XML 105 R15.htm IDEA: XBRL DOCUMENT v2.4.1.9
Real Estate Investments (As Restated)
12 Months Ended
Dec. 31, 2013
Real Estate [Abstract]  
Real Estate Investments (As Restated)

Note 5 — Real Estate Investments (As Restated)

Excluding the CapLease Merger, the following table presents the allocation of the assets acquired and liabilities assumed during the periods presented (dollar amounts in thousands):

 

     Year Ended December 31,  
     2013 (1)      2012  

Real estate investments, at cost:

     

Land

   $ 883,491       $ 237,282   

Buildings, fixtures and improvements

     2,311,211         1,229,230   
  

 

 

    

 

 

 

Total tangible assets

  3,194,702      1,466,512   
  

 

 

    

 

 

 

Acquired intangible assets:

In-place leases

  334,839      197,873   

Above market leases

  12,317      1,503   
  

 

 

    

 

 

 

Total assets acquired, net

  3,541,858      1,665,888   
  

 

 

    

 

 

 

Assumed intangible liabilities:

  

 

 

    

 

 

 

Below market leases

  (21,446   —     
  

 

 

    

 

 

 

Total liabilities acquired, net

  (21,446   —     

OP Units issued to acquire real estate investments

  —        (6,352
  

 

 

    

 

 

 

Cash paid for acquired real estate investments

$ 3,520,412    $ 1,659,536   
  

 

 

    

 

 

 

Number of properties acquired

  1,739      573   
  

 

 

    

 

 

 

 

(1) Excludes 50 properties comprised of $66.1 million of net investments subject to direct financing leases.

The following table presents unaudited pro forma information as if the acquisitions, including the CapLease Merger discussed in Note 6 — CapLease Acquisition (As Restated), during the year ended December 31, 2013 had been consummated on January 1, 2012. These amounts have been calculated after applying the Company’s accounting policies and adjusting the results of acquisitions to reflect the additional depreciation and amortization and interest expense that would have been charged had the acquisitions occurred on January 1, 2012. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to exclude acquisition related expenses of $76.1 million (as restated) and $45.1 million for the years ended December 31, 2013 and 2012, respectively, and merger and other non-routine transaction related expenses of $210.5 million (as restated) and $2.6 million for the years ended December 31, 2013 and 2012, respectively (amounts in thousands).

 

     Year Ended December 31,  
     2013      2012  
     As Restated      As Restated  

Pro forma revenues

   $    573,503       $      467,434   

Pro forma net loss attributable to stockholders

   $ (91,891    $ (15,424

 

Future Lease Payments

The following table presents future minimum base rental cash payments due to the Company over the next five years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items (amounts in thousands):

 

     Future Minimum
Operating Lease
Base Rent Payments
     Future Minimum
Direct Financing
Lease Payments (1)
 

2014

   $ 522,563       $ 5,402   

2015

     512,833         5,028   

2016

     496,691         4,946   

2017

     460,070         4,545   

2018

     424,934         3,455   

Thereafter

     2,734,499         10,352   
  

 

 

    

 

 

 

Total

$ 5,151,590    $ 33,728   
  

 

 

    

 

 

 

 

(1) 50 properties are subject to direct financing leases and, therefore, revenue is recognized as direct financing lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties.

Net Investment in Direct Financing Leases

The components of the Company’s net investment in direct financing leases as of December 31, 2013 are as follows (amounts in thousands):

 

     December 31, 2013  

Future minimum lease payments receivable

   $ 33,729   

Unguaranteed residual value of property

     46,172   

Unearned income

     (13,789
  

 

 

 

Net investment in direct financing leases

$ 66,112   
  

 

 

 

The Company had no investments in direct financing leases as of December 31, 2012.

Development Activities

Prior to the CapLease Acquisition Date (as defined below), Caplease entered into an agreement to construct a distribution warehouse in Columbia, South Carolina on a build-to-suit basis for a large private company tenant. The new build-to-suit project has an estimated total investment of $22.1 million. Construction activity and funding of the project commenced during June 2013.

Also prior to the CapLease Acquisition Date, CapLease entered into an agreement with a major Texas-based developer to develop a 150,000 square foot speculative office building in The Woodlands, Texas, adjacent to and part of the same development as an existing office building owned by CapLease and purchased in 2012. Costs of the project, which are budgeted to be $34.0 million, are scheduled to be funded by equity contributions from the Company and its developer partner, and $17.0 million of advances during the construction period under a development loan entered into with Amegy Bank. All equity contributions are scheduled to be borne as follows: the Company, 90%; and the developer, 10%; except for cost overruns, which will be borne 50% by each. Because the Company has a controlling financial interest in the investment, it consolidates the investment for financial accounting purposes. The Company has an option to purchase, and the developer the option to sell to the Company, in each case at fair market value, the developer’s interest in the project upon (i) substantial completion of the project and (ii) leases being entered into for 95% of the square footage of the project. Construction activity and funding of the project commenced during the quarter ended September 30, 2013.

 

The table below details the Company’s investment in its pending development projects as of December 31, 2013. The information included in the table below represents management’s estimates and expectations at December 31, 2013 which are subject to change. The Company’s disclosures regarding certain projections or estimates of completion dates may not reflect actual results (dollar amounts in thousands).

 

Location

 

Tenant

 

Property
Type

  Approximate
Square Feet
    Lease
Term
(years)
    Percent
Owned
    Investment
through
12/31/13
    Estimated
Remaining
Investment
    Estimated
Total
Investment
    Estimated
Completion
Date

Columbia, South Carolina

 

Large private company

  Warehouse     450,000        10.5  (1)      100   $ 14,745      $ 7,325      $ 22,070      Q1 2014

The Woodlands, Texas

 

N/A - speculative development

  Office building     150,000        N/A        90   $ 7,257      $ 26,775      $ 34,032      Q3 2014

 

(1) The lease is in force and the 10.5 year lease term will commence upon substantial completion of the building.

The amount of the “Investment” as of December 31, 2013 includes capitalized interest of approximately $37,000 for the Columbia, South Carolina project and approximately $45,000 for The Woodlands, Texas project. The amount of capitalized interest subsequent to the CapLease Acquisition Date through December 31, 2013 was not significant.

Tenant Concentration

The following table lists the tenants of the Company whose annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of December 31, 2013. Annualized rental income for net leases is rental income on a straight-line basis as of the period reported, which includes the effect of tenant concessions such as free rent, as applicable. There were no tenants exceeding 10% of consolidated annualized rental income on a straight-line basis at December 31, 2013.

 

     Year Ended December 31,  
     2013      2012  

Citizens Bank

                  13.8

Dollar General

             12.3

FedEx

             10.2

 

* The tenants’ annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.

No other tenant represents more than 10% of total consolidated annualized rental income on a straight-line basis for the periods presented.

Geographic Concentration

The following table lists the states where the Company has concentrations of properties where annual rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of December 31, 2013 and 2012:

 

     Year Ended December 31,  
     2013     2012  

Texas

     10.7       

Illinois

            11.2

 

* The geographical concentration’s annualized rental income was not greater than 10% of total consolidated annualized rental income for all portfolio properties as of the period specified.