Business Combinations

6 Months Ended

Jun. 30, 2016

Business Combinations [Abstract]

Business Combinations

Business Combination

Except as identified below, our aggregate acquisitions for 2016 and 2015 were not materially significant for disclosure purposes.

Effective February 12, 2016, we acquired a partner’s 49% interest in an unconsolidated joint venture associated with two centers in Colorado, which resulted in the consolidation of these centers (see Note 13 for additional information). Management has determined that this transaction qualified as a business combination to be accounted for under the acquisition method. Accordingly, the assets and liabilities of this transaction were recorded in our Condensed Consolidated Balance Sheet at their estimated fair values as of the effective date. Fair value of assets acquired, liabilities assumed and equity interests were estimated using market-based measurements, including cash flow and other valuation techniques. The fair value measurements are based on both significant inputs for similar assets and liabilities in comparable markets and significant inputs that are not observable in the markets in accordance with our fair value measurements accounting policy. Key assumptions include third-party appraisals; a minority interest discount rate of 20%; cash flow discount rates ranging from 6.5% to 8%; a terminal capitalization rate for similar properties ranging from 6% to 7.5%; and factors that we believe market participants would consider in estimating fair value. The result of this transaction is included in our Condensed Consolidated Statements of Operations beginning February 12, 2016.

The following table summarizes the business combination, including the assets acquired and liabilities assumed as indicated (in thousands):

	February 12, 2016
Fair value of our equity interest before business combination	$	22,514		(1)
Amounts recognized for assets and liabilities assumed:
Assets:
Property	$	58,665
Unamortized lease costs	8,936
Accrued rent and accounts receivable	102
Cash and cash equivalents	3,555
Other, net	4,992
Liabilities:
Debt, net	(48,727		)
Accounts payable and accrued expenses	(1,339		)
Other, net	(3,670		)
Total net assets	$	22,514
Gain recognized on equity interest remeasured to fair value	$	37,383		(2)

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(1) Includes $2.5 million of cash received from the partner.

(2) Amount is included in Gain on Sale and Acquisition of Real Estate Joint Venture and Partnership Interests in our Condensed Consolidated Statement of Operations.

The following table summarizes the impact to revenues and net income attributable to common shareholders from our business combination (in thousands):

	Three Months Ended June 30, 2016		Six Months Ended June 30, 2016
Increase in revenues	$	1,709	$	2,655
Decrease in net income attributable to common shareholders	555		1,055

The following unaudited supplemental pro forma data is presented for the periods ended June 30, 2016 and 2015, as if the business combination occurring in 2016 was completed on January 1, 2015. The gain related to this business combination was adjusted to the assumed acquisition date. The unaudited supplemental pro forma data is not necessarily indicative of what the actual results of our operations would have been assuming the transaction had been completed as set forth above, nor does it purport to represent our results of operations for future periods (in thousands, except per share amounts):

	Three Months Ended June 30,				Six Months Ended June 30,
	Pro Forma 2016 (1)		Pro Forma 2015 (1)		Pro Forma 2016 (1)		Pro Forma 2015 (1)
Revenues	$	135,676	$	128,330	$	268,629	$	255,463
Net income	37,651		37,469		108,809		123,800
Net income attributable to common shareholders	35,816		24,905		105,381		106,951
Earnings per share – basic	.28		.20		.85		.87
Earnings per share – diluted	.28		.20		.84		.86

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(1) There are no non-recurring pro forma adjustments included within or excluded from the amounts in the preceding table.