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ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS | 9 Months Ended
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Sep. 30, 2014
ACQUISITION AND DISPOSITION OF REAL ESTATE AND DISCONTINUED OPERATIONS ABSTRACT |
ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS | ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS Acquisitions During 2014, the Company acquired the following properties through its Core Portfolio and Fund IV as follows: Core Portfolio
(dollars in thousands) |  |  |  |  |  |  |
Property | GLA |  | Percent Owned |  | Type | Month of Acquisition | Purchase Price |  | Location | Assumption of Debt |
11 E. Walton | 6,738 |  | 100 | % | Street Retail | January | $ | 44,000 |  | Chicago, IL | $ | — |
61 Main Street | 3,400 |  | 100 | % | Street Retail | February | 7,300 |  | Westport, CT | — |
865 W. North Avenue | 16,000 |  | 100 | % | Street Retail | March | 14,750 |  | Chicago, IL | — |
252-256 Greenwich Avenue | 9,172 |  | 100 | % | Street Retail | March | 24,450 |  | Greenwich, CT | — |
152-154 Spring Street | 2,936 |  | 90 | % | Street Retail | April | 38,000 |  | New York, NY | — |
2520 Flatbush Avenue | 29,114 |  | 100 | % | Urban Retail | May | 17,100 |  | Brooklyn, NY | — |
Bedford Green | 90,472 |  | 100 | % | Shopping Center | July | 46,750 |  | Bedford Hills, NY | 29,794 |
131-135 Prince Street (1) | 3,200 |  | 100 | % | Street Retail | July | 51,359 |  | New York, NY | — |
Total | 161,032 |  |  |  |  | $ | 243,709 |  |  | $ | 29,794 |
The Company expensed $3.1 million of acquisition costs for the nine months ended September 30, 2014, related to the Core Portfolio. Note: (1) This acquisition was primarily funded with the issuance of 1.4 million Common OP Units. Fund IV
(dollars in thousands) |  |  |  |  |  |
Property | GLA |  | Percent Owned |  | Type | Month of Acquisition | Purchase Price |  | Location
Broughton Street Portfolio (1) | 218,076 |  | 50 | % | Street Retail | Various | $ | 33,856 |  | Savannah, GA
Eden Square (2) | 235,508 |  | 90 | % | Shopping Center | July | 25,369 |  | Bear, DE
Total | 453,584 |  |  |  |  | $ | 59,225 |  |
The Company expensed $3.0 million of acquisition costs for the nine months ended September 30, 2014, related to Fund IV. Notes: (1) The Broughton Street Portfolio consists of 24 properties. As the joint venture partner to these investments maintains operating control over the investments, these are accounted for under the equity method. Of the 24 properties, nine of them are accounted for as asset acquisitions as they were purchased vacant and require future development. (2) As the joint venture partner to this investment maintains operating control over this investment, it is accounted for under the equity method. 4. ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS (continued) Acquisitions (continued) Purchase Price Allocations With the exception of the asset acquisitions within the Broughton Street Portfolio, the above acquisitions have been accounted for as business combinations. The purchase prices were allocated to the acquired assets and assumed liabilities based on their estimated fair values at the dates of acquisition. The preliminary measurements of fair value reflected below are subject to change. The Company expects to finalize the valuations and complete the purchase price allocations within one year from the dates of acquisition. The following table summarizes the Company's preliminary allocations of the purchase prices of assets acquired and liabilities assumed during 2014 which have yet to be finalized:
(dollars in thousands) | Preliminary Purchase Price Allocations
Land | $ | 73,459 |
Buildings and improvements | 220,375 |
Total consideration | $ | 293,834 |
During 2013, the Company acquired properties and recorded the preliminary allocations of the purchase prices to the assets acquired and liabilities assumed based on provisional measurements of fair value. During 2014, the Company finalized the allocations of the purchase prices and made certain measurement period adjustments. The following table summarizes the preliminary allocations of the purchase prices of these properties as recorded as of December 31, 2013, and the finalized allocations as adjusted as of September 30, 2014:
(dollars in thousands) | Purchase Price Allocations as Originally Reported | Adjustments | Finalized Purchase Price Allocations
Land | $ | 52,029 |  | $ | 14,356 |  | $ | 66,385 |
Buildings and improvements | 173,605 |  | (28,988 | ) | 144,617 |
Acquisition-related intangible assets (in Acquired lease intangibles, net) | — |  | 19,574 |  | 19,574 |
Acquisition-related intangible liabilities (in Acquired lease intangibles, net) | — |  | (4,942 | ) | (4,942 | )
Total consideration | $ | 225,634 |  | $ | — |  | $ | 225,634 |
4. ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS (continued) Dispositions During 2014, the Company disposed of the following properties:
(dollars in thousands) |  |  |  |  |
Dispositions | GLA | Sale Price | Gain/Loss on Sale | Month Sold | Owner
Walnut Hill (1) | 297,905 |  | $ | — |  | $ | 12,402 |  | March | Core
Sheepshead Bay | 96,418 |  | 20,200 |  | 1,399 |  | April | Fund III
City Point (2) | — |  | 26,300 |  | 561 |  | June | Fund II
Other post-sale adjustments | — |  | — |  | (854 | ) | - | Fund II
Union Plaza | — |  | 340 |  | 190 |  | July | Core
Lincoln Road Portfolio (3) | 61,443 |  | 141,800 |  | 86,600 |  | August | Fund III
Lincoln Road Portfolio (3) | 54,453 |  | 200,200 |  | 54,642 |  | August | Fund IV
Total | 510,219 |  | $ | 388,840 |  | $ | 154,940 |  |  |
Notes: (1) This property was subject to $22.9 million of non-recourse debt and was foreclosed upon by the lender during March 2014, resulting in a $12.4 million gain. (2) Represents the sale of a portion of the residential air rights known as "Tower 2" associated with the Company's City Point development project. (3) Both the Fund III and Fund IV Lincoln Road Portfolios were unconsolidated and as such, the Company's share of gains related to these sales are included in gain on disposition of properties of unconsolidated affiliates in the 2014 Consolidated Statement of Income. Discontinued Operations Prior to the Company's adoption of ASU 2014-08, it reported properties held for sale or sold during the periods presented as discontinued operations. The results of discontinued operations are reflected as a separate component within the accompanying Consolidated Balance Sheets and Consolidated Statements of Income for all periods presented. As of September 30, 2014, Sheepshead Bay, a Fund III asset, which was previously reported as a discontinued operation was sold. As a result of the adoption of ASU 2014-08, the sale of operating real estate is no longer considered a discontinued operation so long as it is in the normal course of business and does not reflect a separate component of business. Therefore, the Company has no current assets or liabilities of discontinued operations. The combined assets and liabilities and the results of operations of the properties classified as discontinued operations are summarized for each period presented as follows: 4. ACQUISITION OF REAL ESTATE AND DISCONTINUED OPERATIONS (continued) Discontinued Operations (continued)
(dollars in thousands) |
BALANCE SHEET | December 31, 2013
ASSETS |
Net real estate | $ | 17,991 |
Rents receivable, net | 565 |
Deferred charges, net | 38 |
Prepaid expenses and other assets | 1,840 |
Total assets of discontinued operations | $ | 20,434 |
LIABILITIES |
Accounts payable and accrued expenses | $ | 1,473 |
Other liabilities | 1,034 |
Total liabilities of discontinued operations | $ | 2,507 |
| Three Months Ended |  | Nine Months Ended
(dollars in thousands) | September 30, |  | September 30,
STATEMENTS OF INCOME | 2014 |  | 2013 |  | 2014 |  | 2013
Total revenues | $ | — |  |  | $ | 3,641 |  |  | $ | — |  |  | $ | 15,854 |
Total expenses | — |  |  | 1,052 |  |  | — |  |  | 10,460 |
Operating income | — |  |  | 2,589 |  |  | — |  |  | 5,394 |
Gain on disposition of property | — |  |  | — |  |  | 560 |  |  | 4,191 |
Income from discontinued operations | — |  |  | 2,589 |  |  | 560 |  |  | 9,585 |
Income from discontinued operations attributable to noncontrolling interests | — |  |  | (1,999 | ) |  | (461 | ) |  | (8,171 | )
Income from discontinued operations attributable to Common Shareholders | $ | — |  |  | $ | 590 |  |  | $ | 99 |  |  | $ | 1,414 |

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References No definition available. + Details
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