Acquisitions of CapLease, Cole and CCPT (Tables)

9 Months Ended

Sep. 30, 2014

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table presents the preliminary allocation of the fair value of the assets acquired and liabilities assumed during the periods presented (dollar amounts in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013 (As Restated)			2014			2013 (As Restated)
Real estate investments, at cost:
Land	$	608,875		$	258,019		$	823,795		$	754,012
Buildings, fixtures and improvements		1,309,751			730,159			2,486,868			2,161,831
Total tangible assets		1,918,626			988,178			3,310,663			2,915,843
Acquired intangible assets:
In-place leases		354,409			118,212			522,568			330,191
Above-market leases		82,023			—			110,230			—
Assumed intangible liabilities:
Below-market leases		(84,071	)		(4,200	)		(101,108	)		(4,200	)
Fair value adjustment of assumed notes payable		—			—			(23,531	)		—
Total purchase price of assets acquired, net		2,270,987			1,102,190			3,818,822			3,241,834
Notes payable assumed		—			—			(301,532	)		—
Cash paid for acquired real estate investments	$	2,270,987		$	1,102,190		$	3,517,290		$	3,241,834
Number of properties acquired		753			650			1,092			1,670

CapLease [Member]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the revised estimated fair values of the assets acquired and liabilities assumed at the CapLease Acquisition Date (in thousands):

	Preliminary
	Adjusted Amounts Recognized as of the CapLease Acquisition Date (1)
Fair value of consideration given	$	920,697
Assets purchased, at fair value:
Land		235,843
Buildings, fixtures and improvements		1,596,481
Land and construction in process		12,352
Acquired intangible lease assets		191,964
Total real estate investments		2,036,640
Cash and cash equivalents		41,799
Investment securities		60,730
Loans held for investment		26,457
Restricted cash		29,119
Deferred costs and other assets, net		21,574
Total identifiable assets purchased		2,216,319
Liabilities assumed, at fair value:
Mortgage notes payable		1,037,510
Secured credit facility		121,000
Other debt		114,208
Below-market leases		57,058
Derivative liabilities		158
Accounts payable and accrued expenses		49,291
Deferred rent, derivative and other liabilities		8,619
Total liabilities assumed		1,387,844
Non-controlling interest retained by third party		567
Net identifiable assets acquired by Company		827,908
Goodwill	$	92,789

(1) As reported in the Amended 10-K.

Cole Merger [Member]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the revised estimated fair values of the assets acquired and liabilities assumed at the Cole Acquisition Date (in thousands):

	Preliminary
	Adjusted Total as of Cole Acquisition Date
Identifiable Assets Acquired at Fair Value:
Land	$	1,737,839
Buildings, fixtures and improvements		5,901,827
Acquired intangible lease assets		1,324,217
Total real estate investments		8,963,883
Investment in unconsolidated entities		103,966
Investment securities, at fair value		151,197
Loans held for investment, net		72,326
Cash and cash equivalents		149,965
Restricted cash		15,704
Intangible assets		385,368
Deferred costs and other assets		94,667
Due from affiliates		3,301
Total identifiable assets acquired	$	9,940,377
Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable, net		2,706,585
Credit facilities		1,309,000
Other debt		49,013
Below-market lease liabilities		212,433
Accounts payable and accrued expenses		142,243
Deferred rent, derivative and other liabilities		235,299
Dividends payable		6,271
Due to affiliates		44
Total liabilities assumed		4,660,888
Non-controlling interests		24,766
Net identifiable assets acquired		5,254,723
Goodwill		2,212,920
Net assets acquired	$	7,467,643

Schedule of Business Acquisitions, by Acquisition

The estimated fair value of the consideration transferred at the Cole Acquisition Date totaled approximately $7.5 billion and consisted of the following (in thousands):

	As of Cole Acquisition Date (Preliminary)
Estimated Fair Value of Consideration Transferred:
Cash	$	181,775
Common stock		7,285,868
Total consideration transferred	$	7,467,643

Cole Credit Property Trust, Inc. [Member]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed by segment at the CCPT Acquisition Date (in thousands):

	Preliminary May 19, 2014
Identifiable Assets Acquired at Fair Value:
Land	$	28,258
Buildings, fixtures and improvements		113,296
Acquired intangible lease assets		17,960
Total real estate investments		159,514
Cash and cash equivalents		167
Restricted cash		2,420
Prepaid expenses and other assets		297
Total identifiable assets acquired		162,398
Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable		85,286
Unsecured credit facility		800
Accounts payable and accrued expenses		443
Below-market lease liability		1,752
Due to affiliates		568
Deferred rent and other liabilities		390
Total liabilities assumed		89,239
Net identifiable assets acquired	$	73,159

Real Estate Investment Segment [Member] | Cole Merger [Member]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the revised estimated fair values of the assets acquired and liabilities assumed for the REI segment as initially recorded at the Cole Acquisition Date (in thousands):

	Preliminary
	REI Segment (Adjusted)
Identifiable Assets Acquired at Fair Value:
Land	$	1,737,839
Buildings, fixtures and improvements		5,901,827
Acquired intangible lease assets		1,324,217
Total real estate investments		8,963,883
Investment in unconsolidated entities		100,659
Investment securities, at fair value		151,197
Loans held for investment, net		72,326
Cash and cash equivalents		129,552
Restricted cash		15,704
Deferred costs and other assets		43,774
Total identifiable assets acquired	$	9,477,095
Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable, net		2,706,585
Credit facilities		1,309,000
Other debt		49,013
Below-market lease liabilities		212,433
Accounts payable and accrued expenses		87,628
Deferred rent, derivative and other liabilities		67,841
Dividends payable		6,271
Total liabilities assumed		4,438,771
Non-controlling interests		24,766
Net identifiable assets acquired		5,013,558
Goodwill		1,654,085
Net assets acquired	$	6,667,643

Cole Capital Segment [Member] | Cole Merger [Member]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed for Cole Capital as initially recorded at the Cole Acquisition Date, as well as measurement period adjustments made and the revised estimated fair values of the assets acquired and liabilities assumed at the Cole Acquisition Date (in thousands):

	Preliminary
	Cole Capital (Adjusted)
Identifiable Assets Acquired at Fair Value:
Investment in unconsolidated entities	$	3,307
Cash and cash equivalents		20,413
Intangible assets		385,368
Deferred costs and other assets		50,893
Due from affiliates		3,301
Total identifiable assets acquired		463,282
Identifiable Liabilities Assumed at Fair Value:
Accounts payable and accrued expenses		54,615
Deferred rent, derivative and other liabilities		167,458
Due to affiliates		44
Total liabilities assumed		222,117
Net identifiable assets acquired		241,165
Goodwill		558,835
Net assets acquired	$	800,000