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Fair Value Measurements | 6 Months Ended
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Jun. 30, 2024
Fair Value Disclosures [Abstract] |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). ASC 820, Fair Value Measurements and Disclosures, sets forth a fair value hierarchy that categorizes inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs. Categorization within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. •Level 1 – Quoted market prices in active markets for identical assets and liabilities •Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other market-corroborated inputs •Level 3 – Inputs that are unobservable and significant to the overall fair value measurement We evaluate our hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from period to period. Changes in the type of inputs may result in a reclassification for certain assets. We have not historically had changes in classifications and do not expect that changes in classifications between levels will be frequent. The following tables present the carrying values and estimated fair values of financial instruments as of June 30, 2024 and December 31, 2023 (in millions):
|  | June 30, 2024
|  |  |  | Hierarchy Level
|  | Carrying Value |  | Level 1 |  | Level 2 |  | Level 3
Assets: |  |  |  |  |  |  |  |
Loans receivable |  | $ | 594.0 |  |  | $ | — |  |  | $ | 570.3 |  |  | $ | 34.2 |
Derivative assets |  | 52.2 |  |  | — |  |  | 52.2 |  |  | — |
Total assets |  | $ | 646.2 |  |  | $ | — |  |  | $ | 622.5 |  |  | $ | 34.2 |
Liabilities: |  |  |  |  |  |  |  |
Mortgages payable |  | $ | 199.8 |  | $ | — |  |  | $ | — |  |  | $ | 195.3 |
Notes and bonds payable |  | 21,991.7 |  | — |  |  | 19,486.5 |  |  | 943.4 |
Derivative liabilities |  | 88.6 |  |  | — |  |  | 88.6 |  |  | — |
Total liabilities |  | $ | 22,280.1 |  |  | $ | — |  |  | $ | 19,575.1 |  |  | $ | 1,138.7 |
|  | December 31, 2023
|  |  |  | Hierarchy Level
|  | Carrying Value |  | Level 1 |  | Level 2 |  | Level 3
Assets: |  |  |  |  |  |  |  |
Loans receivable |  | $ | 205.3 |  |  | $ | — |  |  | $ | 171.8 |  |  | $ | 33.5 |
Derivative assets |  | 21.2 |  |  | — |  |  | 21.2 |  |  | — |
Total assets |  | $ | 226.5 |  |  | $ | — |  |  | $ | 193.0 |  |  | $ | 33.5 |
Liabilities: |  |  |  |  |  |  |  |
Mortgages payable |  | $ | 822.4 |  | $ | — |  |  | $ | — |  |  | $ | 814.5 |
Notes and bonds payable |  | 18,562.1 |  | — |  |  | 16,620.8 |  |  | 982.9 |
Derivative liabilities |  | 119.6 |  |  | — |  |  | 119.6 |  |  | — |
Total liabilities |  | $ | 19,504.1 |  |  | $ | — |  |  | $ | 16,740.4 |  |  | $ | 1,797.4 |
A. Financial Instruments Not Measured at Fair Value on our Consolidated Balance Sheets The fair value of short-term financial instruments such as cash and cash equivalents, accounts receivable, escrow deposits, accounts payable, distributions payable, line of credit payable and commercial paper borrowings, and other liabilities approximate their carrying value in the accompanying consolidated balance sheets, due to their short-term nature. The aggregate fair value of our term loans approximates carrying value due to the frequent repricing of the variable interest rate charged on the borrowing. The following table reflects the carrying amounts and estimated fair values of our financial instruments not measured at fair value on our consolidated balance sheets (in millions):
|  | June 30, 2024 |  | December 31, 2023
|  | Carrying value |  | Fair value |  | Carrying value |  | Fair value
Mortgages payable (1) |  | $ | 199.8 |  | $ | 195.3 |  |  | $ | 822.4 |  | $ | 814.5 |
Notes and bonds payable (1) |  | $ | 21,991.7 |  | $ | 20,429.9 |  |  | $ | 18,562.1 |  | $ | 17,603.7 |
(1) Excludes non-cash net premiums and discounts as well as deferred financing costs recorded on mortgages payable. Excludes non-cash net premiums and discounts, deferred financing costs, and the cumulative basis adjustment on fair value hedges recorded on notes payable. The estimated fair values of our mortgages payable and private senior notes payable have been calculated by discounting the future cash flows using an interest rate based upon the relevant forward interest rate curve, plus an applicable credit-adjusted spread. Because this methodology includes unobservable inputs that reflect our own internal assumptions and calculations, the measurement of estimated fair values related to our mortgages payable is categorized as level 3 of the fair value hierarchy. The estimated fair values of our publicly-traded senior notes and bonds payable are based upon indicative market prices and recent trading activity of our senior notes and bonds payable. Because this methodology includes inputs that are less observable by the public and are not necessarily reflected in active markets, the measurement of the estimated fair values related to our notes and bonds payable is categorized as level 2 of the fair value hierarchy. B. Financial Instruments Measured at Fair Value on a Recurring Basis For derivative assets and liabilities, we may utilize interest rate swaps, interest rate swaptions, and forward-starting swaps to manage interest rate risk, and cross-currency swaps, currency exchange swaps, and foreign currency forwards to manage foreign currency risk. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, spot and forward rates, as well as option volatility. Derivative fair values also include credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although we have determined that the majority of the inputs used to value our derivatives fall within level 2 on the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize level three inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by ourselves and our counterparties. However, at June 30, 2024, and December 31, 2023, we assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives. As a result, we determined that our derivative valuations in their entirety are classified as level two. For more details on our derivatives, see note 13, Derivative Instruments. C. Items Measured at Fair Value on a Non-Recurring Basis Impairment of Real Estate Investments Certain financial and nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments only under certain circumstances, such as when an impairment write-down occurs. Depending on impairment triggering events during the applicable period, impairments are typically recorded for properties sold, in the process of being sold, vacant, in bankruptcy, or experiencing difficulties with collection of rent. The following table summarizes our provisions for impairment on real estate investments during the periods indicated below (in millions):
| Three months ended June 30, |  | Six months ended June 30, |  |
| 2024 |  | 2023 |  | 2024 |  | 2023 |  |
Carrying value prior to impairment | $ | 281.9 |  |  | $ | 97.0 |  |  | $ | 443.9 |  |  | $ | 125.5 |  |  |
Less: total provisions for impairment (1) (2) | (87.2) |  |  | (29.8) |  |  | (175.4) |  |  | (43.0) |  |  |
Carrying value after impairment | $ | 194.7 |  |  | $ | 67.2 |  |  | $ | 268.5 |  |  | $ | 82.5 |  |  |
Number of properties: |  |  |  |  |  |  |  |  |
Classified as held for sale | 24 |  |  | — |  |  | 26 |  |  | 1 |  |  |
Classified as held for investment | 41 |  |  | 7 |  |  | 50 |  |  | 8 |  |  |
Sold | 33 |  |  | 27 |  |  | 53 |  |  | 47 |  |  |
(1) Excludes provision for current expected credit loss of $9.3 million and $10.5 million for the three and six months ended June 30, 2024. (2) Real estate assets that were deemed to be impaired for the six months ended June 30, 2024 primarily relate to two office properties which were acquired and retained in our merger with VEREIT in 2021, 17 properties leased to clients in bankruptcies, as well as certain properties that are more likely than not to be sold in the next twelve months. The valuation of impaired assets is determined using valuation techniques including discounted cash flow analysis, analysis of recent comparable sales transactions and purchase offers received from third parties, which are Level 3 inputs. We may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of such real estate. Estimating future cash flows is highly subjective and estimates can differ materially from actual results.

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- Definition The entire disclosure for derivatives and fair value of assets and liabilities. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 815 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/815/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 820 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/820/tableOfContent + Details
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