Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2018

Summary Of Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) and certain reclassifications considered necessary for a fair presentation have been included.  Certain reclassifications have been made to the prior period financial statements in order to conform to the current year presentation.  These reclassifications did not have an impact on net income previously reported.  Operating results for the nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018.

In preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.

The balance sheets at December 31, 2017 have been derived from the audited financial statements at that date but do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.

For further information, including definitions of capitalized terms not defined herein, refer to the consolidated financial statements and footnotes thereto included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2017.

Income and Other Taxes

Income and Other Taxes

Due to the structure of EQR as a REIT and the nature of the operations of its operating properties, no provision for federal income taxes has been made at the EQR level.  In addition, ERPOP generally is not liable for federal income taxes as the partners recognize their proportionate share of income or loss in their tax returns; therefore no provision for federal income taxes has been made at the ERPOP level.  Historically, the Company has generally only incurred certain state and local income, excise and franchise taxes.  The Company has elected Taxable REIT Subsidiary (“TRS”) status for certain of its corporate subsidiaries and as a result, these entities will incur both federal and state income taxes on any taxable income of such entities after consideration of any net operating losses.

Deferred tax assets and liabilities were recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases in the comparable period.  These assets and liabilities were measured using enacted tax rates for which the temporary differences were expected to be recovered or settled.  The effects of changes in tax rates on deferred tax assets and liabilities were recognized in earnings in the period enacted.  The Company’s deferred tax assets were generally the result of tax affected suspended interest deductions, net operating losses, differing depreciable lives on capitalized assets and the timing of expense recognition for certain accrued liabilities.  

In December 2017, the President signed into law H.R. 1, informally titled the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act is not expected to have a material impact on our REIT or subsidiary entities, our ability to continue to qualify as a REIT or on our results of operations.  However, the complete impact of the Tax Act is not yet fully known and there can be no assurances that it will have a neutral or favorable impact.  

Recently Issued and Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

InFebruary2016,the Financial Accounting Standards Board (“FASB”) issued a new leases standard which sets out principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessors and lessees).  The new standard requires the following:

• Lessors – Leases will be accounted for using an approach that is substantially equivalent to existing guidance for operating, sales-type and financing leases, but aligned with the new revenue recognition standard.  Lessors will be required to allocate lease payments to separate lease and non-lease components of each lease agreement, with the non-lease components evaluated under the new revenue recognition standard.

• Lessees – Leases will be accounted for using a dual approach, classifying leases as either operating or finance based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee.  This classification will determine whether the lease expense is recognized on a straight-line basis over the term of the lease (for operating leases) or based on an effective interest method (for finance leases).  A lessee is also required to record a right-of-use asset and a lease liability on its balance sheet for all leases with a term of greater than 12 months regardless of their classification as operating or finance leases.  Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases.

The new standard will be effective for the Company beginning on January 1, 2019, with early adoption permitted, though the Company currently anticipates adopting the new standard on the effective date.  The new standard must be adopted using a modified retrospective method, which requires application of the new guidance at either the beginning of the earliest comparative period presented or as of the adoption date and provides for certain practical expedients, which the Company currently anticipates electing.  

The Company is the lessor for its residential and retail/commercial leases and anticipates that these leases will continue to be accounted for as operating leases under the new standard.  Therefore, the Company does not currently anticipate significant changes in the accounting for its lease revenues.  

The Company is the lessee under various corporate office and ground leases, which are required to be recognized as right of use assets and related lease liabilities on its consolidated balance sheets upon adoption.  The Company currently anticipates that its corporate office leases will continue to be accounted for as operating leases under the new standard.  Based on its anticipated election of the practical expedients, the Company would not be required to reassess the classification of existing ground leases and therefore these leases would continue to be accounted for as operating leases.  However, in the event we modify existing ground leases and/or enter into new ground leases after adoption of the new standard, such leases will likely be classified as finance leases.  The Company expects to record right of use assets and related lease liabilities to its opening balance sheet upon adoption of the new standard on January 1, 2019, which it currently estimates to be an amount not likely to exceed $300.0 million.  The ultimate impact on the Company’s consolidated results of operations and financial position will depend on our lease portfolio and other factors as of the adoption date, as we continue to evaluate the new leases standard.

In July 2018, the FASB issued an amendment to the new leases standard, which includes a practical expedient that provides lessors an option not to separate lease and non-lease components when certain criteria are met and instead account for those components as a single component under the new leases standard.  The amendment also provides a transition option that permits the application of the new guidance as of the adoption date rather than to all periods presented.  The Company anticipates electing the practical expedient to account for both its lease and non-lease components as a single component under the leases standard and electing the new transition option.

In June 2016, the FASB issued a new standard which requires companies to adopt a new approach for estimating credit losses on certain types of financial instruments, such as trade and other receivables and loans.  The standard will require entities to estimate a lifetime expected credit loss for most financial instruments, including trade receivables.  The new standard will be effective for the Company beginning on January 1, 2020, with early adoption permitted beginning January 1, 2019.  TheCompanyiscurrentlyevaluatingtheimpactofadoptingthenewstandardonitsconsolidatedresultsofoperationsand financial position.

In August 2017, the FASB issued a final standard which makes changes to the hedge accounting model to enable entities to better portray their risk management activities in the financial statements.  The new standard expands an entity’s ability to hedge nonfinancial and financial risk components, reduces complexity in fair value hedges of interest rate risk and eases certain documentation and assessment requirements.  The new standard also eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of any hedging instrument to be presented in the same income statement line as the hedged instrument.  The new standard will be effective for the Company beginning on January 1, 2019 and early adoption is permitted.  The Company is currently evaluating the impact of adopting the new standard on its consolidated results of operations and financial position.

Recently Adopted Accounting Pronouncements

InMay2014,theFASBissuedacomprehensivenewrevenuerecognition standard entitled Revenue from Contracts with Customers that superseded nearly all existing revenue recognition guidance.  Thenewstandardspecificallyexcludesleaserevenue.  Thenewstandard’scoreprincipleisthatacompanyrecognizesrevenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expectstobeentitledinexchangeforthosegoodsorservices.  Companieswilllikelyneedtousemorejudgmentandmakemore estimatesthanunderpreviousrevenuerecognitionguidance.  Thesemayincludeidentifyingperformanceobligationsinthecontract, estimating the amount of variable consideration, if any, to include in the transaction price and allocating the transaction price to each separate performance obligation.  The new standard may be applied retrospectively to each prior period presented or prospectively with the cumulative effect, if any, recognized as of the date of adoption.  The Company selected the modified retrospective transition method as of the date of adoption as required effectiveJanuary1,2018.  Approximately94%ofrental income consistsof revenue from leasing arrangements, which is specifically excluded from the standard (included as leasing revenue in the table below).  The Company analyzed its remaining revenue streams, inclusive of fee and asset management and gains and losses on sales, and concluded these revenue streams have the same timing and pattern of revenue recognition under the new guidance, and therefore the Company had no changes in revenue recognition with the adoption of the new standard.  As such, adoption of the standard did not result in a cumulative adjustment recognized as of January 1, 2018, and the standard did not have a material impact on the Company’s consolidated financial position, results of operations, equity/capital or cash flows.

For the remaining approximately 6% of rental income that is subject to the new revenue recognition standard, the Company’s disaggregated revenue streams are disclosed in the table below for the nine months and quarter ended September 30, 2018.  These revenue streams have the same timing and pattern of revenue recognition across our reportable segments, with consistent allocations between the leasing and revenue recognition standards.  The revenue streams and percentages are comparable with the percentage of rental income for the nine months and quarter ended September 30, 2017.  

The following table presents the disaggregation of revenue streams of our rental income for the nine months and quarter ended September 30, 2018 (amounts in thousands):

		Nine Months Ended September 30, 2018					Quarter Ended September 30, 2018
Revenue Stream	Applicable Standard	Amount of Rental Income		Percentage of Rental Income			Amount of Rental Income		Percentage of Rental Income
Leasing revenue	Leases	$	1,803,908		93.7	%	$	611,119		93.6	%
Utility recoveries (“RUBS”)	Revenue Recognition		46,752		2.4	%		15,817		2.4	%
Parking revenue	Revenue Recognition		20,249		1.1	%		6,185		1.0	%
Other revenue	Revenue Recognition		54,219		2.8	%		19,556		3.0	%
Rental income		$	1,925,128		100.0	%	$	652,677		100.0	%

Additionally, as part of the new revenue recognition standard, the FASB issued amendments related to partial sales of real estate (see further discussion below).  Adoption of the new partial sales standard did not result in a change of accounting for the Company related to its disposition process.  We concluded that the Company’s typical dispositions will continue to meet the criteria for sale and associated profit recognition under both new standards.

InJanuary2016,theFASBissuedanewstandardwhichrequirescompaniestomeasureallequitysecuritieswithreadily determinablefairvaluesatfairvalueonthebalancesheet,withchangesinfairvaluerecognizedinnetincome.  The Company adopted thisnewstandard as required effective January 1, 2018 and it did not have a material effect on its consolidated results of operations or financialposition.

InAugust2016andOctober2016,theFASBissuednewstandardstoclarifyhowspecifictransactionsareclassifiedand presented on the statement of cash flows.  Among other clarifications, the new standards specifically provide guidance for the following items within the statement of cash flows which have required significant judgment in the past:

• Cash payments related to debt prepayments or extinguishment costs are to be classified within financingactivities;

• The portion of the cash payment made to settle a zero-coupon bond or a bond with an insignificant cash coupon attributable to accreted interest related to a debt discount is to be classified as a cash outflow within operating activities, and the portion attributable to the principal is to be classified within financingactivities;

• Insurance settlement proceeds are to be classified based on the nature of theloss;

• Companies must elect to classify distributions received from equity method investees using either a cumulative earnings approach or a look-through approach and the election must be disclosed;and

• Restrictedcashwillbeincludedwithcashandcashequivalentsonthestatementofcashflows.  Totalcashandcash equivalents and restricted cash are to be reconciled to the related line items on the balancesheet.

Thenewstandardsmustbeappliedretrospectivelytoallperiodspresentedintheconsolidatedfinancialstatements.  TheCompany adopted the new standard in the fourth quarter of 2017 and will continue to apply the look-through approach for distributions received from equity method investees.  While overall cash flows did not change, there are changes between cash flow classifications due primarily to the debt prepayment penalties that the Company has incurred in the comparative period.  As of September 30, 2017, the following cash flows were reclassified (amounts in thousands):

	Nine Months Ended September 30, 2017
	As Originally Presented			Reclassification Adjustments			As Presented Herein
Cash Flows from Operating Activities:
Amortization of discounts and premiums on debt	$	4,939		$	(2,921	)	$	2,018
Net (gain) loss on debt extinguishment	$	—		$	12,258		$	12,258
(Increase) decrease in deposits - restricted	$	788		$	(788	)	$	—
(Increase) decrease in mortgage deposits	$	1,447		$	(1,447	)	$	—
Net cash provided by operating activities	$	963,034		$	7,102		$	970,136
Cash Flows from Investing Activities:
(Increase) decrease in deposits on real estate acquisitions     and investments, net	$	39,519		$	(39,519	)	$	—
(Increase) decrease in mortgage deposits	$	(4,541	)	$	4,541		$	—
Net cash provided by (used for) investing activities	$	(480,797	)	$	(34,978	)	$	(515,775	)
Cash Flows from Financing Activities:
Mortgage deposits	$	57,057		$	(57,057	)	$	—
Mortgage notes payable, net: Net gain (loss) on debt extinguishment	$	—		$	(12,258	)	$	(12,258	)
Line of credit and commercial paper: Commercial paper proceeds	$	3,888,675		$	2,921		$	3,891,596
Net cash (used for) financing activities	$	(512,879	)	$	(66,394	)	$	(579,273	)
Cash and cash equivalents, beginning of period	$	77,207
(adjustments for restricted deposits, beginning of period)				$	141,881
Cash and cash equivalents and restricted deposits, beginning of period							$	219,088
Cash and cash equivalents, end of period	$	46,565
(adjustments for restricted deposits, end of period)				$	47,611
Cash and cash equivalents and restricted deposits, end of period							$	94,176

InJanuary2017,theFASB issuedanewstandardwhichclarified thedefinitionofabusiness.  Thestandard’sobjectivewasto addadditionalguidancethatassistscompaniesindeterminingwhethertransactionsshouldbeaccountedforasanassetacquisition or a business combination.  The new standard first requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets.  If this threshold is met, the set is not a business.  If this threshold is not met, the entity next evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs.  Amongotherdifferences,transactioncostsassociatedwithassetacquisitionsarecapitalizedwhilethoseassociatedwithbusiness combinationsareexpensedasincurred.  Inaddition,purchasepriceinanassetacquisitionisallocatedonarelativefairvaluebasis while in a business combination it is generally measured at fair value.  The new standard will be applied prospectively to any transactions occurring within the period of adoption.  The Company early adopted the new standard as allowed effective January 1, 2017.  The Company anticipates that substantially all of its transactions will now be accounted for as asset acquisitions, which means transaction costs will largely be capitalized as noted above.  

InFebruary 2017,theFASB issuedanewstandardwhich clarifies the accounting treatment for partial sales of nonfinancial assets (i.e. real estate).  The standard clarifies that partial sales transactions include contributions of nonfinancial assets to a joint venture or other noncontrolled investee.  Companies must recognize a full gain or loss on transfers of nonfinancial assets to equity method investees.  The standard requires companies to derecognize distinct nonfinancial assets or distinct in substance nonfinancial assets in partial sale transactions when it does not have a controlling financial interest in the legal entity that holds the asset and transfers control of the asset.  Once the distinct nonfinancial asset is transferred, the company is required to measure any non-controlling interest it receives or retains at fair value and recognize a full gain or loss on the transaction.  If a company transfers ownership interests in a consolidated subsidiary and continues to maintain a controlling financial interest, the company does not derecognize the assets or liabilities, and accounts for the transaction as an equity transaction and no gain or loss is recognized.  The Company adopted thisnewstandard concurrently with the new revenue recognition standard as required effective January 1, 2018.  The Company has not had a partial sale of nonfinancial assets in the current or comparative periods, therefore the adoption of this standard did not have a material impact on its consolidated results of operations and financial position.