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Investments in Unconsolidated Joint Ventures: | 3 Months Ended
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Mar. 31, 2013
Investments in Unconsolidated Joint Ventures: |
Investments in Unconsolidated Joint Ventures: | 4. Investments in Unconsolidated Joint Ventures: During 2012, the Company made the following investments and dispositions relating to its unconsolidated joint ventures: On March 30, 2012, the Company sold its 50% ownership interest in Chandler Village Center, a 273,000 square foot community center in Chandler, Arizona, for a total sales price of $14,795, resulting in a gain on sale of assets of $8,184 that was included in gain on remeasurement, sale or write down of assets, net during the three months ended March 31, 2012. The sales price was funded by a cash payment of $6,045 and the assumption of the Company's share of the mortgage note payable on the property of $8,750. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes. On March 30, 2012, the Company sold its 50% ownership interest in Chandler Festival, a 500,000 square foot community center in Chandler, Arizona, for a total sales price of $30,975, resulting in a gain on sale of assets of $12,347 that was included in gain on remeasurement, sale or write down of assets, net during the three months ended March 31, 2012. The sales price was funded by a cash payment of $16,183 and the assumption of the Company's share of the mortgage note payable on the property of $14,792. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes. On March 30, 2012, the Company's joint venture in SanTan Village Power Center, a 491,000 square foot community center in Gilbert, Arizona, sold the property for $54,780, resulting in a gain on sale of assets to the joint venture of $23,294. The cash proceeds from the sale were used to pay off the $45,000 mortgage loan on the property and the remaining $9,780 was distributed to the partners. The Company's share of the gain recognized was $11,502, which was included in equity in income of unconsolidated joint ventures, offset in part by $3,565 that was included in net income attributable to noncontrolling interests. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes. On May 31, 2012, the Company sold its 50% ownership interest in Chandler Gateway, a 260,000 square foot community center in Chandler, Arizona, for a total sales price of $14,315, resulting in a gain on sale of assets of $3,363. The sales price was funded by a cash payment of $4,921 and the assumption of the Company's share of the mortgage note payable on the property of $9,394. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes. On August 10, 2012, the Company was bought out of its ownership interest in NorthPark Center, a 1,946,000 square foot regional shopping center in Dallas, Texas, for $118,810, resulting in a gain of $24,590. The Company used the cash proceeds to pay down its line of credit. On October 3, 2012, the Company acquired the 75% ownership interest in FlatIron Crossing, a 1,439,000 square foot regional shopping center in Broomfield, Colorado, that it did not own for $310,397. The purchase price was funded by a cash payment of $195,900 and the assumption of the third party's share of the mortgage note payable on the property of $114,497. Prior to the acquisition, the Company had accounted for its investment in FlatIron Crossing under the equity method. Since the date of acquisition, the Company has included FlatIron Crossing in its consolidated financial statements (See Note 14—Acquisitions). On October 26, 2012, the Company acquired the remaining 33.3% ownership interest in Arrowhead Towne Center, a 1,196,000 square foot regional shopping center in Glendale, Arizona, that it did not own for $144,400. The purchase price was funded by a cash payment of $69,025 and the assumption of the third party's pro rata share of the mortgage note payable on the property of $75,375. Prior to the acquisition, the Company had accounted for its investment in Arrowhead Towne Center under the equity method. Since the date of acquisition, the Company has included Arrowhead Towne Center in its consolidated financial statements (See Note 14—Acquisitions). Combined condensed balance sheets and statements of operations are presented below for all unconsolidated joint ventures. Combined Condensed Balance Sheets of Unconsolidated Joint Ventures:
|  | March 31, 2013 |  | December 31, 2012 |
--- | --- | --- | --- | --- | ---
Assets(1): |  |  |  |  |  |  |
Properties, net |  | $ | 3,664,484 |  | $ | 3,653,631 |
Other assets |  |  | 324,402 |  |  | 411,862 |
Total assets |  | $ | 3,988,886 |  | $ | 4,065,493 |
Liabilities and partners' capital(1): |  |  |  |  |  |  |
Mortgage notes payable(2) |  | $ | 3,274,872 |  | $ | 3,240,723 |
Other liabilities |  |  | 171,073 |  |  | 148,711 |
Company's capital |  |  | 237,806 |  |  | 304,477 |
Outside partners' capital |  |  | 305,135 |  |  | 371,582 |
Total liabilities and partners' capital |  | $ | 3,988,886 |  | $ | 4,065,493 |
Investments in unconsolidated joint ventures: |  |  |  |  |  |  |
Company's capital |  | $ | 237,806 |  | $ | 304,477 |
Basis adjustment(3) |  |  | 514,521 |  |  | 516,833 |
|  | $ | 752,327 |  | $ | 821,310 |
Assets—Investments in unconsolidated joint ventures |  | $ | 945,935 |  | $ | 974,258 |
Liabilities—Distributions in excess of investments in unconsolidated joint ventures |  |  | (193,608 | ) |  | (152,948 | )
|  | $ | 752,327 |  | $ | 821,310 |
(1) These amounts include the assets and liabilities of the following joint ventures as of March 31, 2013 and December 31, 2012:
|  | Pacific Premier Retail LP |  | Tysons Corner LLC |
--- | --- | --- | --- | --- | ---
As of March 31, 2013: |  |  |  |  |  |  |
Total Assets |  | $ | 1,035,401 |  | $ | 431,221 |
Total Liabilities |  | $ | 939,057 |  | $ | 330,230 |
As of December 31, 2012: |  |  |  |  |  |  |
Total Assets |  | $ | 1,039,742 |  | $ | 409,622 |
Total Liabilities |  | $ | 942,370 |  | $ | 329,145 |
(2) Certain mortgage notes payable could become recourse debt to the Company should the joint venture be unable to discharge the obligations of the related debt. As of March 31, 2013 and December 31, 2012, a total of $51,151 and $51,171, respectively, could become recourse debt to the Company. As of March 31, 2013 and December 31, 2012, the Company has indemnity agreements from joint venture partners for $21,270 of the guaranteed amount. Included in mortgage notes payable are amounts due to affiliates of Northwestern Mutual Life ("NML") of $435,262 and $436,857 as of March 31, 2013 and December 31, 2012, respectively. NML is considered a related party because it is a joint venture partner with the Company in Macerich Northwestern Associates—Broadway Plaza. Interest expense incurred on these borrowings amounted to $6,943 and $11,055 for the three months ended March 31, 2013 and 2012, respectively. (3) 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 $2,562 and $(57) for the three months ended March 31, 2013 and 2012, respectively. Combined Condensed Statements of Operations of Unconsolidated Joint Ventures:
|  | Pacific Premier Retail LP |  | Tysons Corner LLC |  | Other Joint Ventures |  | Total |
--- | --- | --- | --- | --- | --- | --- | --- | --- | ---
Three Months Ended March 31, 2013 |  |  |  |  |  |  |  |  |  |  |  |  |
Revenues: |  |  |  |  |  |  |  |  |  |  |  |  |
Minimum rents |  | $ | 33,132 |  | $ | 15,497 |  | $ | 60,961 |  | $ | 109,590 |
Percentage rents |  |  | 989 |  |  | 566 |  |  | 1,302 |  |  | 2,857 |
Tenant recoveries |  |  | 13,954 |  |  | 11,024 |  |  | 27,212 |  |  | 52,190 |
Other |  |  | 1,251 |  |  | 918 |  |  | 7,413 |  |  | 9,582 |
Total revenues |  |  | 49,326 |  |  | 28,005 |  |  | 96,888 |  |  | 174,219 |
Expenses: |  |  |  |  |  |  |  |  |  |  |  |  |
Shopping center and operating expenses |  |  | 14,448 |  |  | 8,482 |  |  | 36,171 |  |  | 59,101 |
Interest expense |  |  | 11,574 |  |  | 2,240 |  |  | 24,117 |  |  | 37,931 |
Depreciation and amortization |  |  | 10,910 |  |  | 4,430 |  |  | 21,821 |  |  | 37,161 |
Total operating expenses |  |  | 36,932 |  |  | 15,152 |  |  | 82,109 |  |  | 134,193 |
Loss on sale or distribution of assets |  |  | — |  |  | — |  |  | (190 | ) |  | (190 | )
Net income |  | $ | 12,394 |  | $ | 12,853 |  | $ | 14,589 |  | $ | 39,836 |
Company's equity in net income |  | $ | 5,691 |  | $ | 4,877 |  | $ | 7,547 |  | $ | 18,115 |
Three Months Ended March 31, 2012 |  |  |  |  |  |  |  |  |  |  |  |  |
Revenues: |  |  |  |  |  |  |  |  |  |  |  |  |
Minimum rents |  | $ | 33,635 |  | $ | 15,340 |  | $ | 90,105 |  | $ | 139,080 |
Percentage rents |  |  | 963 |  |  | 400 |  |  | 3,290 |  |  | 4,653 |
Tenant recoveries |  |  | 13,474 |  |  | 10,815 |  |  | 42,412 |  |  | 66,701 |
Other |  |  | 1,266 |  |  | 677 |  |  | 8,580 |  |  | 10,523 |
Total revenues |  |  | 49,338 |  |  | 27,232 |  |  | 144,387 |  |  | 220,957 |
Expenses: |  |  |  |  |  |  |  |  |  |  |  |  |
Shopping center and operating expenses |  |  | 14,162 |  |  | 8,514 |  |  | 55,923 |  |  | 78,599 |
Interest expense |  |  | 13,288 |  |  | 3,021 |  |  | 39,123 |  |  | 55,432 |
Depreciation and amortization |  |  | 10,462 |  |  | 5,076 |  |  | 31,053 |  |  | 46,591 |
Total operating expenses |  |  | 37,912 |  |  | 16,611 |  |  | 126,099 |  |  | 180,622 |
Gain on sale or distribution of assets |  |  | — |  |  | — |  |  | 22,990 |  |  | 22,990 |
Net income |  | $ | 11,426 |  | $ | 10,621 |  | $ | 41,278 |  | $ | 63,325 |
Company's equity in net income |  | $ | 5,810 |  | $ | 4,047 |  | $ | 20,761 |  | $ | 30,618 |
Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.

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- Definition The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 323 -SubTopic 10 -Section 35 -Paragraph 32 -URI http://asc.fasb.org/extlink&oid=7658923&loc=d3e32787-111569 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher AICPA -Name Accounting Principles Board Opinion (APB) -Number 18 -Paragraph 20 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.12) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 323 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6382943&loc=d3e33918-111571 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 323 -SubTopic 10 -Section 35 -Paragraph 35 -URI http://asc.fasb.org/extlink&oid=7658923&loc=d3e32847-111569 + Details
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