XML 26 R13.htm IDEA: XBRL DOCUMENT v3.4.0.3
REAL ESTATE AND RELATED LEASE INTANGIBLES, NET
3 Months Ended
Mar. 31, 2016
Real Estate [Abstract]  
REAL ESTATE AND RELATED LEASE INTANGIBLES, NET
5. REAL ESTATE AND RELATED LEASE INTANGIBLES, NET

The following tables present additional detail related to our real estate portfolio ($ in thousands):
 
 
March 31, 2016
 
December 31, 2015
 
 
 
 
Land
$
134,618

 
$
138,128

Building
628,612

 
640,206

In-place leases and other intangibles
138,402

 
139,501

Real estate
901,632

 
917,835

Less: Accumulated depreciation and amortization
(92,402
)
 
(83,056
)
Real estate and related lease intangibles, net
$
809,230

 
$
834,779


 
The following table presents depreciation and amortization expense on real estate recorded by the Company ($ in thousands):
 
 
Three Months Ended March 31,
 
2016
 
2015
 
 
 
 
Depreciation expense (1)
$
6,104

 
$
5,906

Amortization expense
3,693

 
3,812

Total real estate depreciation and amortization expense
$
9,797

 
$
9,718

 
 
(1)
Depreciation expense on the combined consolidated statements of income also includes $5,125 and $5,187 of depreciation on corporate fixed assets for the three months ended March 31, 2016 and 2015, respectively.

The Company’s intangible assets are comprised of in-place leases, favorable leases compared to market leases and other intangibles. At March 31, 2016, gross intangible assets totaled $138.4 million with total accumulated amortization of $36.6 million, resulting in net intangible assets of $101.8 million, including $6.1 million of unamortized favorable lease intangibles which are included in real estate and related lease intangibles, net on the combined consolidated balance sheets. At December 31, 2015, gross intangible assets totaled $139.5 million with total accumulated amortization of $32.7 million, resulting in net intangible assets of $106.8 million, including $6.5 million of unamortized favorable lease intangibles which are included in real estate and related lease intangibles, net on the combined consolidated balance sheets. For the three months ended March 31, 2016 and 2015, respectively, the Company recorded an offset against operating lease income of $0.4 million and $0.4 million, respectively, for favorable leases.
 
The following table presents expected amortization expense during the next five years and thereafter related to the acquired in-place lease intangibles for property owned as of March 31, 2016 ($ in thousands):
 
Period Ending December 31,
 
Amount
 
 
 
2016 (last 9 months)
 
$
10,076

2017
 
4,886

2018
 
4,414

2019
 
3,992

2020
 
3,266

Thereafter
 
75,187

Total
 
$
101,821



There were $5.6 million and $5.0 million of unbilled rent receivables included in other assets on the combined consolidated balance sheets as of March 31, 2016 and December 31, 2015, respectively.

There was unencumbered real estate of $30.9 million and $47.8 million as of March 31, 2016 and December 31, 2015, respectively.
 
The following is a schedule of non-cancellable, contractual, future minimum rent under leases (excluding property operating expenses paid directly by tenant under net leases or rent escalations under other leases from tenants) at March 31, 2016 ($ in thousands):
 
Period Ending December 31,
 
Amount
 
 
 
2016 (last 9 months)
 
$
53,182

2017
 
67,974

2018
 
65,337

2019
 
60,705

2020
 
57,582

Thereafter
 
494,550

Total
 
$
799,330



Acquisitions
 
During the three months ended March 31, 2016, the Company acquired no properties. During the three months ended March 31, 2015, the Company acquired the following properties ($ in thousands):

Acquisition Date
 
Type
 
Primary Location(s)
 
Purchase Price
 
Ownership Interest (1)
 
 
 
 
 
 
 
 
 
January 2015
 
Net Lease
 
Jacksonville, NC
 
$
7,877

 
100.0%
January 2015
 
Net Lease
 
Iberia, MO
 
1,328

 
100.0%
January 2015
 
Net Lease
 
Isle, MN
 
1,078

 
100.0%
January 2015
 
Net Lease
 
Pine Island, MN
 
1,142

 
100.0%
January 2015
 
Net Lease
 
Kings Mountain, NC
 
21,241

 
100.0%
February 2015
 
Net Lease
 
Village of Menomonee Falls, WI
 
17,050

 
100.0%
February 2015
 
Net Lease
 
Rockland, MA
 
7,316

 
100.0%
February 2015
 
Net Lease
 
Crawfordsville, IA
 
6,000

 
100.0%
February 2015
 
Net Lease
 
Boardman Township, OH
 
5,400

 
100.0%
March 2015
 
Net Lease
 
Hilliard, OH
 
6,384

 
100.0%
March 2015
 
Net Lease
 
Weathersfield Township, OH
 
5,200

 
100.0%
March 2015
 
Net Lease
 
Rotterdam, NY
 
12,000

 
100.0%
March 2015
 
Net Lease
 
Wheaton, MO
 
970

 
100.0%
March 2015
 
Net Lease
 
Paynesville, MN
 
1,254

 
100.0%
March 2015
 
Net Lease
 
Loveland, CO
 
5,600

 
100.0%
March 2015
 
Net Lease
 
Battle Lake, MN
 
1,098

 
100.0%
March 2015
 
Net Lease
 
Yorktown, TX
 
1,207

 
100.0%
March 2015
 
Net Lease
 
St. Francis, MN
 
1,117

 
100.0%
Total real estate acquisitions
 
 
 
$
103,262

 
 
 
(1) Properties were consolidated as of acquisition date.

The purchase prices were allocated to the net assets acquired during the three months ended March 31, 2015, as follows ($ in thousands):

 
 
Purchase Price Allocation
 
 
 
Land
 
$
12,605

Building
 
82,669

Intangibles
 
7,988

Total purchase price
 
$
103,262



Sales

The Company sold the following properties during the three months ended March 31, 2016 ($ in thousands):

Sales Date
 
Type
 
Primary Location(s)
 
Net Sales Proceeds
 
Net Book Value
 
Realized Gain/(Loss)
 
Properties
 
Units
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mar 2016
 
Net Lease
 
Rockland, MA
 
9,148

 
8,437

 
711

 
1

 

Various
 
Condominium
 
Las Vegas, NV
 
8,404

 
4,417

 
3,987

 

 
17

Various
 
Condominium
 
Miami, FL
 
5,963

 
4,566

 
1,397

 

 
21

Totals
 
 
 
 
 
$
23,515

 
$
17,420

 
$
6,095

 
 
 
 
 
The Company sold the following properties during the three months ended March 31, 2015 ($ in thousands):

Sales Date
 
Type
 
Primary Location(s)
 
Net Sales Proceeds
 
Net Book Value
 
Realized Gain/(Loss)
 
Properties
 
Units
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Various
 
Condominium
 
Las Vegas, NV
 
12,210

 
6,777

 
5,433

 

 
25

Various
 
Condominium
 
Miami, FL
 
9,857

 
7,628

 
2,229

 

 
33

Totals
 
 
 
 
 
$
22,067

 
$
14,405

 
$
7,662

 
 
 
 

Real Estate Sold or Classified as Held for Sale

On January 1, 2014, the Company early adopted ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, and as the properties sold or classified as real estate held for sale in the three months ended March 31, 2016 and 2015 did not represent a strategic shift (as the Company is not entirely exiting markets or property types), they have not been reflected as part of discontinued operations.
 


The following unaudited pro forma information has been prepared based upon our historical combined consolidated financial statements and certain historical financial information of the acquired properties, which are accounted for as business combinations, and should be read in conjunction with the combined consolidated financial statements and notes thereto. The unaudited pro forma combined consolidated financial information reflects the 2015 acquisition adjustments made to present financial results as though the acquisition of the properties occurred on January 1, 2014 through the date of acquisition. This unaudited pro forma information may not be indicative of the results that actually would have occurred if these transactions had been in effect on the dates indicated, nor do they purport to represent our future results of operations ($ in thousands):
 
 
Three Months Ended March 31, 2015
 
Company
Historical
 
Acquisitions
 
Consolidated
Pro Forma
 
 
 
 
 
 
Operating lease income
$
19,147

 
$
871

 
$
20,018

Net income
17,963

 
454

 
18,417

Net (income) loss attributable to noncontrolling interest in consolidated joint ventures
(191
)
 

 
(191
)
Net (income) loss attributable to noncontrolling interest in operating partnership
(8,597
)
 
(222
)
 
(8,819
)
Net income attributable to Class A common shareholders
9,175

 
231

 
9,406



The Company recorded $1.0 million in revenues from its 2015 acquisitions for the three months ended March 31, 2015, which are included in operating lease income on the combined consolidated statements of income.
 
The most significant adjustments made in preparing the unaudited pro forma information were to: (i) include the incremental operating lease income, (ii) include the incremental depreciation, and (iii) adjust for transaction costs associated with the properties acquired in 2015 as if they were incurred on January 1, 2014.