Organization and Basis of Presentation (Tables)
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3 Months Ended |
Mar. 31, 2014
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Organization and Basis of Presentation [Abstract] |
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Components of Marketable Securities |
As of March 31, 2014 and December 31, 2013, marketable securities consisted primarily of investment-grade unsecured bonds, common stock, investments in mortgage backed securities and investment funds that invest in U.S. treasury or agency securities. As of March 31, 2014 and December 31, 2013, the Company classified its investments in mortgage backed securities, which mature in November 2019 and September 2020, as held to maturity, and accordingly, these securities are stated at their amortized cost. As of March 31, 2014 and December 31, 2013 marketable securities consist of the following ($ in thousands):
| | March 31, 2014 | | | | Cost/ | | | Gross | | | | | | | Amortized | | | Unrealized | | | | | | | Cost | | | Gain (Loss) | | | Carrying Value | | Available for sale: | | | | | | | | | | Investment-grade unsecured bonds | | $ | 11,772 | | | $ | 96 | | | $ | 11,868 | | Investment funds - US treasuries | | | 5,017 | | | | 5 | | | | 5,022 | | Common stock | | | 22,103 | | | | 710 | | | | 22,813 | | Held to maturity: | | | | | | | | | | | | | Mortgage backed securities | | | 60,645 | | | | - | | | | 60,645 | | Total | | $ | 99,537 | | | $ | 811 | | | $ | 100,348 | |
| | December 31, 2013 | | | | Cost/ | | | Gross | | | | | | | Amortized | | | Unrealized | | | | | | | Cost | | | Gain (Loss) | | | Carrying Value | | Available for sale: | | | | | | | | | | Investment-grade unsecured bonds | | $ | 15,446 | | | $ | 509 | | | $ | 15,955 | | Investment funds - US treasuries | | | 3,675 | | | | 3 | | | | 3,678 | | Common stock | | | 13,104 | | | | (1,304 | ) | | | 11,800 | | Held to maturity: | | | | | | | | | | | | | Mortgage backed securities | | | 58,651 | | | | - | | | | 58,651 | | Total | | $ | 90,876 | | | $ | (792 | ) | | $ | 90,084 | |
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Changes in Accumulated Other Comprehensive Loss, Net by Component |
Changes in Accumulated Other Comprehensive Loss, Net by Component
Essex Property Trust, Inc.
| | | | | Unrealized | | | | | | | Change in fair | | | gains/(losses) on | | | | | | | value and amortization | | | available for sale | | | | | | | of derivatives | | | securities | | | Total | | Balance at December 31, 2013 | | $ | (59,724 | ) | | $ | (748 | ) | | $ | (60,472 | ) | Other comprehensive income (loss) before reclassification | | | 472 | | | | 1,914 | | | | 2,386 | | Amounts reclassified from accumulated other comprehensive loss | | | 2,093 | | | | (402 | ) | | | 1,691 | | Net other comprehensive income (loss) | | | 2,565 | | | | 1,512 | | | | 4,077 | | Balance at March 31, 2014 | | $ | (57,159 | ) | | $ | 764 | | | $ | (56,395 | ) |
Essex Portfolio, L.P.
| | | | | Unrealized | | | | | | | Change in fair | | | gains/(losses) on | | | | | | | value and amortization | | | available for sale | | | | | | | of derivatives | | | securities | | | Total | | Balance at December 31, 2013 | | $ | (58,148 | ) | | $ | (792 | ) | | $ | (58,940 | ) | Other comprehensive income (loss) before reclassification | | | 627 | | | | 2,030 | | | | 2,657 | | Amounts reclassified from accumulated other comprehensive loss | | | 2,093 | | | | (427 | ) | | | 1,666 | | Net other comprehensive income (loss) | | | 2,720 | | | | 1,603 | | | | 4,323 | | Balance at March 31, 2014 | | $ | (55,428 | ) | | $ | 811 | | | $ | (54,617 | ) |
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Preliminary Fair Values of Assets and Liabilities Acquired |
As previously discussed in Note 1, the merger with BRE closed on April 1, 2014 and 14 of the BRE properties were acquired on March 31, 2013. The preliminary fair value of the assets acquired on March 31, 2014 in exchange for $1.4 billion of OP units was substantially all attributable to rental properties which included land, buildings and improvements, and real estate under development and approximately $19 million attributable to acquired in-place lease value which is classified within prepaid expenses and other assets in the accompanying condensed consolidated balance sheets. With regards to the BRE merger that closed on April 1, 2014, a summary of the preliminary fair value of the assets and liabilities acquired on April 1, 2014 in exchange for the total consideration of approximately $4.3 billion were as follows (includes the 14 properties acquired on March 31, 2014 as the OP units issued were retired on April 1, 2014) (in millions): Rental properties, excluding co-investments | | $ | 5,808 | | Co-investments | | | 206 | | In-place lease value | | | 97 | | Other assets | | | 96 | | Secured and unsecured debt | | | (1,736 | ) | Other liabilities | | | (129 | ) | | | $ | 4,342 | |
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Pro Forma Information |
The unaudited pro forma financial information set forth below is based on Essex’s historical condensed consolidated statement of operations and comprehensive income for the quarters ended March 31, 2014 and March 31, 2013, adjusted to give effect to the merger with BRE including the 14 BRE properties contributed on March 31, 2014, as if they occurred on January 1, 2013. The pro forma adjustments primarily relate to merger expenses, depreciation expense on acquired buildings and improvements, amortization of acquired intangibles, and estimated interest expense related to assumed debt.
Essex Property Trust, Inc.
| | Pro forma (unaudited) | | | | three months ended March 31 | | | | (in thousands, except per share data) | | | | 2014 | | | 2013 | | Total revenue | | $ | 247,801 | | | $ | 228,721 | | Net income available to common shareholders (1) (2) | | $ | 130,506 | | | $ | (16,956 | ) | Earnings per share, diluted (1) | | $ | 2.08 | | | $ | (0.28 | ) |
Essex Portfolio, L.P.
| | Pro forma (unaudited) | | | | three months ended March 31 | | | | (in thousands, except per unit data) | | | | 2014 | | | 2013 | | Total revenue | | $ | 247,801 | | | $ | 228,721 | | Net income available to common unitholders (1) (2) | | $ | 131,923 | | | $ | (15,455 | ) | Earnings per unit, diluted (1) | | $ | 2.08 | | | $ | (0.25 | ) |
| (1) | 2014 supplemental pro forma net income available to common stockholders were adjusted to exclude $16,059 of merger related costs incurred by Essex during the three-months ended March 31, 2014. 2013 supplemental pro forma net income available to common stockholders were adjusted to include these charges plus an additional approximately $29,000 of merger expenses estimated to be incurred by Essex . 2014 and 2013 supplemental proforma earnings per share, diluted, were adjusted accordingly. |
| (2) | 2014 supplemental pro forma net income available to common stockholders includes approximately $105 million from discontinued operations related to the sale of three BRE properties that are non-recurring transactions. |
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