Acquisitions of CapLease, Cole and CCPT (Tables)

6 Months Ended

Jun. 30, 2014

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

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 June 30,					Six Months Ended June 30,
	2014			2013		2014			2013
Real estate investments, at cost:
Land	$	109,075		$	416,887	$	239,663		$	493,029
Buildings, fixtures and improvements	482,074			1,129,906		1,185,641			1,424,900
Total tangible assets	591,149			1,546,793		1,425,304			1,917,929
Acquired intangible assets:
In-place leases	30,801			165,576		128,581			211,748
Above-market leases	5,511			—		21,145			—
Assumed intangible liabilities:
Below-market leases	(1,869		)	—		(3,321		)	—
Fair value adjustment of assumed notes payable	—			—		(23,589		)	—
Total purchase price of assets acquired, net	625,592			1,712,369		1,548,120			2,129,677
Notes payable assumed	—			—		301,532			—
Cash paid for acquired real estate investments	$	625,592		$	1,712,369	$	1,246,588		$	2,129,677
Number of properties acquired	122			899		337			1,011

CapLease [Member]

Business Acquisition [Line Items]

Schedule of Business Acquisitions, by Acquisition

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



	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		(4,836		)	1,591,645
Land and construction in process	12,352		391			12,743
Acquired intangible lease assets	191,964		308			192,272
Total real estate investments	2,036,640		(6,915		)	2,029,725
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		(40		)	29,119
Deferred costs and other assets, net	21,564		152			21,716
Deferred costs	325		—			325
Total identifiable assets purchased	2,216,674		(6,803		)	2,209,871

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		106			46,590
Deferred rent, derivative and other liabilities	8,867		(64		)	8,803
Total liabilities assumed	1,385,285		42			1,385,327

Non-controlling interest retained by third party	567		—			567

Net identifiable assets acquired by Company	830,822		(6,845		)	823,977
Goodwill	$	89,875	$	6,845		$	96,720

____________________________________


(1)	As reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013.

Cole Merger [Member]

Business Acquisition [Line Items]

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	7,302,480
Total consideration transferred	$	7,484,255

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed, including all measurement period adjustments, at the Cole Acquisition Date (in thousands):



	Preliminary
	Amount Previously Recorded as of the Cole Acquisition Date		Measurement Period Adjustments			Adjusted Total as of Cole Acquisition Date
Identifiable Assets Acquired at Fair Value:
Land	$	1,737,390	$	(609	)	$	1,736,781
Buildings, fixtures and improvements	5,898,895		(1,609		)	5,897,286
Acquired intangible lease assets	1,323,614		(315		)	1,323,299
Total real estate investments	8,959,899		(2,533		)	8,957,366
Investment in unconsolidated entities	103,966		—			103,966
Investment securities, at fair value	151,197		—			151,197
Loans held for investment, net	72,326		—			72,326
Cash and cash equivalents	151,160		(1,195		)	149,965
Restricted cash	15,704		—			15,704
Intangible assets	385,368		—			385,368
Deferred costs and other assets	95,974		1,615			97,589
Due from affiliates	3,301		—			3,301
Total identifiable assets acquired	9,938,895		(2,113		)	9,936,782

Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable, net	2,719,072		(12,487		)	2,706,585
Credit facilities	1,309,000		—			1,309,000
Other debt	49,013		—			49,013
Below-market lease liabilities	212,377		14			212,391
Accounts payable and accrued expenses	133,909		(3,243		)	130,666
Deferred rent, derivative and other liabilities	153,293		20,449			173,742
Dividends payable	6,271		—			6,271
Contingent consideration	51,979		—			51,979
Due to affiliates	44		—			44
Total liabilities assumed	4,634,958		4,733			4,639,691

Noncontrolling interests	20,996		—			20,996

Net identifiable assets acquired	5,282,941		(6,846		)	5,276,095
Goodwill	2,184,703		23,457			2,208,160
Net assets acquired	$	7,467,644	$	16,611		$	7,484,255

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

Business Acquisition [Line Items]

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 the REI segment 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
	REI Segment (As initially recorded)		Measurement Period Adjustments			REI Segment (Adjusted)
Identifiable Assets Acquired at Fair Value:
Land	$	1,737,390	$	(609	)	$	1,736,781
Buildings, fixtures and improvements	5,898,895		(1,609		)	5,897,286
Acquired intangible lease assets	1,323,614		(315		)	1,323,299
Total real estate investments	8,959,899		(2,533		)	8,957,366
Investment in unconsolidated entities	100,659		—			100,659
Investment securities, at fair value	151,197		—			151,197
Loans held for investment, net	72,326		—			72,326
Cash and cash equivalents	130,747		(1,195		)	129,552
Restricted cash	15,704		—			15,704
Deferred costs and other assets	45,081		1,615			46,696
Total identifiable assets acquired	9,475,613		(2,113		)	9,473,500

Identifiable Liabilities Assumed at Fair Value:
Mortgage notes payable, net	2,719,072		(12,487		)	2,706,585
Credit facilities	1,309,000		—			1,309,000
Other debt	49,013		—			49,013
Below-market lease liabilities	212,377		14			212,391
Accounts payable and accrued expenses	73,441		13,059			86,500
Deferred rent, derivative and other liabilities	42,764		12,164			54,928
Dividends payable	6,271		—			6,271
Contingent consideration	3,606		—			3,606
Total liabilities assumed	4,415,544		12,750			4,428,294

Noncontrolling interests	20,996		—			20,996

Net identifiable assets acquired	5,039,073		(14,863		)	5,024,210
Goodwill	1,628,571		31,474			1,660,045
Net assets acquired	$	6,667,644	$	16,611		$	6,684,255

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

Business Acquisition [Line Items]

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 (As initially recorded)		Measurement Period Adjustments			Cole Capital (Adjusted)
Identifiable Assets Acquired at Fair Value:
Investment in unconsolidated entities	$	3,307	$	—		$	3,307
Cash and cash equivalents	20,413		—			20,413
Intangible assets	385,368		—			385,368
Deferred costs and other assets	50,893		—			50,893
Due from affiliates	3,301		—			3,301
Total identifiable assets acquired	463,282		—			463,282

Identifiable Liabilities Assumed at Fair Value:
Accounts payable and accrued expenses	60,468		(16,302		)	44,166
Deferred rent, derivative and other liabilities	110,529		8,285			118,814
Contingent consideration	48,373		—			48,373
Due to affiliates	44		—			44
Total liabilities assumed	219,414		(8,017		)	211,397

Net identifiable assets acquired	243,868		8,017			251,885
Goodwill	556,132		(8,017		)	548,115
Net assets acquired	$	800,000	$	—		$	800,000

Cole Credit Property Trust, Inc. [Member]

Business Acquisition [Line Items]

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