XML 90 R36.htm IDEA: XBRL DOCUMENT v2.4.1.9
Merger with CPA:16 and CPA:15 (Tables)
 12 Months Ended
Dec. 31, 2014
Business Combinations [Abstract]  
Schedule of Business Acquisitions, by Acquisition
(In thousands)
 
 
Initially Reported at March 31, 2014
 
Measurement Period Adjustments
 
As Revised at December 31, 2014
Total Consideration
 
 
 
 
 
 
Fair value of W. P. Carey shares of common stock issued
 
$
1,815,521

 
$
—

 
$
1,815,521

Cash consideration for fractional shares
 
1,338

 
—

 
1,338

Merger Consideration
 
1,816,859

 
—

 
1,816,859

Fair value of our equity interest in CPA®:16 – Global prior to the CPA®:16 Merger
 
347,164

 
2,585

 
349,749

Fair value of our equity interest in jointly-owned investments with CPA®:16 – Global prior to the CPA®:16 Merger
 
172,720

 
—

 
172,720

Fair value of noncontrolling interests acquired
 
(278,829
)
 
642

 
(278,187
)
 
 
$
2,057,914

 
$
3,227

 
$
2,061,141

Assets Acquired at Fair Value
 
 
 
 
 
 

Net investments in real properties
 
$
1,969,274

 
$
901

 
$
1,970,175

Net investments in direct financing leases
 
538,607

 
(382
)
 
538,225

Equity investments in real estate
 
74,367

 
—

 
74,367

Assets held for sale
 
132,951

 
464

 
133,415

In-place lease intangible assets
 
553,479

 
244

 
553,723

Above-market rent intangible assets
 
395,663

 
161

 
395,824

Cash and cash equivalents
 
65,429

 
—

 
65,429

Other assets, net
 
82,032

 
3,535

 
85,567

 
 
3,811,802

 
4,923

 
3,816,725

Liabilities Assumed at Fair Value
 
 
 
 
 
 

Non-recourse debt and line of credit
 
(1,768,288
)
 
—

 
(1,768,288
)
Accounts payable, accrued expenses and other liabilities
 
(118,389
)
 
—

 
(118,389
)
Below-market rent and other intangible liabilities
 
(57,209
)
 
(360
)
 
(57,569
)
Deferred tax liability
 
(59,629
)
 
1,282

 
(58,347
)
 
 
(2,003,515
)
 
922

 
(2,002,593
)
 
 
 
 
 
 


Total identifiable net assets
 
1,808,287

 
5,845

 
1,814,132

Amounts attributable to noncontrolling interests
 
(99,345
)
 
(288
)
 
(99,633
)
Goodwill
 
348,972

 
(2,330
)
 
346,642

 
 
$
2,057,914

 
$
3,227

 
$
2,061,141

The following table summarizes the fair values of the assets acquired and liabilities assumed in the acquisition.
 
(In thousands):
Total Consideration
 
 

Fair value of W. P. Carey shares of common stock issued
 
$
1,380,362

Cash consideration paid
 
152,356

Merger Consideration
 
1,532,718

Fair value of our equity interest in CPA®:15 prior to the CPA®:15 Merger
 
107,147

Fair value of our equity interest in jointly-owned investments with CPA®:15 prior to the CPA®:15 Merger
 
54,822

 
 
$
1,694,687

Assets Acquired at Fair Value
 
 

Net investment in properties
 
$
1,762,872

Net investment in direct financing leases
 
315,789

Equity investments in real estate
 
166,247

Intangible assets (Note 8)
 
695,310

Cash and cash equivalents
 
178,945

Other assets
 
81,750

 
 
3,200,913

Liabilities Assumed at Fair Value
 
 

Non-recourse debt
 
(1,350,755
)
Below-market rent and other intangible liabilities
 
(102,155
)
Accounts payable, accrued expenses and other liabilities
 
(84,640
)
 
 
(1,537,550
)
 
 
 
Total identifiable net assets
 
1,663,363

Amounts attributable to noncontrolling interests
 
(237,359
)
Goodwill
 
268,683

 
 
$
1,694,687
Business Acquisition, Pro Forma Information
(In thousands, except share and per share amounts):
 
Year Ended
 
December 31, 2012
Pro forma total revenues
$
512,822

Pro forma net income from continuing operations, net of tax attributable to W. P. Carey
$
138,157

 
 
Pro forma earnings per share:
 
Basic
$
2.00

Diluted
$
1.98

 
 
Pro forma weighted-average shares outstanding: (a)
 
Basic
68,382,378

Diluted
69,071,391

___________
(a)
The pro forma weighted average shares outstanding for the year ended December 31, 2012 were determined as if the 28,170,643 shares of our common stock issued to CPA®:15 stockholders in the CPA®:15 Merger were issued on January 1, 2011.
The pro forma financial information is not necessarily indicative of what the actual results would have been had the CPA®:16 Merger occurred on that date, nor does it purport to represent the results of operations for future periods.

(In thousands, except share and per share amounts):
 
Years Ended December 31,
 
2014
 
2013
Pro forma total revenues
$
931,309

 
$
780,578

 
 
 
 
Pro forma net income from continuing operations, net of tax
$
139,698

 
$
146,525

Pro forma net (income) loss attributable to noncontrolling interests
(5,380
)
 
10,963

Pro forma net loss (income) attributable to redeemable noncontrolling interest
142

 
(1,909
)
Pro forma net income from continuing operations, net of tax attributable to W. P. Carey
$
134,460

 
$
155,579

 
 
 
 
Pro forma earnings per share: (a)
 
 
 
Basic
$
1.32

 
$
1.56

Diluted
$
1.31

 
$
1.54

 
 
 
 
Pro forma weighted-average shares outstanding: (b)
 
 
 
Basic
101,296,847

 
99,420,924

Diluted
102,360,038

 
100,437,886

___________
(a)
The pro forma income attributable to W. P. Carey for the year ended December 31, 2013 reflects the following income and expenses recognized related to the CPA®:16 Merger as if the CPA®:16 Merger had taken place on January 1, 2013: (i) combined merger expenses through December 31, 2014; (ii) an aggregate gain on change in control of interests of $105.9 million; and (iii) an income tax expense of $4.8 million from a permanent difference upon recognition of taxable income associated with accelerated vesting of shares previously issued by CPA®:16 – Global to us for asset management and performance fees in connection with the CPA®:16 Merger.
(b)
The pro forma weighted-average shares outstanding for the years ended December 31, 2014 and 2013 were determined as if the 30,729,878 shares of our common stock issued to CPA®:16 – Global stockholders in the CPA®:16 Merger were issued on January 1, 2013.