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ACQUISITIONS
 12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
ACQUISITIONS ACQUISITIONS
Asset Acquisitions
The Company closed on the following asset acquisitions during the years ended December 31, 2023, 2022 and 2021 (dollars in thousands):
DateProperty NameMSAProperty TypeSquare
Footage		Acquisition
Price
September 22, 2023Prestonwood PlaceDallas/Ft. WorthMulti-tenant retail155,975 $81,000 
February 16, 2022Pebble MarketplaceLas VegasMulti-tenant retail85,796 $44,100 
April 13, 2022MacArthur CrossingDallas/Ft. WorthTwo-tenant building56,077 21,920 
July 15, 2022Palms PlazaMiamiMulti-tenant retail68,976 35,750 
210,849 $101,770 
December 22, 2021Nora Plaza ShopsIndianapolis, INMulti-tenant
retail outparcel		23,722 $13,500 
The above acquisitions were funded using a combination of available cash on hand and borrowings on the Company’s unsecured revolving line of credit. The fair value of the real estate and other assets acquired were primarily determined using the income approach, which required us to make assumptions about market leasing rates, tenant-related costs, discount rates, and disposal rates. The estimates of fair value primarily relied upon Level 2 and Level 3 inputs, as previously defined.
The following table summarizes the fair value of assets acquired and liabilities assumed for the asset acquisitions completed during the years ended December 31, 2023, 2022 and 2021 (in thousands):
Year Ended December 31,
202320222021
Investment properties, net$75,506 $99,096 $13,488 
Lease-related intangible assets, net(1)
6,971 5,223 304 
Other assets— 11 — 
Total acquired assets82,477 104,330 13,792 
Mortgage payable— — 3,578 
Accounts payable and accrued expenses2,823 1,140 100 
Deferred revenue and other liabilities1,556 2,855 189 
Total assumed liabilities4,379 3,995 3,867 
Fair value of net assets acquired$78,098 $100,335 $9,925 
(1)The weighted average remaining life of leases at the acquired properties is approximately 6.2 years, 6.7 years, and 5.3 years for asset acquisitions completed during the years ended December 31, 2023, 2022 and 2021, respectively.
The range of the most significant Level 3 assumptions used in determining the value of the real estate and related assets acquired through asset acquisitions are as follows:
202320222021
Net rental rate per square foot – Retail Anchors
N/A
$20.50 to $40.00
N/A
Net rental rate per square foot – Small Shops
$30.00 to $65.00
$24.00 to $65.00
$31.50 to $45.00
Discount rate
8.5%
5.75% to 7.25%
9.0%
The results of operations for each of the properties acquired through asset acquisitions during the years ended December 31, 2023, 2022 and 2021 have been included in operations since their respective dates of acquisition.
RPAI Merger
On October 22, 2021, we completed a merger with RPAI pursuant to which RPAI merged with and into a wholly owned subsidiary of the Company, with such subsidiary continuing as a wholly owned subsidiary of the Company. Under the terms of the merger agreement, each share of RPAI common stock issued and outstanding immediately prior to the effective time of the merger was converted into the right to receive 0.623 newly issued Company common shares, resulting in approximately 133.8 million Company common shares being issued to effect the merger with a total purchase price of approximately $2.8 billion.
As a result of the merger, the Company acquired 100 operating retail properties and five development projects under construction along with multiple parcels of entitled land for future value creation. During the years ended December 31, 2022 and 2021, the Company incurred $0.9 million and $86.5 million of merger and acquisition costs, respectively, consisting primarily of professional fees and technology costs in 2022 and fairness opinion, severance charges, and legal, professional and data migration costs in 2021, which are recorded within “Merger and acquisition costs” in the accompanying consolidated statements of operations and comprehensive income.
For the year ended December 31, 2021, “Rental income” and “Net income (loss) attributable to common shareholders” in the accompanying consolidated statements of operations and comprehensive income include revenues from the RPAI portfolio of $94.9 million and net loss of $22.8 million for the period from October 22, 2021 through December 31, 2021, which includes $74.7 million of depreciation and amortization, as a result of the merger.
Pro Forma Financial Information (unaudited)
The following unaudited pro forma financial information is based upon the Company’s historical consolidated statements of operations for the year ended December 31, 2021, adjusted to give effect for the properties assumed through the merger as if they were acquired as of January 1, 2020. The pro forma financial information is presented for informational purposes only and may not be indicative of what actual results of income would have been, nor does it purport to represent the results of income for future periods (in thousands, except per share data).
Year Ended December 31, 2021
Rental income$740,954 
Net income$21,283 
Net income attributable to common shareholders$20,535 
Net income attributable to common shareholders per common share:
Basic(1)
$0.09 
Diluted(1)
$0.09 
(1)The pro forma earnings for the year ended December 31, 2021 were adjusted to exclude $86.5 million of merger costs incurred.
Supplemental Schedule of Non-Cash Investing and Financing Activities Related to the RPAI merger
The following table summarizes the merger-related non-cash investing and financing activities for the year ended December 31, 2021 (in thousands):
Year Ended December 31, 2021
Investment properties$4,439,387 
Acquired lease intangible assets$524,058 
Mortgage and other indebtedness, net$(1,848,476)
In-place lease liabilities$(171,378)
Noncontrolling interests$(4,463)
Other assets and liabilities, net(1)
$(106,751)
Company common shares issued in exchange for RPAI common stock$(2,847,369)
(1)Includes lease liabilities arising from obtaining right-of-use assets of $41,086, which was determined using an estimate of our incremental borrowing rate that was specific to each lease based upon the term and underlying asset with a weighted average incremental borrowing rate of 5.4%.