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Leases
6 Months Ended
Jun. 30, 2022
Leases [Abstract]  
Leases

Note 5 – Leases

Lessor Disclosures

Future minimum rental receipts, excluding variable payments and tenant reimbursements of expenses, under non-cancelable operating leases executed as of June 30, 2022 are approximately as follows:

 

(in thousands)

 

June 30, 2022

 

Remainder of 2022

 

$

43,779

 

2023

 

 

84,576

 

2024

 

 

81,785

 

2025

 

 

81,869

 

2026

 

 

78,034

 

2027

 

 

75,329

 

Thereafter

 

 

304,450

 

Total

 

$

749,822

 

 

 

The components of lease revenues for the three and six months ended June 30, 2022 and 2021 were as follows:

 

(in thousands)

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Fixed rental income

 

$

21,341

 

 

$

23,135

 

 

$

45,119

 

 

$

45,407

 

Variable rental income

 

 

4,482

 

 

 

3,222

 

 

 

9,083

 

 

 

12,268

 

Total rental income

 

$

25,823

 

 

$

26,357

 

 

$

54,202

 

 

$

57,675

 

 

Lessee Disclosures

The Company has one ground lease and one corporate office lease which are classified as operating leases. As of June 30, 2022, and December 31, 2021, the outstanding amount of right-of-use, or ROU, assets were $16.6 million and $17.0 million, respectively, which is included in prepaid expenses, deferred expenses and other assets, net on the condensed consolidated balance sheets.

The Company recorded rent expense related to leased corporate office space of $0.2 million and $0.3 million for the three months ended June 30, 2022 and 2021, respectively. The Company recorded rent expense related to leased corporate office space of $0.5 million and $0.7 million for the six months ended June 30, 2022 and 2021, respectively. Such rent expense is classified within general and administrative expenses in the condensed consolidated statements of operations.

In addition, the Company recorded ground rent expense of approximately $0.1 million for the three and six months ended June 30, 2022 and 2021. Such ground rent expense is classified within property operating expenses in the condensed consolidated statements of operations. The ground lease requires the Company to make fixed annual rental payments and expires in 2073 assuming all extension options are exercised.

The Company expects to make cash payments on operating leases of $0.5 million in 2022, $1.1 million in 2023, $1.2 million in 2024, $1.2 million in 2025, $1.2 million in 2026, $1.2 million in 2027 and $2.9 million for the periods thereafter. The present value discount is ($3.0) million.

The following table sets forth information related to the measurement of our lease liabilities as of June 30, 2022:

 

 

 

June 30, 2022

 

Weighted average remaining lease term (in years)

 

 

9.65

 

Weighted average discount rate

 

 

6.98

%

Cash paid for operating leases (in thousands)

 

$

847

 

 

Sale-leaseback Financing Obligations

During the year ended December 31, 2020, the Company completed a sale-leaseback transaction of a property in Hialeah, Florida for $21.0 million which is included in sales-leaseback financing obligations on the condensed consolidated balance sheets. As part of the sale-leaseback transaction, the Company agreed to lease all land and improvements on the land for a fixed term of 25 years at an initial base rent of $1.5 million per annum which will increase by 1.5% per year thereafter. For the initial periods of the sale-leaseback, cash payments are less than the interest expense recognized, which causes the obligation to increase during the initial years of the lease term. The implied interest rate is approximately 7.00%. The Company has a purchase option during years four, five or seven of the 25-year term to reacquire, solely at the Company’s option, the Hialeah property at a predetermined price. The Hialeah property continues to be reflected as a long-lived asset and depreciated over its remaining useful life.

Future sale-leaseback financing obligations as of June 30, 2022 are approximately as follows:

 

(in thousands)

 

June 30, 2022

 

Remainder of 2022

 

$

734

 

2023

 

 

1,486

 

2024

 

 

1,508

 

2025

 

 

1,531

 

2026

 

 

1,554

 

2027

 

 

1,577

 

Thereafter

 

 

32,445

 

Interest

 

 

(20,183

)

Total

 

$

20,652

 

 

Subsequent to June 30, 2022, the Company repurchased the property and concurrently sold it to another buyer, thus terminating the sales-leaseback financing obligation.

Original Master Lease and Holdco Master Lease

On February 28, 2019, the Company and certain affiliates of Transform Holdco LLC (“Holdco”), an affiliate of ESL Investments, Inc., executed the Holdco Master Lease (the “Holdco Master Lease”) which became effective on March 12, 2019 when the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”) issued an order approving the rejection of the Original Master Lease. The Company analyzed this transaction under applicable accounting guidance and determined that the termination of the Original Master Lease and entering into the Holdco Master Lease should be accounted for as a modification. The Holdco Master Lease provided the Company with the right to recapture the space occupied by the tenant at all properties (other than five specified properties) and the right to recapture any automotive care centers which are free-standing or attached as “appendages” to the properties, all outparcels or outlots and certain portions of parking areas and common areas. Under the terms of the Holdco Master Lease, Holdco had the right, at any time, to terminate the Holdco Master Lease with respect to any property upon the payment of a termination fee equal to one year of base rent plus annual taxes and other operating expenses. Sears Holdings exercised termination rights with respect to 87 properties under the Original Master Lease prior to its rejection on March 12, 2019 and Holdco exercised termination rights with respect to all remaining properties under the Holdco Master Lease during the year ended December 31, 2020, with the remaining five properties effective in March 2021.

Revenues from the Holdco Master Lease as amended by the Amendment, and the Original Master Lease for the three months ended June 30, 2022 and 2021 are as follows (in thousands). No straight line rental income was recorded during these periods.

 

(in thousands)

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Fixed rental income

 

$

 

 

$

 

 

$

 

 

$

 

Variable rental income

 

 

 

 

 

 

 

 

 

 

 

4,510

 

Total rental income

 

$

 

 

$

 

 

$

 

 

$

4,510