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Investments in Unconsolidated Joint Ventures
3 Months Ended
Mar. 31, 2017
Equity Method Investments and Joint Ventures [Abstract]  
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 January 6, 2016, the Company sold a 40% ownership interest in Arrowhead Towne Center, a 1,197,000 square foot regional shopping center in Glendale, Arizona, for $289,496, resulting in a gain on the sale of assets of $101,629. The sales price was funded by a cash payment of $129,496 and the assumption of a pro rata share of the mortgage note payable on the property of $160,000. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes, which included funding the Special Dividend (See Note 12Stockholders' Equity). Upon completion of the sale of the ownership interest, the Company no longer has a controlling interest in the joint venture due to the substantive participation rights of the outside partner. Accordingly, the Company accounts for its investment in Arrowhead Towne Center under the equity method of accounting.
On January 14, 2016, the Company formed a joint venture, whereby the Company sold a 49% ownership interest in Deptford Mall, a 1,039,000 square foot regional shopping center in Deptford, New Jersey; FlatIron Crossing, a 1,431,000 square foot regional shopping center in Broomfield, Colorado; and Twenty Ninth Street, an 847,000 square foot regional shopping center in Boulder, Colorado (the "MAC Heitman Portfolio"), for $771,478, resulting in a gain on the sale of assets of $340,734. The sales price was funded by a cash payment of $478,608 and the assumption of a pro rata share of the mortgage notes payable on the properties of $292,870. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes. Upon completion of the sale of the ownership interest, the Company no longer has a controlling interest in the joint venture due to the substantive participation rights of the outside partner. Accordingly, the Company accounts for its investment in the MAC Heitman Portfolio under the equity method of accounting.
On March 1, 2016, the Company, through a 50/50 joint venture, acquired Country Club Plaza, a 1,003,000 square foot regional shopping center in Kansas City, Missouri, for a purchase price of $660,000. The Company funded its pro rata share of the purchase price of $330,000 from borrowings under its line of credit. On March 28, 2016, the joint venture placed a $320,000 loan on the property that bears interest at an effective rate of 3.88% and matures on April 1, 2026. The Company used its pro rata share of the proceeds to pay down its line of credit and for general corporate purposes.
On March 17, 2017, the Company's joint venture in Country Club Plaza sold an office building for $78,000, resulting in a gain on sale of assets of $4,580. The Company's pro rata share of the gain on sale of assets of $2,290 was included in equity in income from joint ventures. The Company used its share of the proceeds to fund repurchases under the 2017 Stock Buyback Program (See Note 12Stockholders' Equity).
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:
 
March 31,
2017
 
December 31,
2016
Assets(1):
 
 
 
Property, net
$
9,093,591

 
$
9,176,642

Other assets
678,158

 
614,607

Total assets
$
9,771,749

 
$
9,791,249

Liabilities and partners' capital(1):
 
 
 
Mortgage and other notes payable(2)
$
5,333,141

 
$
5,224,713

Other liabilities
431,947

 
403,369

Company's capital
2,193,553

 
2,279,819

Outside partners' capital
1,813,108

 
1,883,348

Total liabilities and partners' capital
$
9,771,749

 
$
9,791,249

Investments in unconsolidated joint ventures:
 
 
 
Company's capital
$
2,193,553

 
$
2,279,819

Basis adjustment(3)
(579,537
)
 
(584,887
)
 
$
1,614,016

 
$
1,694,932

 
 
 
 
Assets—Investments in unconsolidated joint ventures
$
1,710,617

 
$
1,773,558

Liabilities—Distributions in excess of investments in unconsolidated joint ventures
(96,601
)
 
(78,626
)
 
$
1,614,016

 
$
1,694,932

 
 
 
(1)
These amounts include the assets of $3,177,394 and $3,179,255 of Pacific Premier Retail LLC as of March 31, 2017 and December 31, 2016, respectively, and liabilities of $1,892,163 and $1,887,952 of Pacific Premier Retail LLC as of March 31, 2017 and December 31, 2016, respectively.
(2)
Included in mortgage and other notes payable are amounts due to an affiliate of Northwestern Mutual Life ("NML") of $489,206 and $265,863 as of March 31, 2017 and December 31, 2016, 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 on these borrowings was $3,160 and $6,366 for the three months ended March 31, 2017 and 2016, 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 $4,027 and $4,457 for the three months ended March 31, 2017 and 2016, respectively.
Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures:
 
Pacific
Premier
Retail LLC
 
 
Other
Joint
Ventures
 
Total
Three Months Ended March 31, 2017
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
Minimum rents
$
33,536

 
 
$
123,503

 
$
157,039

Percentage rents
730

 
 
1,738

 
2,468

Tenant recoveries
11,439

 
 
47,915

 
59,354

Other
1,026

 
 
11,511

 
12,537

Total revenues
46,731

 
 
184,667

 
231,398

Expenses:
 
 
 
 
 
 
Shopping center and operating expenses
9,760

 
 
62,195

 
71,955

Interest expense
16,726

 
 
32,279

 
49,005

Depreciation and amortization
26,275

 
 
62,879

 
89,154

Total operating expenses
52,761

 
 
157,353

 
210,114

(Loss) gain on sale or write down of assets, net
(35
)
 
 
4,581

 
4,546

Net (loss) income
$
(6,065
)
 
 
$
31,895

 
$
25,830

Company's equity in net (loss) income
$
(962
)
 
 
$
16,805

 
$
15,843

Three Months Ended March 31, 2016
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
Minimum rents
$
30,583

 
 
$
106,373

 
$
136,956

Percentage rents
759

 
 
1,753

 
2,512

Tenant recoveries
11,976

 
 
43,443

 
55,419

Other
2,838

 
 
10,352

 
13,190

Total revenues
46,156

 
 
161,921

 
208,077

Expenses:
 
 
 
 
 
 
Shopping center and operating expenses
9,786

 
 
53,298

 
63,084

Interest expense
15,214

 
 
27,738

 
42,952

Depreciation and amortization
28,084

 
 
56,533

 
84,617

Total operating expenses
53,084

 
 
137,569

 
190,653

Loss on sale or write down of assets, net

 
 
(5
)
 
(5
)
Net (loss) income
$
(6,928
)
 
 
$
24,347

 
$
17,419

Company's equity in net (loss) income
$
(1,244
)
 
 
$
12,904

 
$
11,660



Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.