Subsequent Events

9 Months Ended

Sep. 30, 2021

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

On October 22, 2021, we completed the previously announced merger with RPAI. The transaction value was approximately $4.7 billion, including approximately $2.8 billion market value of common shares issued in the Merger and the assumption of approximately $1.9 billion of debt.

The retail portfolio we acquired through the merger with RPAI is comprised of 102 operating properties along with multiple parcels of entitled land for future value creation.

Under the terms of the Merger Agreement, each outstanding share of RPAI's common stock was converted into the right to receive 0.623 common shares of the Company plus cash in lieu of fractional Company shares.

The Merger will be accounted for by using the business combination accounting rules, which require the application of a screen test to evaluate if substantially all of the fair value of the assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets to determine whether a transaction is accounted for as an asset acquisition or business combination.

We recorded merger expense of $9.2 million and $10.0 million of merger costs for the three and nine months ended September 30, 2021, respectively, which are included in "Merger and acquisition costs" in the accompanying consolidated statements of operations. These costs primarily consist of fairness opinion, legal, professional, and data migration costs. We anticipate the total merger related costs to be approximately $105 million.