XML 57 R12.htm IDEA: XBRL DOCUMENT
v3.19.3

Investments in Unconsolidated Joint Ventures | 9 Months Ended
--- | ---
Sep. 30, 2019
Schedule of Equity Method Investments [Line Items] |
Investments in Unconsolidated Joint Ventures | Collaborative Arrangement: On March 1, 2018, the Company formed a 25/75 joint venture with a third party, whereby the Company agreed to contribute One Westside, a 680,000 square foot regional shopping center in Los Angeles, California, in exchange for $142,500. The Company completed the transfer on August 31, 2018. During the period from March 1, 2018 to August 31, 2018, the Company accounted for the operations of One Westside as a collaborative arrangement. Both partners shared operating control of the property and the Company was reimbursed by the outside partner for 75% of the carrying cost of the property, which were defined in the agreement as operating expenses in excess of revenues, debt service and capital expenditures. Accordingly, the Company reduced leasing revenue, other revenue, shopping center and operating expenses and interest expense by its partner's 75% share and recorded a receivable due from its partner, which was settled upon completion of the transfer of the property. In addition, the Company was reimbursed by its partner for its 75% share of mortgage loan principal payments and capital expenditures during the period. Since completion of the transfer, the Company has accounted for its investment in One Westside under the equity method of accounting (See Note 4—Investments in Unconsolidated Joint Ventures).
Joint Venture |
Schedule of Equity Method Investments [Line Items] |
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 February 16, 2018, the Company's joint venture in Fashion District Philadelphia sold its ownership interest in an office building for $41,800, resulting in a gain on sale of assets of $5,545. The Company's pro rata share of the gain on the sale of assets of $2,773 was included in equity in income from unconsolidated joint ventures. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes. On March 1, 2018, the Company formed a 25/75 joint venture with Hudson Pacific Properties, whereby the Company agreed to contribute Westside Pavilion (referred to hereafter as "One Westside"), a 680,000 square foot regional shopping center in Los Angeles, California in exchange for $142,500. From March 1, 2018 to August 31, 2018, the Company accounted for its interest in the property as a collaborative arrangement (See Note 15—Collaborative Arrangement). On August 31, 2018, the Company completed the sale of the 75% ownership interest in the property to Hudson Pacific Properties, resulting in a gain on sale of assets of $46,242. The sales price was funded by a cash payment of $36,903 and the assumption of a pro rata share of the mortgage note payable on the property of $105,597. Concurrent with the sale of the ownership interest, the joint venture defeased the loan on the property by providing a $149,175 portfolio of marketable securities as replacement collateral in lieu of the property. The Company funded its $37,294 share of the purchase price of the marketable securities portfolio with the proceeds from the sale of the ownership interest in the property. Upon completion of the sale of the ownership interest in the property, the Company has accounted for its remaining ownership interest in the property under the equity method of accounting. On July 6, 2018, the Company’s joint venture in The Market at Estrella Falls, a 298,000 square foot community center in Goodyear, Arizona, sold the property for $49,100, resulting in a gain on sale of assets of $12,598. The Company's share of the gain of $2,996 was included in equity in income from unconsolidated joint ventures. The proceeds were used to pay off the $24,118 mortgage loan payable on the property, settle development obligations and for distributions to the partners. The Company used its share of the net proceeds for general corporate purposes. On September 6, 2018, the Company formed a 50/50 joint venture with Simon Property Group to develop Los Angeles Premium Outlets, a premium outlet center in Carson, California that is planned to open with approximately 400,000 square feet, followed by an additional 165,000 square feet in the second phase. The joint venture expects to complete the first phase of the development in fall 2021. On July 25, 2019, the Company's joint venture in Fashion District Philadelphia amended the existing loan on the joint venture to allow for additional borrowings up to $100,000 at LIBOR plus 2%. Concurrent with the amendment, the joint venture borrowed an additional $26,000. On August 16, 2019, the joint venture borrowed an additional $25,000. The Company used its share of the additional proceeds to pay down its line of credit and for general corporate purposes. On September 12, 2019, the Company’s joint venture in Tysons Tower placed a new $190,000 loan on the property that bears interest at an effective rate of 3.38% and matures on October 11, 2029. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes. 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:
| September 30, 2019 |  | December 31, 2018
Assets(1): |  |  |
Property, net | $ | 9,359,938 |  |  | $ | 9,241,003 |
Other assets | 807,237 |  |  | 703,861 |
Total assets | $ | 10,167,175 |  |  | $ | 9,944,864 |
Liabilities and partners' capital(1): |  |  |
Mortgage and other notes payable | $ | 6,261,409 |  |  | $ | 6,050,930 |
Other liabilities | 538,155 |  |  | 388,509 |
Company's capital | 1,828,638 |  |  | 1,913,475 |
Outside partners' capital | 1,538,973 |  |  | 1,591,950 |
Total liabilities and partners' capital | $ | 10,167,175 |  |  | $ | 9,944,864 |
Investments in unconsolidated joint ventures: |  |  |
Company's capital | $ | 1,828,638 |  |  | $ | 1,913,475 |
Basis adjustment(2) | (504,176) |  |  | (535,808) |
| $ | 1,324,462 |  |  | $ | 1,377,667 |
Assets—Investments in unconsolidated joint ventures | $ | 1,436,788 |  |  | $ | 1,492,655 |
Liabilities—Distributions in excess of investments in unconsolidated joint ventures | (112,326) |  |  | (114,988) |
| $ | 1,324,462 |  |  | $ | 1,377,667 |
(1) These amounts include assets of $2,981,866 and $3,047,851 of Pacific Premier Retail LLC (the "PPR Portfolio") as of September 30, 2019 and December 31, 2018, respectively, and liabilities of $1,836,948 and $1,859,637 of the PPR Portfolio as of September 30, 2019 and December 31, 2018, respectively. (2) 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 $5,354 and $1,160 for the three months ended September 30, 2019 and 2018, respectively, and $15,164 and $8,787 for the nine months ended September 30, 2019 and 2018, respectively. Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures:
| PPR Portfolio |  | Other Joint Ventures |  | Total
Three Months Ended September 30, 2019 |  |  |  |  |
Revenues: |  |  |  |  |
Leasing revenue | $ | 46,308 |  |  | $ | 169,132 |  |  | $ | 215,440 |
Other | 668 |  |  | 15,648 |  |  | 16,316 |
Total revenues | 46,976 |  |  | 184,780 |  |  | 231,756 |
Expenses: |  |  |  |  |
Shopping center and operating expenses | 9,289 |  |  | 58,658 |  |  | 67,947 |
Leasing expenses | 407 |  |  | 1,750 |  |  | 2,157 |
Interest expense | 16,926 |  |  | 36,021 |  |  | 52,947 |
Depreciation and amortization | 25,260 |  |  | 63,683 |  |  | 88,943 |
Total operating expenses | 51,882 |  |  | 160,112 |  |  | 211,994 |
Gain on sale or write down of assets, net | 5 |  |  | — |  |  | 5 |
Net (loss) income | $ | (4,901) |  |  | $ | 24,668 |  |  | $ | 19,767 |
Company's equity in net (loss) income | $ | (409) |  |  | $ | 14,991 |  |  | $ | 14,582 |
Three Months Ended September 30, 2018 |  |  |  |  |
Revenues: |  |  |  |  |
Leasing revenue | $ | 46,859 |  |  | $ | 176,990 |  |  | $ | 223,849 |
Other | 27 |  |  | 11,767 |  |  | 11,794 |
Total revenues | 46,886 |  |  | 188,757 |  |  | 235,643 |
Expenses: |  |  |  |  |
Shopping center and operating expenses | 9,893 |  |  | 61,528 |  |  | 71,421 |
Interest expense(1) | 16,680 |  |  | 37,968 |  |  | 54,648 |
Depreciation and amortization | 24,582 |  |  | 61,323 |  |  | 85,905 |
Total operating expenses | 51,155 |  |  | 160,819 |  |  | 211,974 |
(Loss) gain on sale or write down of assets, net | (47) |  |  | 12,622 |  |  | 12,575 |
Net (loss) income | $ | (4,316) |  |  | $ | 40,560 |  |  | $ | 36,244 |
Company's equity in net (loss) income | $ | (148) |  |  | $ | 18,937 |  |  | $ | 18,789 |
| PPR Portfolio |  | Other Joint Ventures |  | Total
Nine Months Ended September 30, 2019 |  |  |  |  |
Revenues: |  |  |  |  |
Leasing revenue | $ | 137,674 |  |  | $ | 514,929 |  |  | $ | 652,603 |
Other | 1,285 |  |  | 40,809 |  |  | 42,094 |
Total revenues | 138,959 |  |  | 555,738 |  |  | 694,697 |
Expenses: |  |  |  |  |
Shopping center and operating expenses | 27,431 |  |  | 177,373 |  |  | 204,804 |
Leasing expenses | 1,247 |  |  | 5,112 |  |  | 6,359 |
Interest expense | 50,920 |  |  | 110,614 |  |  | 161,534 |
Depreciation and amortization | 75,506 |  |  | 205,016 |  |  | 280,522 |
Total operating expenses | 155,104 |  |  | 498,115 |  |  | 653,219 |
Loss on sale or write down of assets, net | (400) |  |  | (280) |  |  | (680) |
Net (loss) income | $ | (16,545) |  |  | $ | 57,343 |  |  | $ | 40,798 |
Company's equity in net (loss) income | $ | (2,139) |  |  | $ | 36,221 |  |  | $ | 34,082 |
Nine Months Ended September 30, 2018 |  |  |  |  |
Revenues: |  |  |  |  |
Leasing revenue | $ | 137,641 |  |  | $ | 533,041 |  |  | $ | 670,682 |
Other | 627 |  |  | 31,917 |  |  | 32,544 |
Total revenues | 138,268 |  |  | 564,958 |  |  | 703,226 |
Expenses: |  |  |  |  |
Shopping center and operating expenses | 29,091 |  |  | 183,174 |  |  | 212,265 |
Interest expense(1) | 50,176 |  |  | 108,356 |  |  | 158,532 |
Depreciation and amortization | 73,137 |  |  | 184,708 |  |  | 257,845 |
Total operating expenses | 152,404 |  |  | 476,238 |  |  | 628,642 |
(Loss) gain on sale or write down of assets, net | (47) |  |  | 14,151 |  |  | 14,104 |
Net (loss) income | $ | (14,183) |  |  | $ | 102,871 |  |  | $ | 88,688 |
Company's equity in net (loss) income | $ | (1,021) |  |  | $ | 52,351 |  |  | $ | 51,330 |
(1) Interest expense includes $7,148 and $19,264 for the three and nine months ended September 30, 2018, respectively, related to mortgage notes payable to an affiliate of Northwestern Mutual Life ("NML") (See Note 18—Related Party Transactions). Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.

X
- 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/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -Section S99 -Paragraph 4 -Subparagraph (SX 210.3A-04) -URI http://asc.fasb.org/extlink&oid=116822174&loc=d3e355119-122828 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 323 -URI http://asc.fasb.org/topic&trid=2196965 + Details
Name: | us-gaap_EquityMethodInvestmentsDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. + References No definition available. + Details
Name: | us-gaap_ScheduleOfEquityMethodInvestmentsLineItems
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Details
Name: | us-gaap_RelatedPartyTransactionsByRelatedPartyAxis=us-gaap_CorporateJointVentureMember
Namespace Prefix: |
Data Type: | na
Balance Type: |
Period Type: |