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Note 3 - Property Acquisitions, Developments and Other Investments
12 Months Ended
Dec. 31, 2017
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
3.
Property Acquisitions, Developments and Other Investments
:
   
Acquisition/Consolidation of Operating Properties
 
During the
year ended
December 31, 2017,
the Company acquired the following operating properties, in separate transactions, through direct asset purchases or consolidation due to change in control resulting from the purchase of additional interests or obtaining control through the modification of a joint venture investment:
 
           
Purchase Price (in thousands)
 
Property Name
 
Location
 
Month
Acquired
/
Consolidated
 
Cash*
   
Debt
   
Other
Consideration**
   
Total
   
GLA***
 
Plantation Commons
 
Plantation, FL (1)
(3)
 
Jan-17
  $
-
    $
-
    $
12,300
    $
12,300
     
60
 
Gordon Plaza
 
Woodbridge, VA (1)
(3)
 
Jan-17
   
-
     
-
     
3,100
     
3,100
     
184
 
Plaza del Prado
 
Glenview, IL
 
Jan-17
   
39,063
     
-
     
-
     
39,063
     
142
 
Columbia Crossing Parcel
 
Columbia Crossing, MD
 
Jan-17
   
5,100
     
-
     
-
     
5,100
     
25
 
The District at Tustin Legacy
 
Tustin, CA (2)
(3)
 
Apr-17
   
-
     
206,000
     
98,698
     
304,698
     
688
 
Jantzen Beach Center
 
Portland, OR
 
Jul-17
   
131,927
     
-
     
-
     
131,927
     
722
 
Del Monte Plaza Parcel
 
Reno, NV
 
Jul-17
   
24,152
     
-
     
-
     
24,152
     
83
 
Gateway Station Phase II
 
Burleson, TX
 
Aug-17
   
15,355
     
-
     
-
     
15,355
     
79
 
Jantzen Beach Center Parcel
 
Portland, OR
 
Sep-17
   
6,279
     
-
     
-
     
6,279
     
25
 
Webster Square Outparcel
 
Nashua, NH
 
Sep-17
   
4,985
     
-
     
-
     
4,985
     
22
 
Whittwood Town Center
 
Whittier, CA
 
Oct-17
   
80,397
     
43,000
     
-
     
123,397
     
783
 
123 Coulter Avenue Parcel
 
Ardmore, PA
 
Oct-17
   
4,808
     
-
     
-
     
4,808
     
1
 
Fulton Marketplace Parcel
 
Santa Rosa, CA
 
Nov-17
   
13,162
     
-
     
-
     
13,162
     
61
 
   
 
 
 
 
$
325,228
   
$
249,000
   
$
114,098
   
$
688,326
   
 
2,875
 
 
* The Company utilized
an aggregate
$162.4
million associated with Internal Revenue Code
§1031
sales proceeds.
** Includes the Company
’s previously held equity interest investment.
*** Gross leasable area ("GLA")
 
(
1
)
The Company acquired from its partners, their ownership interest in properties that were held in joint ventures in which the Company had noncontrolling interests.
The Company now has a controlling interest in these properties and has deemed these entities to be VIEs for which the Company is the primary beneficiary and now consolidates these assets.
(
2
)
Effective
April 1, 2017,
the Company and its partner amended its joint venture agreement relating to the Company
’s investment in this property. As a result of this amendment, the Company now controls the entity and consolidates the property. This entity is deemed to be a VIE for which the Company is the primary beneficiary.
(
3
)
The Company evaluated these transactions pursuant to the FASB
’s Consolidation guidance and as a result, recognized gains on change in control of interests resulting from the fair value adjustments associated with the Company’s previously held equity interests, which are included in the purchase price above in Other Consideration. The Company’s current ownership interests and gains on change in control of interests recognized as a result of these transactions are as follows (in thousands):
 
Property Name
 
Previous
Ownership
Interest
   
Gain on change
in control of
interests
 
Plantation Commons
   
76.25
%
  $
9,793
 
Gordon Plaza
   
40.62
%
   
395
 
The District at Tustin Legacy
 
 
(a)
   
60,972
 
   
 
 
 
 
$
71,160
 
 
 
(a)
The Company
’s share of this investment is subject to change and is based upon a cash flow waterfall provision within the partnership agreement (
54.27%
as of date of consolidation).
 
During the year ended
December 31,
201
6,
the Company acquired the following operating properties, in separate transactions:
 
           
Purchase Price
(in thousands)
 
Property Name
 
Location
 
Month
Acquired
 
Cash*
   
Debt
   
Other
Consideration
**
   
Total
   
GLA
 
Jericho Atrium
 
Jericho, NY
 
Apr-16
  $
29,750
    $
-
    $
-
    $
29,750
     
147
 
Oakwood Plaza
 
Hollywood, FL (1)
 
Apr-16
   
53,412
     
100,000
     
61,588
     
215,000
     
899
 
Webster Square North
 
Nashua, NH
 
Jul-16
   
8,200
     
-
     
-
     
8,200
     
21
 
Gateway Plaza
 
Mill Creek, WA (1)
 
Jul-16
   
493
     
17,500
     
-
     
17,993
     
97
 
Kentlands Market Square
 
Gaithersburg, MD
 
Aug-16
   
61,826
     
33,174
     
-
     
95,000
     
221
 
GEPT Portfolio (4 properties)
 
Various (1)
 
Sep-16
   
79,974
     
76,989
     
10,882
     
167,845
     
681
 
Coulter Avenue (2 parcels)
 
Ardmore, PA
 
Various
   
6,750
     
-
     
-
     
6,750
     
20
 
KimPru Portfolio (2 properties)
 
Various (1)
 
Oct-16
   
15,505
     
35,700
     
3,218
     
54,423
     
234
 
Hamden Mart
 
Hamden, CT (1)
 
Nov-16
   
-
     
21,369
     
29,294
     
50,663
     
345
 
   
 
 
 
 
$
255,910
   
$
284,732
   
$
104,982
   
$
645,624
   
 
2,665
 
 
* The Company utilized
an aggregate
$66.0
million associated with Internal Revenue Code
§1031
sales proceeds.
** Includes the Company
’s previously held equity interest investment.
 
(
1
)
The Company acquired from its partners their ownership interest in properties that were held in joint ventures in which the Company had noncontrolling interests. The Company evaluated these transactions pursuant to the FASB
’s Consolidation guidance and as a result, recognized gains on change in control of interests resulting from the fair value adjustments associated with the Company’s previously held equity interests, which are included in the purchase price above in Other Consideration. The Company’s previous ownership interests and gains on change in control of interests recognized as a result of these transactions are as follows (in thousands):
 
Property Name
 
Previous
Ownership
Interest
   
Gain on change
in control of
interests
 
Oakwood Plaza
   
55.0
%   $
46,512
 
Gateway Plaza
   
15.0
%    
-
 
GEPT Portfolio (4 properties)
   
15.0
%    
6,583
 
KimPru Portfolio (2 properties)
   
15.0
%    
832
 
Hamden Mart
   
47.95
%    
3,459
 
   
 
 
 
 
$
57,386
 
 
Included in the Company
’s Consolidated Statements of Income are
$31.0
million,
$23.8
million and
$112.2
million in revenues from rental properties from the date of acquisition through
December 31, 2017,
2016
and
2015,
respectively, for operating properties acquired during each of the respective years.
 
Purchase Price Allocations
 
The Company adopted ASU
2017
-
01
effective
January 1, 2017
and applied the guidance to its operating property acquisitions during the
year ended
December 31, 2017.
The purchase price for these acquisitions is allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for asset acquisitions. The purchase price allocations for properties acquired/consolidated during the year ended
December 31, 2017,
are as follows (in thousands):
 
   
Allocation as of December 31, 2017
   
Weighted-Average Amortization Period (in Years)
 
Land
  $
255,715
     
n/a
 
Buildings
   
379,148
     
50.0
 
Building improvements
   
46,613
     
41.5
 
Tenant improvements
   
14,520
     
7.2
 
In-place leases
   
56,200
     
7.2
 
Above-market leases
   
12,197
     
7.8
 
Below-market leases
   
(77,027
)    
29.5
 
Mortgage fair value adjustment
   
(8,521
)    
1.3
 
Tax increment financing (TIF) contracts
   
8,342
     
19.0
 
Other assets
   
5,090
     
n/a
 
Other liabilities
   
(3,951
)    
n/a
 
Net assets acquired/consolidated
 
$
688,326
   
 
 
 
 
As of
December 31, 2017,
the allocation adjustments and revised allocations for properties accounted for as business combinations during the year ended
December 31, 2016,
are as follows (in thousands):
 
   
Allocation as of
December 31,
2016
   
Allocation
Adjustments
   
Revised Allocation
as
of
December 31,
2017
   
Weighted-Average
Amortization Period
(in Years)
 
Land
  $
179,150
    $
(5,150
)   $
174,000
     
n/a
 
Buildings
   
309,493
     
(30,696
)    
278,797
     
50.0
 
Building improvements
   
124,105
     
41,895
     
166,000
     
45.0
 
Tenant improvements
   
12,788
     
(1,155
)    
11,633
     
7.1
 
In-place leases
   
44,094
     
(1,063
)    
43,031
     
6.4
 
Above-market leases
   
11,982
     
885
     
12,867
     
8.1
 
Below-market leases
   
(31,903
)    
(4,716
)    
(36,619
)    
19.1
 
Mortgage fair value adjustment
   
(4,292
)    
-
     
(4,292
)    
4.1
 
Other assets
   
234
     
-
     
234
     
n/a
 
Other liabilities
   
(27
)    
-
     
(27
)    
n/a
 
Net assets acquired
 
$
645,624
   
$
-
   
$
645,624
   
 
 
 
 
Hurricane Impact
 
The impact of Hurricanes Harvey, which struck Texas on
August 25, 2017,
and Irma, which struck Florida on
September 10, 2017,
resulted in minimal damage to the Company
’s properties located in Texas and Florida, with the majority of the impact related to debris removal.
 
On
September 20, 2017,
Hurricane Maria struck Puerto Rico as a Category
4
hurricane which resulted in widespread damage, flooding, and power outages. The Company has interests in
seven
operating properties located throughout Puerto Rico, aggregating
2.2
million square feet of GLA, which were variously impacted by the hurricane. The Company maintains a comprehensive property insurance policy on these properties with total coverage of up to
$62.0
million, as well as business interruption insurance with coverage up to
$39.3
million in the aggregate, subject to a collective deductible of
$1.2
million.
 
As of
December 31, 2017,
the Company
’s assessment of the damages sustained to its properties from Hurricane Maria resulted in a write-off to depreciation expense of
$16.0
million, representing the estimated net book value of damaged assets. The Company also recorded a corresponding receivable and credit to depreciation expense of
$16.0
million for estimated property insurance recoveries related to the write-off.
 As such, there was
no
impact to net income during
2017
resulting from these adjustments. 
The Company expects to collect property insurance proceeds (net of deductible) equal to the replacement cost of its damaged property, currently estimated to be approximately
$26.0
million. As of
December 31, 2017,
the Company received property insurance proceeds of
$4.0
million and has a remaining receivable balance of
$12.0
million which is included in Other assets on the Company’s Consolidated Balance Sheets.
 
The Company
’s business interruption insurance covers lost revenues as a result of the hurricane for a period of up
one
year. After the expiration of
one
year following the loss, the policy has
365
days of extended period of indemnity which provides business interruption coverage in the event the properties have
not
fully recovered from the storm. For the year ended
December 31, 2017,
the Company had a reduction in revenues from rental properties of
$3.4
million related to lost tenant revenue and rent abatements resulting from the impact of Hurricane Maria. During
December 2017,
the Company received 
$1.6
million from its insurance provider for business interruption claims. The Company is still in the process of assessing current and future business interruption insurance losses and will submit insurance claims for its estimated losses under its business interruption insurance policy.