | Capital | Distributions | ||||||||||||||
and Advances | and Advances | ||||||||||||||||
Mervyns | 2004 | $ | 26,058 | $ | 48,547 | $ | 4,901 | $ | 11,801 | ||||||||
Mervyns Add-On investments | 2005/2008 | 7,547 | 9,272 | 1,252 | 2,017 | ||||||||||||
Albertsons | 2006 | 20,717 | 81,594 | 4,239 | 16,318 | ||||||||||||
Albertsons Add-On investments | 2006/2007 | 2,416 | 4,864 | 388 | 972 | ||||||||||||
Shopko | 2006 | 1,110 | 2,460 | 222 | 492 | ||||||||||||
Marsh and Add-On investments | 2006/2008 | 2,667 | 2,639 | 533 | 528 | ||||||||||||
Rex Stores | 2007 | 2,701 | 4,727 | 535 | 946 | ||||||||||||
$ | 63,216 | $ | 154,103 | $ | 12,070 | $ | 33,074 | ||||||||||
Summary of Balance Sheet of the Company’s investments in unconsolidated affiliates | The following Combined and Condensed Balance Sheets and Statements of Income summarize the financial information of the Company’s investments in unconsolidated affiliates: | ||||||||||||||||
(dollars in thousands) | March 31, | December 31, | |||||||||||||||
2015 | 2014 | ||||||||||||||||
Combined and Condensed Balance Sheets | |||||||||||||||||
Assets | |||||||||||||||||
Rental property, net | $ | 388,590 | $ | 387,739 | |||||||||||||
Real estate under development | 66,942 | 60,476 | |||||||||||||||
Investment in unconsolidated affiliates | 7,548 | 11,154 | |||||||||||||||
Other assets | 63,288 | 62,862 | |||||||||||||||
Total assets | $ | 526,368 | $ | 522,231 | |||||||||||||
Liabilities and partners’ equity | |||||||||||||||||
Mortgage notes payable | $ | 317,103 | $ | 315,897 | |||||||||||||
Other liabilities | 71,551 | 66,116 | |||||||||||||||
Partners’ equity | 137,714 | 140,218 | |||||||||||||||
Total liabilities and partners’ equity | $ | 526,368 | $ | 522,231 | |||||||||||||
Company’s investment in and advances to unconsolidated affiliates | $ | 184,500 | $ | 184,352 | |||||||||||||
Company's share of distributions in excess of income from, and investments in, unconsolidated affiliates | $ | (12,361 | ) | $ | (12,564 | ) | |||||||||||
Summary of Statement of Income of the Company’s investments in unconsolidated affiliates | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
(dollars in thousands) | 2015 | 2014 | |||||||||||||||
Combined and Condensed Statements of Income | |||||||||||||||||
Total revenues | $ | 11,930 | $ | 12,105 | |||||||||||||
Operating and other expenses | (3,857 | ) | (3,815 | ) | |||||||||||||
Interest and other finance expense | (2,638 | ) | (2,524 | ) | |||||||||||||
Equity in earnings (losses) of unconsolidated affiliates | 66,655 | (328 | ) | ||||||||||||||
Depreciation and amortization | (2,307 | ) | (2,706 | ) | |||||||||||||
Loss on debt extinguishment | — | (187 | ) | ||||||||||||||
Net income | $ | 69,783 | $ | 2,545 | |||||||||||||
Company’s share of net income | $ | 6,691 | $ | 3,127 | |||||||||||||
Amortization of excess investment | (98 | ) | (98 | ) | |||||||||||||
Company’s equity in earnings of unconsolidated affiliates | $ | 6,593 | $ | 3,029 | |||||||||||||
STRUCTURED_FINANCINGS_NET_Tabl
STRUCTURED FINANCINGS, NET (Tables) | 3 Months Ended | |||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||
Mortgage Loans on Real Estate [Abstract] | ||||||||||||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable | As of March 31, 2015, the Company’s structured financing portfolio, net consisted of notes receivable and preferred equity investments, aggregating $98.6 million. These investments were collateralized either by underlying properties, the borrowers' ownership interests in the entities that own properties and/or by the borrowers' personal guarantee subject, as applicable, to senior liens, as follows: | |||||||||||||||||
(dollars in thousands) | ||||||||||||||||||
Description | Effective interest rate (1) | First Priority liens | Net Carrying Amounts of Notes Receivable as of March 31, 2015 | Net Carrying Amounts of Notes Receivable as of December 31, 2014 | Maturity date | Extension Options | ||||||||||||
First Mortgage Loan | 7.70% | $ | 12,000 | $ | 12,000 | Demand | ||||||||||||
Mezzanine Loan | 12.70% | 18,900 | 8,000 | 8,000 | 10/3/15 | |||||||||||||
First Mortgage Loan | 8.80% | 7,500 | 7,500 | 10/31/15 | 1 x 12 Months | |||||||||||||
Zero Coupon Loan (2) | 24.00% | 166,200 | 5,149 | 4,986 | 1/3/16 | |||||||||||||
First Mortgage Loan | 5.50% | 4,000 | 4,000 | 4/1/16 | 1 x 6 Months | |||||||||||||
Preferred Equity | 13.50% | 4,000 | 4,000 | 5/9/16 | ||||||||||||||
Other | 18.00% | 3,457 | 3,307 | 7/1/17 | ||||||||||||||
Preferred Equity | 8.10% | 20,855 | 13,000 | 13,000 | 9/1/17 | |||||||||||||
Other | 15.00% | 30,879 | 30,879 | 11/9/20 | ||||||||||||||
Other | LIBOR + 2.5% | — | 4,000 | 12/30/20 | ||||||||||||||
Mezzanine Loan (3) | 10.00% | 87,477 | 7,983 | 7,983 | Demand | |||||||||||||
Individually less than 3% (4) | 3.9% to 11.6% | 2,592 | 2,631 | 12/31/2015 to 5/1/2024 | ||||||||||||||
Total | $ | 98,560 | $ | 102,286 | ||||||||||||||
Notes: | ||||||||||||||||||
(1) Includes origination and exit fees | ||||||||||||||||||
(2) The principal balance for this accrual-only loan is increased by the interest accrued | ||||||||||||||||||
(3) Comprised of three cross-collateralized loans from one borrower, which are non-performing | ||||||||||||||||||
(4) Consists of two loans as of March 31, 2015 |
MORTGAGE_AND_OTHER_NOTES_PAYAB1
MORTGAGE AND OTHER NOTES PAYABLE (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Mortgage Loans on Real Estate [Abstract] | ||||||||||||
Schedule of Mortgage Notes Payable | The Company completed the following transactions related to mortgage and other notes payable and credit facilities during the three months ended March 31, 2015: | |||||||||||
Secured Debt: | ||||||||||||
(dollars in thousands) | Borrowings | Repayments | ||||||||||
Property | Date | Description | Amount | Interest Rate | Maturity Date | Amount | Interest Rate | |||||
1035 Third Ave | January | New Borrowing | $ | 42,000 | 2.52% (LIBOR+2.35%) | 1/27/21 | $ | — | ||||
Lincoln Park Centre | January | Repayment | — | 12/3/16 | 28,000 | 1.62% (LIBOR+1.45%) | ||||||
163 Highland Avenue | March | Assumption | 9,765 | 4.66% | 2/1/24 | — | ||||||
Total | $ | 51,765 | $ | 28,000 | ||||||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis | The following table presents the Company’s fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of March 31, 2015: | |||||||||||||||
(dollars in thousands) | Level 1 | Level 2 | Level 3 | |||||||||||||
Assets | ||||||||||||||||
Derivative financial instruments (Note 7) | $ | — | $ | — | $ | — | ||||||||||
Liabilities | ||||||||||||||||
Derivative financial instruments (Note 7) | $ | — | $ | 7,504 | $ | — | ||||||||||
Fair value of financial instruments, Assets and Liabilities | The Company has determined the estimated fair values of the following financial instruments within Level 2 of the hierarchy by discounting future cash flows utilizing a discount rate equivalent to the rate at which similar financial instruments would be originated at the reporting date: | |||||||||||||||
(dollars in thousands) | March 31, 2015 | 31-Dec-14 | ||||||||||||||
Carrying | Estimated Fair Value | Carrying | Estimated Fair Value | |||||||||||||
Amount | Amount | |||||||||||||||
Notes receivable and preferred equity investments, net | $ | 98,560 | $ | 98,560 | $ | 102,286 | $ | 102,286 | ||||||||
Mortgage and other notes payable | $ | 1,304,739 | $ | 1,318,299 | $ | 1,130,481 | $ | 1,141,371 | ||||||||
SEGMENT_REPORTING_Tables
SEGMENT REPORTING (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Reconciliation of Certain Segment Information from Segments to Consolidated | The following tables set forth certain segment information for the Company, as of and for the three months ended March 31, 2015 and 2014, and does not include unconsolidated affiliates: | ||||||||||||||||
11. SEGMENT REPORTING (continued) | |||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||
(dollars in thousands) | Core Portfolio | Funds | Structured Financing | Total | |||||||||||||
Revenues | $ | 35,593 | $ | 13,480 | $ | 3,408 | $ | 52,481 | |||||||||
Property operating expenses, other operating and real estate taxes | (9,691 | ) | (6,452 | ) | — | (16,143 | ) | ||||||||||
General and administrative expenses | (6,811 | ) | (721 | ) | — | (7,532 | ) | ||||||||||
Depreciation and amortization | (9,907 | ) | (3,751 | ) | — | (13,658 | ) | ||||||||||
Operating income | 9,184 | 2,556 | 3,408 | 15,148 | |||||||||||||
Equity in earnings of unconsolidated affiliates | 434 | 6,159 | — | 6,593 | |||||||||||||
Loss on debt extinguishment | — | (109 | ) | — | (109 | ) | |||||||||||
Gain on disposition of property | — | 27,143 | — | 27,143 | |||||||||||||
Interest and other finance expense | (6,468 | ) | (2,353 | ) | — | (8,821 | ) | ||||||||||
Income tax provision | (480 | ) | (937 | ) | — | (1,417 | ) | ||||||||||
Net income | 2,670 | 32,459 | 3,408 | 38,537 | |||||||||||||
Noncontrolling interests | |||||||||||||||||
Net income attributable to noncontrolling interests | (179 | ) | (21,811 | ) | — | (21,990 | ) | ||||||||||
Net income attributable to Common Shareholders | $ | 2,491 | $ | 10,648 | $ | 3,408 | $ | 16,547 | |||||||||
Real Estate at Cost | $ | 1,550,695 | $ | 953,607 | $ | — | $ | 2,504,302 | |||||||||
Total Assets | $ | 1,666,987 | $ | 1,105,319 | $ | 98,560 | $ | 2,870,866 | |||||||||
Acquisition of Real Estate | $ | 169,235 | $ | 51,036 | $ | — | $ | 220,271 | |||||||||
Investment in Redevelopment and Improvements | $ | 6,353 | $ | 34,141 | $ | — | $ | 40,494 | |||||||||
11. SEGMENT REPORTING (continued) | |||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||
(dollars in thousands) | Core Portfolio | Funds | Structured Financing | Total | |||||||||||||
Revenues | $ | 30,149 | $ | 12,642 | $ | 3,894 | $ | 46,685 | |||||||||
Property operating expenses, other operating and real estate taxes | (7,906 | ) | (5,575 | ) | — | (13,481 | ) | ||||||||||
General and administrative expenses | (6,413 | ) | (483 | ) | — | (6,896 | ) | ||||||||||
Depreciation and amortization | (8,333 | ) | (3,254 | ) | — | (11,587 | ) | ||||||||||
Operating income | 7,497 | 3,330 | 3,894 | 14,721 | |||||||||||||
Equity in earnings of unconsolidated affiliates | 95 | 2,934 | — | 3,029 | |||||||||||||
Gain on disposition of property | 12,387 | — | — | 12,387 | |||||||||||||
Loss on debt extinguishment | — | (203 | ) | — | (203 | ) | |||||||||||
Interest and other finance expense | (7,200 | ) | (3,451 | ) | — | (10,651 | ) | ||||||||||
Income tax provision | (104 | ) | (64 | ) | — | (168 | ) | ||||||||||
Net Income | 12,675 | 2,546 | 3,894 | 19,115 | |||||||||||||
Noncontrolling interests | |||||||||||||||||
Net (income) loss attributable to noncontrolling interests | (419 | ) | 2,899 | — | 2,480 | ||||||||||||
Net income attributable to Common Shareholders | $ | 12,256 | $ | 5,445 | $ | 3,894 | $ | 21,595 | |||||||||
Real Estate at Cost | $ | 1,128,790 | $ | 794,120 | $ | — | $ | 1,922,910 | |||||||||
Total Assets | $ | 1,101,385 | $ | 1,124,838 | $ | 119,639 | $ | 2,345,862 | |||||||||
Acquisition of Real Estate | $ | 90,500 | $ | — | $ | — | $ | 90,500 | |||||||||
Investment in Redevelopment and Improvements | $ | 1,428 | $ | 36,077 | $ | — | $ | 37,505 | |||||||||
LONGTERM_INCENTIVE_COMPENSATIO1
LONG-TERM INCENTIVE COMPENSATION LONG-TERM INCENTIVE COMPENSATION (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | ||||||||
Units Issued | ||||||||
LTIPs | Restricted Shares | Vesting Period | % Performance Based | |||||
Executive Officers | 236,924 | — | 5 Years | 17 | % | |||
Other Officers | 7,879 | 1,308 | 3 Years | 24 | % | |||
Other Employees | 3,060 | 7,049 | 3 Years | — | ||||
Total | 247,863 | 8,357 | ||||||
ORGANIZATION_AND_BASIS_OF_PRES3
ORGANIZATION AND BASIS OF PRESENTATION (Details) (USD $) | 12 Months Ended | 3 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 | Mar. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Number of retail properties (in properties) | 145 | |
Number of opportunity funds | 4 | |
Core Portfolio | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Number of retail properties (in properties) | 89 | |
Opportunity Funds | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Number of retail properties (in properties) | 56 | |
Fund II | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Payments of dividends | $47.10 | |
Operating Partnership, as General Partner or Managing Member | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Ownership interest by general partner or managing partner | 95.00% | |
Remaining funds rate of distribution to partnership | 20.00% | |
Institutional Investors [Member] | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Remaining funds rate of distribution to all partners | 80.00% |
ORGANIZATION_AND_BASIS_OF_PRES4
ORGANIZATION AND BASIS OF PRESENTATION Summary of General Terms and Operating Partnership's Equity Interests (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | |
Fund I and Mervyns I | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Operating Partnership Share of Capital | 22.22% | [1] |
Committed Capital | $90 | [1] |
Capital Called | 86.6 | [1],[2] |
Equity Interest Held By Operating Partnership | 37.78% | [1] |
Preferred Return | 9.00% | [1] |
Capital Returned | 192.3 | [1],[2] |
Fund II and Mervyns II | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Operating Partnership Share of Capital | 20.00% | [3] |
Committed Capital | 300 | [3] |
Capital Called | 300 | [2],[3] |
Equity Interest Held By Operating Partnership | 20.00% | [3] |
Preferred Return | 8.00% | [3] |
Capital Returned | 131.6 | [2],[3] |
Fund III | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Operating Partnership Share of Capital | 19.90% | |
Committed Capital | 475 | [3] |
Capital Called | 381.6 | [2] |
Equity Interest Held By Operating Partnership | 19.90% | |
Preferred Return | 6.00% | |
Capital Returned | 403.1 | [2] |
Fund IV | ||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||
Operating Partnership Share of Capital | 23.12% | |
Committed Capital | 540.6 | [3] |
Capital Called | 140.2 | [2] |
Equity Interest Held By Operating Partnership | 23.12% | |
Preferred Return | 6.00% | |
Capital Returned | $101.90 | [2] |
[1] | Fund I and Mervyns I have returned all capital and preferred return. The Operating Partnership is now entitled to a Promote on all future cash distributions. | |
[2] | Represents the total for the Funds, including the Operating Partnership and noncontrolling interests' shares. | |
[3] | During 2013, a distribution of $47.1 million was made to the Fund II investors, including the Operating Partnership. This amount is subject to recontribution to Fund II until December 2016, if needed to fund the on-going development and construction of existing projects. |
EARNINGS_PER_COMMON_SHARE_Deta
EARNINGS PER COMMON SHARE (Details) (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Numerator | |||
Income from continuing operations | $16,547 | $21,595 | |
Less: net income attributable to participating securities | -240 | -392 | |
Income from continuing operations, net of income attributable to participating securities | $16,307 | $21,203 | |
Denominator | |||
Weighted average shares for basic earnings per share (in shares) | 68,295,000 | 55,953,000 | |
Effect of dilutive securities: | |||
Employee Restricted Share Units and share options (in shares) | 40,000 | 40,000 | |
Convertible Preferred OP Units (in shares) | 25,000 | 25,000 | |
Denominator for diluted earnings per share (in shares) | 68,360,000 | 56,018,000 | |
Earnings Per Share, Diluted, Undistributed | $0.24 | $0.38 | |
Common stock | |||
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 25,067 | 25,067 | |
Operating Partnership, as General Partner or Managing Member | |||
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | |||
Limited partners' common OP units (in shares) | 2,975,277 | 2,988,277 | |
Operating Partnership, as General Partner or Managing Member | Series A Preferred Stock | |||
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | |||
Limited partners' common OP units (in shares) | 188 | 188 |
SHAREHOLDERS_EQUITY_AND_NONCON1
SHAREHOLDERS' EQUITY AND NONCONTROLLING INTERESTS (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Noncontrolling Interest [Line Items] | |||
Proceeds from issuance of common stock | $18,605,000 | $23,519,000 | |
Operating Partnership, as General Partner or Managing Member | |||
Noncontrolling Interest [Line Items] | |||
Limited partners' common OP units (in shares) | 2,975,277 | 2,988,277 | |
Series A Preferred Stock | Operating Partnership, as General Partner or Managing Member | |||
Noncontrolling Interest [Line Items] | |||
Limited partners' common OP units (in shares) | 188 | 188 | |
At The Market Equity Program | Common stock | |||
Noncontrolling Interest [Line Items] | |||
Common stock issued during the period (in shares) | 600,000 | ||
Gross proceeds from issuance of common stock | 19,800,000 | ||
Proceeds from issuance of common stock | $19,500,000 | ||
LTIP Units | |||
Noncontrolling Interest [Line Items] | |||
Share-based compensation, outstanding (in shares) | 937,651 | 675,367 |
ACQUISITION_AND_DISPOSITION_OF2
ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE - Acquisition (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 298,794 | |
Purchase Price | $230,036,000 | |
Assumption of Debt | 9,765,000 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | ||
Land | 57,509,000 | |
Buildings and improvements | 172,527,000 | |
Total consideration | 220,271,000 | |
Core Portfolio | ||
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 245,500 | |
Purchase Price | 179,000,000 | |
Assumption of Debt | 9,765,000 | |
Acquisition costs | 600,000 | |
Fund IV | ||
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 53,294 | |
Purchase Price | 51,036,000 | |
Assumption of Debt | 0 | |
Acquisition costs | 1,600,000 | |
City Center | San Fransisco, CA | Core Portfolio | ||
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 205,000 | |
Percent Owned | 100.00% | |
Purchase Price | 155,000,000 | |
Assumption of Debt | 0 | |
163 Highland Avenue | Needham, MA | Core Portfolio | ||
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 40,500 | |
Percent Owned | 100.00% | |
Purchase Price | 24,000,000 | |
Assumption of Debt | 9,765,000 | |
1035 Third Avenue | New York, NY | Fund IV | ||
Business Acquisition [Line Items] | ||
Gross leasable area (in square feet) | 53,294 | |
Percent Owned | 100.00% | |
Purchase Price | 51,036,000 | |
Assumption of Debt | 0 | |
Acquisitions In 2014 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | ||
Land | 33,390,000 | 22,625,000 |
Buildings and improvements | 55,249,000 | 67,875,000 |
Acquisition-related intangible assets (in Acquired lease intangibles, net) | 4,705,000 | 0 |
Acquisition-related intangible liabilities (in Acquired lease intangibles, net) | 2,844,000 | 0 |
Total consideration | 90,500,000 | 90,500,000 |
Adjustments [Abstract] | ||
Land | 10,765,000 | |
Buildings and improvements | -12,626,000 | |
Acquisition-related intangible assets (in Acquired lease intangibles, net) | 4,705,000 | |
Acquisition-related intangible liabilities (in Acquired lease intangibles, net) | -2,844,000 | |
Total consideration | $0 |
ACQUISITION_AND_DISPOSITION_OF3
ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE - Dispositions (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
sqft | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Gross leasable area (in square feet) | 298,794 |
Lincoln Park Centre | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Gross leasable area (in square feet) | 61,761 |
Sale Price | $64,000 |
Gain on Sale | $27,143 |
ACQUISITION_AND_DISPOSITION_OF4
ACQUISITION AND DISPOSITION OF REAL ESTATE AND PROPERTIES HELD FOR SALE - Assets Held For Sale (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
ACQUISITION AND DISPOSITION OF REAL ESTATE AND DISCONTINUED OPERATIONS ABSTRACT | ||
Assets of properties held for sale | $0 | $56,073 |
Liabilities of properties held for sale | $0 | $25,500 |
INVESTMENTS_IN_AND_ADVANCES_TO2
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES - Core Portfolio (Details) (Core Portfolio) | Mar. 31, 2015 |
sqft | |
Crossroads | |
Schedule of Equity Method Investments [Line Items] | |
Equity ownership percentage | 49.00% |
Square footage of real estate property (in square feet) | 311,000 |
Route 202 Shopping Center | |
Schedule of Equity Method Investments [Line Items] | |
Equity ownership percentage | 22.22% |
Square footage of real estate property (in square feet) | 20,000 |
Georgetown Portfolio | |
Schedule of Equity Method Investments [Line Items] | |
Equity ownership percentage | 50.00% |
Square footage of real estate property (in square feet) | 28,000 |
Chicago Street Retail Portfolio | |
Schedule of Equity Method Investments [Line Items] | |
Equity ownership percentage | 88.43% |
Square footage of real estate property (in square feet) | 87,000 |
INVESTMENTS_IN_AND_ADVANCES_TO3
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES - Funds (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
partner | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in and advances to unconsolidated affiliates | 184,500 | $184,352 |
Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of unaffiliated partners | 2 | |
Mervyns I and Mervyns II | Opportunity Funds | KLA/Mervyns LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 26,058 | |
Distributions, equity method investment | 48,547 | |
Mervyns I | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Distributions, equity method investment | 4,500 | |
Mervyns II | Opportunity Funds | KLA A Markets LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 20,717 | |
Distributions, equity method investment | 81,594 | |
Corporate Joint Venture | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Distributions | 154,103 | |
Investments in and advances to unconsolidated affiliates | 63,216 | |
KLA/Mervyns LLC Add-On Investments | Mervyns I and Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 7,547 | |
Distributions | 9,272 | |
KLAC Rex Venture LLC | Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 2,701 | |
Distributions | 4,727 | |
KLA A Markets LLC Add-On Investments | Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 2,416 | |
Distributions | 4,864 | |
KA-Shopko LLC | Fund II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 1,110 | |
Distributions | 2,460 | |
Marsh and Add-On Investments | Fund II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 2,667 | |
Distributions | 2,639 | |
Operating Partnership, as General Partner or Managing Member | Mervyns I and Mervyns II | Opportunity Funds | KLA/Mervyns LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 4,901 | |
Distributions, equity method investment | 11,801 | |
Operating Partnership, as General Partner or Managing Member | Mervyns II | Opportunity Funds | KLA A Markets LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | 4,239 | |
Distributions, equity method investment | 16,318 | |
Operating Partnership, as General Partner or Managing Member | Corporate Joint Venture | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Distributions | 33,074 | |
Investments in and advances to unconsolidated affiliates | 12,070 | |
Operating Partnership, as General Partner or Managing Member | KLA/Mervyns LLC Add-On Investments | Mervyns I and Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 1,252 | |
Distributions | 2,017 | |
Operating Partnership, as General Partner or Managing Member | KLAC Rex Venture LLC | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Distributions, equity method investment | 900 | |
Operating Partnership, as General Partner or Managing Member | KLAC Rex Venture LLC | Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 535 | |
Distributions | 946 | |
Operating Partnership, as General Partner or Managing Member | KLA A Markets LLC Add-On Investments | Mervyns II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 388 | |
Distributions | 972 | |
Operating Partnership, as General Partner or Managing Member | KA-Shopko LLC | Fund II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 222 | |
Distributions | 492 | |
Operating Partnership, as General Partner or Managing Member | Marsh and Add-On Investments | Fund II | Opportunity Funds | ||
Schedule of Equity Method Investments [Line Items] | ||
Invested Capital and Advances, cost method investments | 533 | |
Distributions | 528 |
INVESTMENTS_IN_AND_ADVANCES_TO4
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES - Summary of Investments in Unconsolidated Affiliates (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Schedule of Equity Method Investments [Line Items] | |||
Real estate under development | $484,676 | $447,390 | |
Investments in and advances to unconsolidated affiliates | 184,500 | 184,352 | |
Total assets | 2,870,866 | 2,732,600 | |
Other liabilities | 27,196 | 25,148 | |
Total liabilities and equity | 2,870,866 | 2,732,600 | |
Distributions in excess of income from, and investments in, unconsolidated affiliates | -12,361 | -12,564 | |
Total revenues | 52,481 | 46,685 | |
Operating Expenses | -37,333 | -31,964 | |
Equity in earnings of unconsolidated affiliates | 6,593 | 3,029 | |
Depreciation and amortization | -13,658 | -11,587 | |
Loss on debt extinguishment | -109 | -203 | |
Net income | 38,537 | 19,115 | |
Unconsolidated Affiliates | |||
Schedule of Equity Method Investments [Line Items] | |||
Rental property, net | 388,590 | 387,739 | |
Real estate under development | 66,942 | 60,476 | |
Investments in and advances to unconsolidated affiliates | 7,548 | 11,154 | |
Other assets | 63,288 | 62,862 | |
Total assets | 526,368 | 522,231 | |
Loans Payable to Bank | 317,103 | 315,897 | |
Other liabilities | 71,551 | 66,116 | |
Partners’ equity | 137,714 | 140,218 | |
Total liabilities and equity | 526,368 | 522,231 | |
Total revenues | 11,930 | 12,105 | |
Operating Expenses | -3,857 | -3,815 | |
Interest Expense | -2,638 | -2,524 | |
Equity in earnings of unconsolidated affiliates | 66,655 | -328 | |
Depreciation and amortization | -2,307 | -2,706 | |
Loss on debt extinguishment | 0 | -187 | |
Net income | 69,783 | 2,545 | |
Operating Partnership, as General Partner or Managing Member | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity in earnings of unconsolidated affiliates | 6,593 | 3,029 | |
Company’s share of net income | 6,691 | 3,127 | |
Amortization of Excess Investment | ($98) | ($98) |
STRUCTURED_FINANCINGS_NET_Sche
STRUCTURED FINANCINGS, NET - Schedule of Notes Receivable (Details) (USD $) | 1 Months Ended | 3 Months Ended | ||
Feb. 28, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | ||
loan | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Net carrying amounts of notes receivable | $98,560,000 | $102,286,000 | ||
Number of cross collateralized loans | 3 | |||
Number of borrowers | 1 | |||
Additional investment | 400,000 | |||
First Mortgage Loan, 6% Loan Due On Demand | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 7.70% | |||
Net carrying amounts of notes receivable | 12,000,000 | 12,000,000 | ||
Mezzanine Loan, 10% Due On Demand | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 10.00% | |||
First Priority liens | 87,477,000,000 | |||
Net carrying amounts of notes receivable | 7,983,000 | 7,983,000 | ||
First Mortgage Loan, 5.5% Loan Due 2016 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 5.50% | |||
Net carrying amounts of notes receivable | 4,000,000 | 4,000,000 | ||
Zero Coupon Loan | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 24.00% | |||
First Priority liens | 166,200,000,000 | |||
Net carrying amounts of notes receivable | 5,149,000 | 4,986,000 | ||
Preferred Equity, 8.1% Loan, Due 2017 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 8.10% | |||
First Priority liens | 20,855,000,000 | |||
Net carrying amounts of notes receivable | 13,000,000 | 13,000,000 | ||
Other Loan, 15%, Loan Due 2020 [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 15.00% | |||
Net carrying amounts of notes receivable | 30,879,000 | 30,879,000 | ||
Mezzanine Loan, 12.7% Loan, Due 2015 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 12.70% | |||
First Priority liens | 18,900,000,000 | |||
Net carrying amounts of notes receivable | 8,000,000 | 8,000,000 | ||
First Mortgage Loan, Eight Point Eight Percent Loan, Due 2015 [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 8.80% | |||
Net carrying amounts of notes receivable | 7,500,000 | 7,500,000 | ||
Preferred Equity, 13.5% Loan, Due 2016 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 13.50% | |||
Net carrying amounts of notes receivable | 4,000,000 | 4,000,000 | ||
Other Loan, 2.5% Plus LIBOR Variable Interest Rate, Due 2020 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Net carrying amounts of notes receivable | 0 | 4,000,000 | ||
Other Loan, 2.5% Plus LIBOR Variable Interest Rate, Due 2020 | LIBOR | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Loans receivable, basis spread on variable rate | 2.50% | |||
Other Loan, 18%, Due 2017 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 18.00% | |||
Net carrying amounts of notes receivable | 3,457,000 | 3,307,000 | ||
Individually Less Than 3 Percent, Variable Interest Rate | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
First Priority liens | ||||
Net carrying amounts of notes receivable | $2,592,000 | $2,631,000 | ||
Number of loans | 2 | |||
Individually Less Than 3 Percent, Variable Interest Rate | Minimum | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 3.90% | [1] | ||
Individually Less Than 3 Percent, Variable Interest Rate | Maximum | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Effective interest rate | 11.60% | [1] | ||
Nonperforming Financing Receivable [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of instruments held | 3 | |||
[1] | Includes origination and exit fees |
DERIVATIVE_FINANCIAL_INSTRUMEN1
DERIVATIVE FINANCIAL INSTRUMENTS (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Accumulated other comprehensive income - unrealized loss on valuation of swap agreements | ($6,800,000) | ($4,000,000) |
Other Liabilities | Level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Derivative financial instruments, liabilities | 7,500,000 | 4,600,000 |
Prepaid Expenses and Other Assets | Level 2 | ||
Derivatives, Fair Value [Line Items] | ||
Derivative financial instruments, assets | 200,000 | |
Cash Flow Hedging | Variable-Rate Derivatives | Minimum | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, cap interest rate | 3.00% | |
Cash Flow Hedging | Variable-Rate Derivatives | Maximum | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, cap interest rate | 4.30% | |
Interest Rate Swap | Cash Flow Hedging | Fixed-Rate Derivatives | ||
Derivatives, Fair Value [Line Items] | ||
Number of interest rate swaps (in interest rate swaps) | 16 | |
Notional amount of interest rate cash flow hedge derivatives | 272,600,000 | |
Interest Rate Swap | Cash Flow Hedging | Fixed-Rate Derivatives | Minimum | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, fixed interest rate | 0.70% | |
Interest Rate Swap | Cash Flow Hedging | Fixed-Rate Derivatives | Maximum | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, fixed interest rate | 3.80% | |
Interest Rate Swap | Cash Flow Hedging | Variable-Rate Derivatives | ||
Derivatives, Fair Value [Line Items] | ||
Notional amount of interest rate cash flow hedge derivatives | $139,300,000 | |
Derivative, number of instruments held | 4 |
MORTGAGE_AND_OTHER_NOTES_PAYAB2
MORTGAGE AND OTHER NOTES PAYABLE - MORTGAGE BY PROPERTY (Details) (Mortgages, USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Mortgage Loans on Real Estate [Line Items] | |
Debt instrument face amount | $51,765,000 |
Repayments of long-term debt | 28,000,000 |
Libor Plus 2.25% Mortgage Note | 1035 Third Ave | |
Mortgage Loans on Real Estate [Line Items] | |
Debt instrument face amount | 42,000,000 |
Description of variable rate basis | LIBOR |
Basis spread on variable rate | 2.35% |
Effective rate | 2.52% |
Libor Plus 1.55% Mortgage Note | Lincoln Park Centre | |
Mortgage Loans on Real Estate [Line Items] | |
Debt instrument face amount | 0 |
Description of variable rate basis | LIBOR |
Basis spread on variable rate | 1.45% |
Effective rate | 1.62% |
Repayments of long-term debt | 28,000,000 |
4.66% Mortgage note | 163 Highland Avenue | |
Mortgage Loans on Real Estate [Line Items] | |
Debt instrument face amount | $9,765,000 |
Stated interest rate percentage | 4.66% |
MORTGAGE_AND_OTHER_NOTES_PAYAB3
MORTGAGE AND OTHER NOTES PAYABLE (Details) (USD $) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
extension_option | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage and other notes payable | $1,304,739,000 | 1,304,739,000 | $1,130,481,000 |
Number of Loan Extensions | 1 | 1 | |
Length of Loan Extension | 6 years | ||
Unsecured credit facility | Line of Credit | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage and other notes payable | 50,000,000 | 50,000,000 | |
New mortgage loans | 50,000,000 | 50,000,000 | |
Unsecured credit facility | Line of Credit | Fund IV | |||
Mortgage Loans on Real Estate [Line Items] | |||
New mortgage loans | 50,000,000 | 50,000,000 | |
Line of credit | 31,000,000 | 31,000,000 | |
Unsecured credit facility | Line of Credit | Fund IV | LIBOR | |||
Mortgage Loans on Real Estate [Line Items] | |||
Basis spread on variable rate | 2.75% | ||
Convertible Debt [Member] | |||
Mortgage Loans on Real Estate [Line Items] | |||
Redemption of debt | 400,000 | ||
Line of Credit | Subscription Line | Line of Credit | Fund IV | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage and other notes payable | 123,700,000 | 123,700,000 | |
New mortgage loans | $46,600,000 | 46,600,000 |
FAIR_VALUE_MEASUREMENTS_Schedu
FAIR VALUE MEASUREMENTS Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) (Fair Value, Measurements, Recurring, USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative financial instruments, assets | $0 |
Derivative financial instruments, liabilities | 0 |
Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative financial instruments, assets | 0 |
Derivative financial instruments, liabilities | 7,504 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative financial instruments, assets | 0 |
Derivative financial instruments, liabilities | $0 |
FAIR_VALUE_MEASUREMENTS_Fair_V
FAIR VALUE MEASUREMENTS Fair Value by Balance Sheet Grouping (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable and preferred equity investments, net | $98,560 | $102,286 |
Mortgage and other notes payable | 1,304,739 | 1,130,481 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable and preferred equity investments, net | 98,560 | 102,286 |
Mortgage and other notes payable | $1,318,299 | $1,141,371 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (Unconsolidated Affiliates, USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2015 |
Unconsolidated Affiliates | |
Related Party Transaction [Line Items] | |
Revenue from related parties | $0.10 |
SEGMENT_REPORTING_Details
SEGMENT REPORTING (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
segment | ||
Segment Reporting Information [Line Items] | ||
Number of reportable segments | 3 | |
Revenues | $52,481 | $46,685 |
Property operating expenses, other operating and real estate taxes | -16,143 | -13,481 |
General and administrative expenses | -7,532 | -6,896 |
Depreciation and amortization | -13,658 | -11,587 |
Operating income | 15,148 | 14,721 |
Equity in (losses) earnings of unconsolidated affiliates | 6,593 | 3,029 |
Gain on disposition of property | 12,387 | |
Loss on debt extinguishment | -109 | -203 |
Gain on disposition of property | 27,143 | 12,387 |
Interest and other finance expense | -8,821 | -10,651 |
Income tax provision | -1,417 | -168 |
Net income | 38,537 | 19,115 |
Net income | 38,537 | 19,115 |
Net (income) loss attributable to noncontrolling interests | -21,990 | 2,480 |
Net income attributable to Common Shareholders | 16,547 | 21,595 |
Real Estate at Cost | 2,504,302 | 1,922,910 |
Total Assets | 2,870,866 | 2,345,862 |
Acquisition of Real Estate | 220,271 | 90,500 |
Investment in Redevelopment and Improvements | 40,494 | 37,505 |
Core Portfolio | ||
Segment Reporting Information [Line Items] | ||
Revenues | 35,593 | 30,149 |
Property operating expenses, other operating and real estate taxes | -9,691 | -7,906 |
General and administrative expenses | -6,811 | -6,413 |
Depreciation and amortization | -9,907 | -8,333 |
Operating income | 9,184 | 7,497 |
Equity in (losses) earnings of unconsolidated affiliates | 434 | 95 |
Gain on disposition of property | 12,387 | |
Loss on debt extinguishment | 0 | 0 |
Gain on disposition of property | 0 | |
Interest and other finance expense | -6,468 | -7,200 |
Income tax provision | -480 | -104 |
Net income | 2,670 | |
Net income | 12,675 | |
Net (income) loss attributable to noncontrolling interests | -179 | -419 |
Net income attributable to Common Shareholders | 2,491 | 12,256 |
Real Estate at Cost | 1,550,695 | 1,128,790 |
Total Assets | 1,666,987 | 1,101,385 |
Acquisition of Real Estate | 169,235 | 90,500 |
Investment in Redevelopment and Improvements | 6,353 | 1,428 |
Funds | ||
Segment Reporting Information [Line Items] | ||
Revenues | 13,480 | 12,642 |
Property operating expenses, other operating and real estate taxes | -6,452 | -5,575 |
General and administrative expenses | -721 | -483 |
Depreciation and amortization | -3,751 | -3,254 |
Operating income | 2,556 | 3,330 |
Equity in (losses) earnings of unconsolidated affiliates | 6,159 | 2,934 |
Gain on disposition of property | 0 | |
Loss on debt extinguishment | -109 | -203 |
Gain on disposition of property | 27,143 | |
Interest and other finance expense | -2,353 | -3,451 |
Income tax provision | -937 | -64 |
Net income | 32,459 | |
Net income | 2,546 | |
Net (income) loss attributable to noncontrolling interests | -21,811 | 2,899 |
Net income attributable to Common Shareholders | 10,648 | 5,445 |
Real Estate at Cost | 953,607 | 794,120 |
Total Assets | 1,105,319 | 1,124,838 |
Acquisition of Real Estate | 51,036 | 0 |
Investment in Redevelopment and Improvements | 34,141 | 36,077 |
Structured Financing | ||
Segment Reporting Information [Line Items] | ||
Revenues | 3,408 | 3,894 |
Property operating expenses, other operating and real estate taxes | 0 | 0 |
General and administrative expenses | 0 | 0 |
Depreciation and amortization | 0 | 0 |
Operating income | 3,408 | 3,894 |
Equity in (losses) earnings of unconsolidated affiliates | 0 | 0 |
Gain on disposition of property | 0 | |
Loss on debt extinguishment | 0 | 0 |
Gain on disposition of property | 0 | |
Interest and other finance expense | 0 | 0 |
Income tax provision | 0 | 0 |
Net income | 3,408 | |
Net income | 3,894 | |
Net (income) loss attributable to noncontrolling interests | 0 | 0 |
Net income attributable to Common Shareholders | 3,408 | 3,894 |
Real Estate at Cost | 0 | 0 |
Total Assets | 98,560 | 119,639 |
Acquisition of Real Estate | 0 | 0 |
Investment in Redevelopment and Improvements | $0 | $0 |
LONGTERM_INCENTIVE_COMPENSATIO2
LONG-TERM INCENTIVE COMPENSATION (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2009 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 5 years | ||
Share-based compensation expense | $1,889,000 | $2,087,000 | |
Trustee fee expense | 200,000 | 100,000 | |
Officer | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 5 years | ||
Percent of awards issued to officers subject to performance measures | 17.00% | ||
Other Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||
Percent of awards issued to officers subject to performance measures | 24.00% | ||
Other Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||
Senior Executives | Long Term Investment Alignment Program | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum percentage of promote to be awarded as share based compensation awards | 25.00% | ||
Senior Executives | Long Term Investment Alignment Program | Fund IV | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum percentage of promote to be awarded as share based compensation awards | 20.00% | ||
LTIP Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 247,863 | ||
LTIP Units | Officer | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 236,924 | ||
LTIP Units | Other Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 7,879 | ||
LTIP Units | Other Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 3,060 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 8,357 | ||
Restricted Stock | Officer | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 0 | ||
Restricted Stock | Other Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 1,308 | ||
Restricted Stock | Other Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period, shares, share-based compensation, net of forfeitures (in shares) | 7,049 | ||
LTIP Units and Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock granted during period, value, share-based compensation, net of forfeitures | 8,800,000 | ||
Share-based compensation expense | 500,000 | ||
Long term incentive and share based compensation expense | $1,800,000 | $1,400,000 | |
Vesting at the end of year three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage | 60.00% | ||
Vesting ratably over last two years | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage | 40.00% |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 3 Months Ended | 1 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Apr. 30, 2015 | |
Subsequent Event [Line Items] | |||
Purchase price | $230,036,000 | ||
Proceeds from notes receivable | 0 | 7,156,000 | |
White City | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Sale price of property | 96,800,000 | ||
801 Madison Avenue | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Purchase price | 33,000,000 | ||
Route 202 Shopping Center | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Purchase price | 5,600,000 | ||
Percentage of interests acquired | 77.78% | ||
Proceeds from notes receivable | $5,600,000 |