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ACQUISITIONS AND DISPOSITIONS
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS

The fair value of real estate acquired is recorded to the acquired tangible assets, consisting primarily of land, land improvements, building and improvements, tenant improvements, and furniture, fixtures, and equipment, and identified intangible assets and liabilities, consisting of the value of acquired above-market and below-market leases, in-place leases and ground leases, if any, based in each case on their respective fair values. Loan premiums, in the case of above-market rate loans, or loan discounts, in the case of below-market rate loans, are recorded based on the fair value of any loans assumed in connection with acquiring the real estate.

2018 Transactions—On January 18, 2018, we acquired a 100% fee-simple interest in an office property known as 9460 Wilshire Boulevard from an unrelated third-party. The property has approximately 68,866 square feet of office space and 22,884 square feet of retail space and is located in Beverly Hills, California. The acquisition was funded with proceeds from our Series L Preferred Stock offering, and the acquired property is reported as part of the office segment (Note 20). We performed an analysis and, based on our analysis, we determined this acquisition was an asset purchase and not a business combination. As such, transaction costs were capitalized as incurred in connection with this acquisition.

 
 
Asset
 
Date of
 
 
 
Purchase
Property
 
Type
 
Acquisition
 
Square Feet
 
Price (1)
 
 
 
 
 
 
 
 
(in thousands)
9460 Wilshire Boulevard, Beverly Hills, CA
 
Office
 
January 18, 2018
 
91,750
 
$
132,000

 
(1)
In December 2017, at the time we entered into the purchase and sale agreement, we made a $20,000,000 non-refundable deposit to an escrow account that is included in other assets on our consolidated balance sheet at December 31, 2017. Transaction costs that were capitalized in connection with the acquisition of this property totaled $48,000, which are not included in the purchase price above.

There were no dispositions during the year ended December 31, 2018.

2017 Transactions—On December 29, 2017, we acquired a 100% fee-simple interest in an office property known as 1130 Howard Street from an unrelated third-party. The office property has approximately 21,194 square feet and is located in San Francisco, California. The acquisition was funded with proceeds from our Series L Preferred Stock offering, and the acquired property is reported as part of the office segment (Note 20). We performed an analysis and, based on our analysis, we determined this acquisition was an asset purchase and not a business combination. As such, transaction costs were capitalized as incurred in connection with this acquisition.

 
 
Asset
 
Date of
 
 
 
Purchase
Property
 
Type
 
Acquisition
 
Square Feet
 
Price (1)
 
 
 
 
 
 
 
 
(in thousands)
1130 Howard Street, San Francisco, CA
 
Office
 
December 29, 2017
 
21,194
 
$
17,717

 
(1)
Transaction costs that were capitalized and assumption of liabilities totaled $1,915,000, which are excluded from the purchase price above.









We sold 100% fee-simple interests in the following properties, other than 800 N Capitol, in which we sold a 100% leasehold interest, to unrelated third-parties. Transaction costs related to these sales were expensed as incurred.
Property
 
Asset Type
 
Date of Sale
 
Square
Feet or Units (1)
 
Sales Price
 
Transaction Costs
 
Gain on Sale
 
 
 
 
 
 
 
 
(in thousands)
211 Main Street,
San Francisco, CA
 
Office
 
March 28, 2017
 
417,266
 
$
292,882

 
$
2,943
 (2)
 
$
187,734

3636 McKinney Avenue,
Dallas, TX
 
Multifamily
 
May 30, 2017
 
103
 
$
20,000

 
$
1,320
 (2)
 
$
5,488

3839 McKinney Avenue,
Dallas, TX
 
Multifamily
 
May 30, 2017
 
75
 
$
14,100

 
$
938
 (2)
 
$
4,224

200 S College Street,
Charlotte, NC
 
Office
 
June 8, 2017
 
567,865
 
$
148,500

 
$
833

 
$
45,906

980 9th and 1010 8th Street,
Sacramento, CA
 
Office & Parking Garage
 
June 20, 2017
 
485,926
 
$
120,500

 
$
1,119

 
$
34,559

4649 Cole Avenue,
Dallas, TX
 
Multifamily
 
June 23, 2017
 
334
 
$
64,000

 
$
3,311
 (2)
 
$
25,836

800 N Capitol Street,
Washington, D.C.
 
Office
 
August 31, 2017
 
311,593
 
$
119,750

 
$
2,388

 
$
34,456

7083 Hollywood Boulevard,
Los Angeles, CA (3)
 
Office
 
September 21, 2017
 
82,193
 
$
42,300

 
$
584

 
$
23,670

47 E 34th Street,
New York, NY
 
Multifamily
 
September 26, 2017
 
110
 
$
80,000

 
$
3,157

 
$
16,556

370 L'Enfant Promenade,
Washington, D.C. (4)
 
Office
 
October 17, 2017
 
409,897
 
$
126,680

 
$
2,451

 
$
2,994

4200 Scotland Street,
Houston, TX (3)
 
Multifamily
 
December 15, 2017
 
308
 
$
64,025

 
$
597

 
$
20,314

 
(1)
Reflects the square footage of office properties and number of units of multifamily properties.
(2)
Includes a prepayment penalty incurred in connection with the prepayment of the mortgage on the property in the amount of $1,508,000 at 211 Main Street, $1,143,000 at 3636 McKinney Avenue, $758,000 at 3839 McKinney Avenue, and $2,812,000 at 4649 Cole Avenue (Note 8).
(3)
A mortgage collateralized by this property was assumed by the buyer in connection with our sale of the property (Note 8).
(4)
In August 2017, we negotiated an agreement with an unrelated third-party for the sale of this property. We determined the book value of this property exceeded its estimated fair value less costs to sell, and as such, an impairment charge of $13,100,000 was recognized at such time for the year ended December 31, 2017 (Note 2). Our determination of fair value was based on the sales price negotiated with the third-party buyer.












2016 Transactions—There were no acquisitions during the year ended December 31, 2016.

We sold 100% fee-simple interests in the following properties to unrelated third-parties. Transaction costs related to these sales were expensed as incurred.
Property
 
Asset
Type
 
Date of Sale
 
Rooms
 
Sales
Price
 
Transaction Costs
 
Gain on
Sale
 
 
 
 
 
 
 
 
(in thousands)
Courtyard Oakland,
Oakland, CA
 
Hotel
 
February 2, 2016
 
162
 
$
43,800

 
$
1,026

 
$
24,739

LAX Holiday Inn,
Los Angeles, CA
 
Hotel
 
July 19, 2016
 
405
 
$
52,500

 
$
706

 
$
14,927



The results of operations of the properties we sold have been included in the consolidated statements of operations through each properties' respective disposition date. The following is the detail of the carrying amounts of assets and liabilities at the time of the sales of the properties that occurred during the years ended December 31, 2018, 2017 and 2016:

 
Year Ended December 31,
 
2018
 
2017
 
2016
 
(in thousands)
Assets
 
 
 
 
 
Investments in real estate, net
$

 
$
631,740

 
$
54,374

Deferred rent receivable and charges, net

 
34,071

 

Other intangible assets, net

 
11,283

 
528

Other assets

 
38

 

Total assets
$

 
$
677,132

 
$
54,902

Liabilities
 
 
 
 
 
Debt, net (1)
$

 
$
115,037

 
$

Other liabilities

 
14,029

 

Intangible liabilities, net

 
1,800

 

Total liabilities
$

 
$
130,866

 
$

 
(1)
Net of $665,000 of premium on assumed mortgage. Debt of $50,260,000 was assumed by certain buyers in connection with sales of certain properties.














The results of operations of the properties we acquired have been included in the consolidated statements of operations from the date of acquisition. The fair value of the net assets acquired for the aforementioned acquisitions during the years ended December 31, 2018, 2017 and 2016 are as follows:

 
Year Ended December 31,
 
2018 (1)
 
2017 (1)
 
2016
 
(in thousands)
Land
$
52,199

 
$
8,290

 
$

Land improvements
756

 

 

Buildings and improvements
74,522

 
10,109

 

Tenant improvements
1,451

 
371

 

Acquired in-place leases (2)
7,003

 
1,184

 

Acquired above-market leases (3)
109

 
37

 

Acquired below-market leases (4)
(3,992
)
 
(360
)
 

Net assets acquired
$
132,048

 
$
19,631

 
$

 
(1)
The purchase price of the acquisitions completed during the years ended December 31, 2018 and 2017 were less than 10% of our total assets as of the most recent annual consolidated financial statements filed at or prior to the date of acquisition.
(2)
Acquired in-place leases have a weighted average amortization period of 3 years and 5 years for the 2018 and 2017 acquisitions, respectively.
(3)
Acquired above-market leases have a weighted average amortization period of 2 years and 7 years, respectively, for the 2018 and 2017 acquisitions.
(4)
Acquired below-market leases have a weighted average amortization period of 3 years and 2 years, respectively, for the 2018 and 2017 acquisitions.

























Assets Held for Sale

In March 2019, we sold 100% fee-simple interests in three office properties and one parking garage in Oakland, California; one office property in Washington, D.C.; and one office property in San Francisco, California in each case to unrelated third-parties. The aggregate gain on the sale of these properties is expected to be approximately $353,000,000. The office property in San Francisco, California had been classified as held for sale as of December 31, 2018, as the purchase and sale agreement was entered into and became subject to a non-refundable deposit prior to December 31, 2018. The following is the detail of the carrying amounts of assets and liabilities for the office property in San Francisco, California that is classified as held for sale on our consolidated balance sheet as of December 31, 2018:
 
 
(in thousands)
Assets
 
 
Investments in real estate, net (1)
 
$
17,123

Cash and cash equivalents
 
755

Accounts receivable, net
 
41

Deferred rent receivable and charges, net
 
4,009

Other intangible assets, net (2)
 
220

Other assets
 
27

Total assets held for sale, net
 
$
22,175

Liabilities
 
 
Debt, net (3)
 
$
28,018

Accounts payable and accrued expenses
 
370

Due to related parties
 
81

Other liabilities
 
297

Total liabilities associated with assets held for sale, net
 
$
28,766

 

(1)
Investments in real estate of $24,832,000 are presented net of accumulated depreciation of $7,709,000.
(2)
Other intangible assets, net, represent acquired in-place leases of $1,778,000, which are presented net of accumulated amortization of $1,558,000.
(3)
Debt includes the outstanding principal balance of 260 Townsend Street of $28,200,000. Debt is presented net of deferred loan costs of $243,000 and the accumulated amortization of $61,000.