Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures: The Company has made the following recent investments and dispositions in its unconsolidated joint ventures: On February 16, 2018, the Company's joint venture in Fashion District Philadelphia sold its ownership interest in an office building for $41,800, resulting in a gain on sale of assets of $5,545. The Company's pro rata share of the gain on the sale of assets of $2,773 was included in equity in income from unconsolidated joint ventures. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes. On March 1, 2018, the Company formed a 25/75 joint venture with Hudson Pacific Properties, whereby the Company agreed to contribute Westside Pavilion (referred to hereafter as "One Westside"), a 680,000 square foot regional shopping center in Los Angeles, California in exchange for $142,500. From March 1, 2018 to August 31, 2018, the Company accounted for its interest in the property as a collaborative arrangement (See Note 15—Collaborative Arrangement). On August 31, 2018, the Company completed the sale of the 75% ownership interest in the property to Hudson Pacific Properties, resulting in a gain on sale of assets of $46,242. The sales price was funded by a cash payment of $36,903 and the assumption of a pro rata share of the mortgage note payable on the property of $105,597. Concurrent with the sale of the ownership interest, the joint venture defeased the loan on the property by providing a $149,175 portfolio of marketable securities as replacement collateral in lieu of the property. The Company funded its $37,294 share of the purchase price of the marketable securities portfolio with the proceeds from the sale of the ownership interest in the property. Upon completion of the sale of the ownership interest in the property, the Company has accounted for its remaining ownership interest in the property under the equity method of accounting. On July 6, 2018, the Company’s joint venture in The Market at Estrella Falls, a 298,000 square foot community center in Goodyear, Arizona, sold the property for $49,100, resulting in a gain on sale of assets of $12,598. The Company's share of the gain of $2,996 was included in equity in income from unconsolidated joint ventures. The proceeds were used to pay off the $24,118 mortgage loan payable on the property, settle development obligations and for distributions to the partners. The Company used its share of the net proceeds for general corporate purposes. On September 6, 2018, the Company formed a 50/50 joint venture with Simon Property Group to develop Los Angeles Premium Outlets, a premium outlet center in Carson, California that is planned to open with approximately 400,000 square feet, followed by an additional 165,000 square feet in the second phase. The joint venture expects to complete the first phase of the development in fall 2021. On July 25, 2019, the Company's joint venture in Fashion District Philadelphia amended the existing loan on the joint venture to allow for additional borrowings up to $100,000 at LIBOR plus 2%. Concurrent with the amendment, the joint venture borrowed an additional $26,000. On August 16, 2019, the joint venture borrowed an additional $25,000. The Company used its share of the additional proceeds to pay down its line of credit and for general corporate purposes. On September 12, 2019, the Company’s joint venture in Tysons Tower placed a new $190,000 loan on the property that bears interest at an effective rate of 3.38% and matures on October 11, 2029. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes. Combined and condensed balance sheets and statements of operations are presented below for all unconsolidated joint ventures. Combined and Condensed Balance Sheets of Unconsolidated Joint Ventures: September 30, December 31, Assets(1): Property, net $ 9,359,938 $ 9,241,003 Other assets 807,237 703,861 Total assets $ 10,167,175 $ 9,944,864 Liabilities and partners' capital(1): Mortgage and other notes payable $ 6,261,409 $ 6,050,930 Other liabilities 538,155 388,509 Company's capital 1,828,638 1,913,475 Outside partners' capital 1,538,973 1,591,950 Total liabilities and partners' capital $ 10,167,175 $ 9,944,864 Investments in unconsolidated joint ventures: Company's capital $ 1,828,638 $ 1,913,475 Basis adjustment(2) (504,176) (535,808) $ 1,324,462 $ 1,377,667 Assets—Investments in unconsolidated joint ventures $ 1,436,788 $ 1,492,655 Liabilities—Distributions in excess of investments in unconsolidated joint ventures (112,326) (114,988) $ 1,324,462 $ 1,377,667 (1) These amounts include assets of $2,981,866 and $3,047,851 of Pacific Premier Retail LLC (the "PPR Portfolio") as of September 30, 2019 and December 31, 2018, respectively, and liabilities of $1,836,948 and $1,859,637 of the PPR Portfolio as of September 30, 2019 and December 31, 2018, respectively. (2) The Company amortizes the difference between the cost of its investments in unconsolidated joint ventures and the book value of the underlying equity into income on a straight-line basis consistent with the lives of the underlying assets. The amortization of this difference was $5,354 and $1,160 for the three months ended September 30, 2019 and 2018, respectively, and $15,164 and $8,787 for the nine months ended September 30, 2019 and 2018, respectively. Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures: PPR Portfolio Other Total Three Months Ended September 30, 2019 Revenues: Leasing revenue $ 46,308 $ 169,132 $ 215,440 Other 668 15,648 16,316 Total revenues 46,976 184,780 231,756 Expenses: Shopping center and operating expenses 9,289 58,658 67,947 Leasing expenses 407 1,750 2,157 Interest expense 16,926 36,021 52,947 Depreciation and amortization 25,260 63,683 88,943 Total operating expenses 51,882 160,112 211,994 Gain on sale or write down of assets, net 5 — 5 Net (loss) income $ (4,901) $ 24,668 $ 19,767 Company's equity in net (loss) income $ (409) $ 14,991 $ 14,582 Three Months Ended September 30, 2018 Revenues: Leasing revenue $ 46,859 $ 176,990 $ 223,849 Other 27 11,767 11,794 Total revenues 46,886 188,757 235,643 Expenses: Shopping center and operating expenses 9,893 61,528 71,421 Interest expense(1) 16,680 37,968 54,648 Depreciation and amortization 24,582 61,323 85,905 Total operating expenses 51,155 160,819 211,974 (Loss) gain on sale or write down of assets, net (47) 12,622 12,575 Net (loss) income $ (4,316) $ 40,560 $ 36,244 Company's equity in net (loss) income $ (148) $ 18,937 $ 18,789 PPR Portfolio Other Total Nine Months Ended September 30, 2019 Revenues: Leasing revenue $ 137,674 $ 514,929 $ 652,603 Other 1,285 40,809 42,094 Total revenues 138,959 555,738 694,697 Expenses: Shopping center and operating expenses 27,431 177,373 204,804 Leasing expenses 1,247 5,112 6,359 Interest expense 50,920 110,614 161,534 Depreciation and amortization 75,506 205,016 280,522 Total operating expenses 155,104 498,115 653,219 Loss on sale or write down of assets, net (400) (280) (680) Net (loss) income $ (16,545) $ 57,343 $ 40,798 Company's equity in net (loss) income $ (2,139) $ 36,221 $ 34,082 Nine Months Ended September 30, 2018 Revenues: Leasing revenue $ 137,641 $ 533,041 $ 670,682 Other 627 31,917 32,544 Total revenues 138,268 564,958 703,226 Expenses: Shopping center and operating expenses 29,091 183,174 212,265 Interest expense(1) 50,176 108,356 158,532 Depreciation and amortization 73,137 184,708 257,845 Total operating expenses 152,404 476,238 628,642 (Loss) gain on sale or write down of assets, net (47) 14,151 14,104 Net (loss) income $ (14,183) $ 102,871 $ 88,688 Company's equity in net (loss) income $ (1,021) $ 52,351 $ 51,330 (1) Interest expense includes $7,148 and $19,264 for the three and nine months ended September 30, 2018, respectively, related to mortgage notes payable to an affiliate of Northwestern Mutual Life ("NML") (See Note 18—Related Party Transactions). Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company. |