Acquisitions

9 Months Ended

Sep. 30, 2011

Acquisitions [Abstract]

ACQUISITIONS

3. ACQUISITIONS

In September 2011, the Company acquired three shopping centers, in two separate transactions, aggregating 0.5 million square feet of Company-owned gross leasable area (“GLA”) for an aggregate purchase price of approximately $110.0 million through the use of cash and assumed debt of $67.0 million at a fair market value of approximately $71.4 million.

In January and March 2011, in two separate transactions, the Company acquired its partners’ 50% ownership interests in two shopping centers for an aggregate purchase price of $40.0 million. The Company acquired these assets pursuant to the terms of the respective underlying joint venture agreements. After closing, the Company repaid one mortgage note payable with a principal amount of $29.2 million in total and refinanced the other mortgage with a new $21.0 million, eleven-year mortgage note payable. As a result of the transactions, the Company owns 100% of the two shopping centers with an aggregate gross value of approximately $80.0 million. Due to the change in control that occurred, the Company recorded an aggregate gain of approximately $22.7 million associated with the acquisitions related to the difference between the Company’s carrying value and fair value of its previously held equity interest on the respective acquisition date.

Upon acquisition of properties, the Company estimates the fair value of acquired tangible assets, consisting of land, building and improvements and intangible assets generally consisting of: (i) above- and below-market leases; (ii) in-place leases; and (iii) tenant relationships. The Company allocates the purchase price to assets acquired and liabilities assumed on a gross basis based on their relative fair values at the date of acquisition. In estimating the fair value of the tangible and intangible assets acquired, the Company considers information obtained about each property as a result of its due diligence, marketing and leasing activities and uses various valuation methods, such as estimated cash flow projections using appropriate discount and capitalization rates, analysis of recent comparable sales transactions, estimates of replacement costs net of depreciation and other available market information. Above- and below-market lease values are recorded based on the present value (using a discount rate that reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the estimated term of any below-market fixed-rate renewal options for below-market leases. The capitalized above-market lease values are amortized as a reduction of base rental revenue over the remaining term of the respective leases, and the capitalized below-market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the estimated terms of any below-market fixed-rate renewal options of the respective leases. The purchase price is further allocated to in-place lease values and tenant relationship values based on management’s evaluation of the specific characteristics of the acquired lease portfolio and the Company’s overall relationship with anchor tenants. Such amounts are amortized to depreciation and amortization expense over the weighted average remaining initial term (and expected renewal periods for tenant relationships). The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant.

The acquisition of the five shopping centers was allocated as follows (in thousands):

Land	$	54,698
Buildings		119,601
Tenant improvements		2,528
Intangible assets		22,441
	$	199,268

The Company also recorded below-market leases of approximately $4.5 million which will be amortized over a weighted-average life of 14.0 years. Intangible assets recorded in connection with the above acquisitions included the following (in thousands) (Note 5):

			Weighted Average Amortization Period (in Years)
In-place leases (including lease origination costs and fair market value of leases) (1)	$	12,357	5.2
Tenant relations		10,084	10.1
Total intangible assets acquired	$	22,441

(1) Includes above-market value of leases of approximately $1.1 million.

The following unaudited supplemental pro forma operating data is presented for the three– and nine–month periods ended September 30, 2011 and 2010 as if the acquisition of the five properties were completed on January 1, 2010.

The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations of the Company would have been assuming the transactions had been completed as set forth above, nor do they purport to represent the Company’s results of operations for future periods. The Company accounted for the acquisition of assets utilizing the purchase method of accounting (in thousands, except per share amounts).

	Three-Month Periods Ended September 30,						Nine-Month Periods Ended September 30,
	2011			2010			2011			2010
Pro forma revenues	$	198,499		$	197,323		$	598,336		$	596,389
Pro forma loss from continuing operations	$	(48,774	)	$	(14,028	)	$	(13,123	)	$	(74,525	)
Pro forma loss from discontinued operations	$	(5,226	)	$	(3,307	)	$	(21,656	)	$	(93,371	)
Pro forma net loss attributable to DDR common shareholders	$	(50,684	)	$	(26,199	)	$	(54,253	)	$	(161,157	)
Per share data:
Basic earnings per share data:
Loss from continuing operations attributable to DDR common shareholders	$	(0.17	)	$	(0.10	)	$	(0.12	)	$	(0.39	)
Loss from discontinued operations attributable to DDR common shareholders		(0.02	)		(0.01	)		(0.08	)		(0.28	)
Net loss attributable to DDR common shareholders	$	(0.19	)	$	(0.11	)	$	(0.20	)	$	(0.67	)
Diluted earnings per share data:
Loss from continuing operations attributable to DDR common shareholders	$	(0.17	)	$	(0.10	)	$	(0.12	)	$	(0.39	)
Loss from discontinued operations attributable to DDR common shareholders		(0.02	)		(0.01	)		(0.08	)		(0.28	)
Net loss attributable to DDR common shareholders	$	(0.19	)	$	(0.11	)	$	(0.20	)	$	(0.67	)