Acquisition of CapLease and Cole (Tables)

3 Months Ended

Mar. 31, 2014

Mar. 31, 2013

Schedule of Business Acquisitions, by Acquisition

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



	Three Months Ended March 31,
	2014			2013
Real estate investments, at cost:
Land	$	133,903		$	74,700
Buildings, fixtures and improvements	694,935			291,664
Total tangible assets	828,838			366,364
Acquired intangible assets:
In-place leases	120,421			45,223
Above-market leases	11,559			—
Assumed intangible liabilities:
Below-market leases	(1,156		)	—
Fair value adjustment of assumed notes payable	(23,589		)	—
Total purchase price of assets acquired, net	936,073			411,587
Notes payable assumed	263,217			—
Cash paid for acquired real estate investments	$	672,856		$	411,587
Number of properties acquired	215			112



	Preliminary
	Amounts Previously Recognized as of the CapLease Acquisition Date ⁽¹⁾		Measurement Period Adjustments			Adjusted Amounts Recognized as of the CapLease Acquisition Date
Fair value of consideration given	$	920,697	$	—		$	920,697

Assets purchased, at fair value:
Land	235,843		(2,778		)	233,065
Buildings, fixtures and improvements	1,596,481		(8,147		)	1,588,334
Land and construction in process	12,352		—			12,352
Acquired intangible lease assets	191,964		(1,102		)	190,862
Total real estate investments	2,036,640		(12,027		)	2,024,613
Cash and cash equivalents	41,799		—			41,799
Investment securities	60,730		—			60,730
Loans held for investment	26,457		—			26,457
Restricted cash	29,159		—			29,159
Deferred costs and other assets, net	21,564		—			21,564
Deferred costs	325		—			325
Total identifiable assets purchased	2,216,674		(12,027		)	2,204,647

Liabilities assumed, at fair value:
Mortgage notes payable	1,037,510		—			1,037,510
Secured credit facility	121,000		—			121,000
Other debt	114,208		—			114,208
Below-market leases	57,058		—			57,058
Derivative liabilities	158		—			158
Accounts payable and accrued expenses	46,484		517			47,001
Deferred rent, derivative and other liabilities	8,867		—			8,867
Total liabilities assumed	1,385,285		517			1,385,802

Non-controlling interest retained by third party	567		—			567

Net identifiable assets acquired by Company	830,822		(12,544		)	818,278
Goodwill	$	89,875	$	12,544		$	102,419

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

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 Cole Acquisition Date (in thousands):



	Preliminary
	REI Segment		Cole Capital		Total as of Cole Acquisition Date
Identifiable Assets Acquired at Fair Value:
Land	$	1,737,390	$	—	$	1,737,390
Buildings, fixtures and improvements	5,898,895		—		5,898,895
Land and construction in process	—		—		—
Acquired intangible lease assets	1,323,614		—		1,323,614
Total real estate investments	8,959,899		—		8,959,899
Investment in unconsolidated entities	100,659		3,307		103,965
Investment securities, at fair value	151,197		—		151,197
Loans held for investment, net	72,326		—		72,326
Cash and cash equivalents	130,747		20,413		151,160
Restricted cash	15,704		—		15,704
Intangible assets	—		385,368		385,368
Deferred costs and other assets	45,081		50,893		95,974
Due from affiliates	—		3,301		3,301
Total identifiable assets acquired	9,475,613		463,282		9,938,894

Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable, net	2,719,072		—		2,719,072
Credit facilities	1,309,000		—		1,309,000
Other debt	49,013		—		49,013
Below-market lease liabilities	212,377		—		212,377
Accounts payable and accrued expenses	73,441		60,468		133,909
Deferred rent, derivative and other liabilities	42,764		110,529		153,293
Dividends payable	6,271		—		6,271
Contingent consideration	3,606		48,373		51,979
Due to affiliates	—		44		44
Total liabilities assumed	4,415,544		219,414		4,634,958

Noncontrolling interests	20,996		—		20,996

Net identifiable assets acquired	5,039,073		243,868		5,282,940
Goodwill	1,628,571		556,132		2,184,703
Net assets acquired	$	6,667,644	$	800,000	$	7,467,643