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Note 3 - Property Acquisitions, Developments and Other Investments
12 Months Ended
Dec. 31, 2015
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block]

3.

Property Acquisitions, Developments and Other Investments:


Acquisition of Operating Properties


During the year ended December 31, 2015, the Company acquired the following properties, in separate transactions (in thousands):


        Purchase Price  

Property Name

Location

Month

Acquired

 

Cash*

   

Debt

Assumed

   

Other ***

   

Total

   

GLA**

 

Elmont Plaza

Elmont, NY (1)

Jan-15

  $ 2,400     $ -     $ 3,358     $ 5,758       13  

Garden State Pavilion Parcel

Cherry Hill, NJ

Jan-15

    16,300       -       -       16,300       111  

Kimstone Portfolio (39 properties)

Various (1)

Feb-15

    513,513       637,976       236,011       1,387,500       5,631  

Copperfield Village

Houston, TX

Feb-15

    18,700       20,800       -       39,500       165  

Snowden Square Parcel

Columbia, MD

Mar-15

    4,868       -       -       4,868       25  

Dulles Town Crossing Parcel

Sterling, VA

Mar-15

    4,830       -       -       4,830       9  

Flagler Park S.C.

Miami, FL

Mar-15

    1,875       -       -       1,875       5  

West Farms Parcel

New Britain, CT

Apr-15

    6,200       -       -       6,200       24  

Milleridge Inn

Jericho, NY

Apr-15

    7,500       -       -       7,500       -  

Woodgrove Festival (2 Parcels)

Woodridge, IL

Jun-15

    5,611       -       -       5,611       12  

Montgomery Plaza

Fort Worth , TX (1)

Jul-15

    34,522       29,311       9,044       72,877       291  

125 Coulter Avenue Parcel

Ardmore, PA

Sep-15

    1,925       -       -       1,925       6  

Conroe Marketplace

Conroe, TX (1)

Oct-15

    18,546       42,350       3,104       64,000       289  

Laurel Plaza

Laurel , MD

Oct-15

    1,200       -       -       1,200       4  

District Heights

District Heights, MD (1)

Nov-15

    13,140       13,255       950       27,345       91  

Village on the Park

Aurora , CO

Nov-15

    824       -       -       824       10  

Christown Mall

Phoenix , AZ

Nov-15

    51,351       63,899       -       115,250       833  

Washington St. Plaza Parcels

Brighton, MA

Dec-15

    8,750       -       -       8,750       -  
        $ 712,055     $ 807,591     $ 252,467     $ 1,772,113       7,519  

* The Company utilized $89.5 million associated with Internal Revenue Code §1031 sales proceeds.


** Gross leasable area ("GLA")


*** Includes the Company’s previously held equity interest investment. 


(1)

The Company acquired from its partners the remaining ownership interest in these properties that were held in joint ventures in which the Company had a noncontrolling interest. The Company evaluated these transactions pursuant to the FASB’s Consolidation guidance and as a result, recognized a gain on change in control of interest, net resulting from the fair value adjustment associated with the Company’s previously held equity interest, which is included in the purchase price above in Other. The Company’s previous ownership interest and gain on change in control of interests, net recognized as a result of these transactions are as follows:


Property Name

 

Previous

Ownership

Interest

   

Gain on change

in control of

interests, net

 

Elmont Plaza

    50.0 %   $ (0.2 )

Kimstone Portfolio (39 properties)

    33.3 %     140.0  

Montgomery Plaza

    20.0 %     6.3  

Conroe Marketplace

    15.0 %     2.4  

District Heights

    15.0 %     0.7  
            $ 149.2  

During the year ended December 31, 2014, the Company acquired the following properties, in separate transactions (in thousands):


       

Purchase Price

 

Property Name

Location

Month

Acquired

 

Cash*

   

Debt
Assumed

   

Other***

   

Total

   

GLA**

 

North Valley Leasehold

Peoria, AZ

Jan-14

  $ 3,000     $ -     $ -     $ 3,000       -  

LaSalle Properties (3 properties)

Various (1)

Jan-14

    62,239       23,269       7,642       93,150       316  

Harrisburg Land Parcel

Harrisburg, PA

Jan-14

    2,550       -       -       2,550       -  

Crossroads Plaza

Cary, NC

Feb-14

    18,691       72,309       -       91,000       489  

Quail Corners

Charlotte, NC (2)

Mar-14

    9,398       17,409       4,943       31,750       110  

KIF 1 Portfolio (12 properties)

Various (1)

Apr-14

    128,699       157,010       122,291       408,000       1,589  

Fountain at Arbor Lakes (2 Parcels)

Maple Grove, MN

Apr-14

    900       -       -       900       -  

Boston Portfolio (24 properties)

Various

Apr-14

    149,486       120,514       -       270,000       1,426  

Vinnin Square

Swampscott, MA

May-14

    2,550       -       -       2,550       6  

SEB Portfolio (10 properties)

Various (1)

Jul-14

    69,261       193,600       12,911       275,772       1,415  

Highlands Ranch Parcel

Highlands Ranch, CO

Sep-14

    3,800       -       -       3,800       10  

BIG Portfolios (7 properties)

Various (1)

Oct-14

    -       118,439       76,511       194,950       1,148  

Springfield S.C.

Springfield, MO

Nov-14

    8,800       -       -       8,800       210  

North Quincy Plaza

Quincy, MA (1)

Dec-14

    20,470       -       2,530       23,000       81  

Belmart Plaza

West Palm Beach, FL (1)

Dec-14

    3,208       -       2,807       6,015       77  

Braelinn Village

Peachtree City, GA

Dec-14

    27,000       -       -       27,000       227  
        $ 510,052     $ 702,550     $ 229,635     $ 1,442,237       7,104  

* Includes 1031 sales proceeds of $126.8 million


** Gross leasable area ("GLA")


*** Includes the Company’s previously held equity interest investment.


(1)

The Company acquired from its partners the remaining ownership interest in these properties that were held in joint ventures in which the Company had a noncontrolling interest. The Company evaluated these transactions pursuant to the FASB’s Consolidation guidance and as a result, recognized a gain on change in control of interest, net resulting from the fair value adjustment associated with the Company’s previously held equity interest, which is included in the purchase price above in Other. The Company’s previous ownership interest and gain on change in control of interests, net recognized as a result of these transactions are as follows:


Property Name

 

Previous

Ownership

Interest

   

Gain on change

in control of

interests, net

 

LaSalle Properties (3 properties)

    11.0 %   $ 3.7  

KIF 1 Portfolio (12 properties)

    39.1 %     65.6  

SEB Portfolio (10 properties)

    15.0 %     14.4  

BIG Portfolios (7 properties)

    50.1 %     19.5  

North Quincy Plaza

    11.0 %     2.2  

Belmart Plaza

    21.5 %     1.8  
            $ 107.2  

(2)

The Company acquired a 65.4% controlling ownership interest in this property and the seller retained a 34.6% noncontrolling interest in the property. The partner has the ability to put its partnership interest to the Company. As such, the Company has recorded the partners’ share of the property’s fair value of $4.9 million as Redeemable noncontrolling interests on the Company’s Consolidated Balance Sheets. During 2015, the Company acquired the partners’ noncontrolling interest and now fully owns the property. 


The purchase price for these acquisitions has been preliminarily allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for business combinations. The purchase price allocations and related accounting will be finalized upon completion of the Company’s valuation studies. Accordingly, the fair value allocated to these assets and liabilities are subject to revision. The Company records allocation adjustments when purchase price allocations are finalized. The aggregate purchase price of the properties acquired during the year ended December 31, 2015, has been allocated as follows (in thousands):


   

Preliminary

Allocation

   

Allocation

Adjustments

(1)

   

Revised Allocation
as of December 31,

2015 

   

Weighted-Average Amortization Period

(in Years)

 

Land

  $ 482,422     $ (37,796 )   $ 444,626       -  

Buildings

    973,747       89,377       1,063,124       50.0  

Above market leases

    35,948       (1,766 )     34,182       7.2  

Below market leases

    (79,868 )     4,871       (74,997 )     17.7  

In-place leases

    180,069       (54,076 )     125,993       4.7  

Building improvements

    177,944       (8,828 )     169,116       45.0  

Tenant improvements

    26,596       8,218       34,814       6.1  

Mortgage fair value adjustment

    (27,615 )     -       (27,615 )     3.0  

Other assets

    3,058       -       3,058       -  

Other liabilities

    (188 )     -       (188 )     -  

Net assets acquired

  $ 1,772,113     $ -     $ 1,772,113          

(1)

In accordance with the Company’s adoption of ASU 2015-16, which eliminates the requirement to restate prior period financial statements for measurement period adjustments relating to purchase price allocations, the Company adjusted the preliminary allocation amounts recorded for properties acquired during 2015. The impact of these allocation adjustments on the Company’s tangible and intangible assets and liabilities are reflected in the table above. 


The aggregate purchase price of the properties acquired during the year ended December 31, 2014, has been allocated as follows (in thousands):


Land

  $ 414,879  

Buildings

    679,753  

Above market leases

    30,307  

Below market leases

    (81,362 )

In-place leases

    113,513  

Building improvements

    290,882  

Tenant improvements

    26,536  

Mortgage fair value adjustment

    (39,368 )

Other assets

    7,097  

Other liabilities

    -  

Net assets acquired

  $ 1,442,237  

In addition, during the year ended December 31, 2015, the Company entered into an agreement to acquire the remaining 50.0% interest in a property previously held in a joint venture in which the Company had a noncontrolling interest for a gross purchase price of $23.0 million. Upon signing this contract, which closed in January 2016, the Company effectively gained control of the entity and is entitled to all economics and risk of loss and as such, the Company consolidated this property pursuant to the FASB’s Consolidation guidance. Additionally, as the Company was required to purchase the partners interest at a fixed and determinable price in January 2016, the Company has recognized $11.5 million within Other liabilities in the Company’s Consolidated Balance Sheets at December 31, 2015. Based upon the Company’s intent to redevelop a portion of the property, the Company allocated $8.4 million of the gross purchase price to Real estate under development on the Company’s Consolidated Balance Sheets and the remaining $14.6 million was allocated to Operating real estate on the Company’s Consolidated Balance Sheets.


During the year ended December 31, 2015, the Company acquired three land parcels, in separate transactions, for an aggregate purchase price of $30.0 million.


Ground-Up Development


The Company is engaged in ground-up development projects, which will be held as long-term investments by the Company. As of December 31, 2015, the Company had in progress a total of five ground-up development projects located in the U.S. These land parcels will be developed into open-air shopping centers aggregating 1.9 million square feet of GLA with a total estimated aggregate project cost of $446.5 million.


During 2015, the Company acquired, in separate transactions, two additional land parcels adjacent to existing development projects for an aggregate purchase price of $20.7 million. During 2014, the Company acquired, in separate transactions, three land parcels located in various cities throughout the U.S., for an aggregate purchase price of $53.5 million.


During the fourth quarter 2014, the Company purchased land parcels in Dania, Florida for an aggregate purchase price of $62.8 million. The Company then contributed the land to an unconsolidated joint venture to be used for a ground-up development project and as such is not included in the five ground-up development projects referred to above.