FORM 10-Q |
ý | QUARTERLY REPORT PURSUANT TO THE SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Maryland | 52-0782497 | |
(State of Organization) | (IRS Employer Identification No.) | |
1626 East Jefferson Street, Rockville, Maryland | 20852 | |
(Address of Principal Executive Offices) | (Zip Code) |
Large Accelerated Filer | ý | Accelerated Filer | ¨ |
Non-Accelerated Filer | o (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
PART I. FINANCIAL INFORMATION | ||
Item 1. | Financial Statements | |
Consolidated Balance Sheets as of March 31, 2016 (unaudited) and December 31, 2015 | ||
Consolidated Statements of Comprehensive Income (unaudited) for the three months ended March 31, 2016 and 2015 | ||
Consolidated Statement of Shareholders' Equity (unaudited) for the three months ended March 31, 2016 | ||
Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2016 and 2015 | ||
Notes to Consolidated Financial Statements (unaudited) | ||
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | |
Item 3. | Quantitative and Qualitative Disclosures about Market Risk | |
Item 4. | Controls and Procedures | |
PART II. OTHER INFORMATION | ||
Item 1. | Legal Proceedings | |
Item 1A. | Risk Factors | |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | |
Item 3. | Defaults Upon Senior Securities | |
Item 4. | Mine Safety Disclosures | |
Item 5. | Other Information | |
Item 6. | Exhibits | |
SIGNATURES |
ITEM 1. | FINANCIAL STATEMENTS |
March 31, | December 31, | ||||||
2016 | 2015 | ||||||
(In thousands, except share and per share data) | |||||||
(Unaudited) | |||||||
ASSETS | |||||||
Real estate, at cost | |||||||
Operating (including $1,197,847 and $1,192,336 of consolidated variable interest entities, respectively) | $ | 5,901,076 | $ | 5,630,771 | |||
Construction-in-progress | 452,070 | 433,635 | |||||
6,353,146 | 6,064,406 | ||||||
Less accumulated depreciation and amortization (including $184,078 and $176,057 of consolidated variable interest entities, respectively) | (1,611,379 | ) | (1,574,041 | ) | |||
Net real estate | 4,741,767 | 4,490,365 | |||||
Cash and cash equivalents | 19,716 | 21,046 | |||||
Accounts and notes receivable, net | 113,749 | 110,402 | |||||
Mortgage notes receivable, net | 41,618 | 41,618 | |||||
Investment in real estate partnerships | 10,455 | 41,546 | |||||
Prepaid expenses and other assets | 198,152 | 191,582 | |||||
TOTAL ASSETS | $ | 5,125,457 | $ | 4,896,559 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||
Liabilities | |||||||
Mortgages payable (including $446,046 and $448,315 of consolidated variable interest entities, respectively) | $ | 513,009 | $ | 481,084 | |||
Capital lease obligations | 71,612 | 71,620 | |||||
Notes payable | 341,620 | 341,961 | |||||
Senior notes and debentures | 1,733,081 | 1,732,551 | |||||
Accounts payable and accrued expenses | 165,407 | 146,532 | |||||
Dividends payable | 67,593 | 66,338 | |||||
Security deposits payable | 15,845 | 15,439 | |||||
Other liabilities and deferred credits | 122,117 | 121,787 | |||||
Total liabilities | 3,030,284 | 2,977,312 | |||||
Commitments and contingencies (Note 6) | |||||||
Redeemable noncontrolling interests | 126,232 | 137,316 | |||||
Shareholders’ equity | |||||||
Preferred shares, authorized 15,000,000 shares, $.01 par: 5.417% Series 1 Cumulative Convertible Preferred Shares, (stated at liquidation preference $25 per share), 399,896 shares issued and outstanding | 9,997 | 9,997 | |||||
Common shares of beneficial interest, $.01 par, 100,000,000 shares authorized, 70,861,269 and 69,493,392 shares issued and outstanding, respectively | 710 | 696 | |||||
Additional paid-in capital | 2,565,581 | 2,381,867 | |||||
Accumulated dividends in excess of net income | (714,452 | ) | (724,701 | ) | |||
Accumulated other comprehensive loss | (6,885 | ) | (4,110 | ) | |||
Total shareholders’ equity of the Trust | 1,854,951 | 1,663,749 | |||||
Noncontrolling interests | 113,990 | 118,182 | |||||
Total shareholders’ equity | 1,968,941 | 1,781,931 | |||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 5,125,457 | $ | 4,896,559 |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
(In thousands, except per share data) | |||||||
REVENUE | |||||||
Rental income | $ | 195,308 | $ | 181,166 | |||
Other property income | 2,312 | 2,465 | |||||
Mortgage interest income | 724 | 1,161 | |||||
Total revenue | 198,344 | 184,792 | |||||
EXPENSES | |||||||
Rental expenses | 42,819 | 41,439 | |||||
Real estate taxes | 22,794 | 20,394 | |||||
General and administrative | 8,010 | 8,853 | |||||
Depreciation and amortization | 47,799 | 41,984 | |||||
Total operating expenses | 121,422 | 112,670 | |||||
OPERATING INCOME | 76,922 | 72,122 | |||||
Other interest income | 103 | 29 | |||||
Interest expense | (23,729 | ) | (24,168 | ) | |||
Income from real estate partnerships | 41 | 220 | |||||
INCOME FROM CONTINUING OPERATIONS | 53,337 | 48,203 | |||||
Gain on change in control of interests | 25,726 | — | |||||
NET INCOME | 79,063 | 48,203 | |||||
Net income attributable to noncontrolling interests | (2,108 | ) | (2,017 | ) | |||
NET INCOME ATTRIBUTABLE TO THE TRUST | 76,955 | 46,186 | |||||
Dividends on preferred shares | (135 | ) | (135 | ) | |||
NET INCOME AVAILABLE FOR COMMON SHAREHOLDERS | $ | 76,820 | $ | 46,051 | |||
EARNINGS PER COMMON SHARE, BASIC | |||||||
Continuing operations | $ | 0.73 | $ | 0.67 | |||
Gain on change in control of interests | 0.37 | — | |||||
$ | 1.10 | $ | 0.67 | ||||
Weighted average number of common shares, basic | 69,771 | 68,368 | |||||
EARNINGS PER COMMON SHARE, DILUTED | |||||||
Continuing operations | $ | 0.73 | $ | 0.67 | |||
Gain on change in control of interests | 0.37 | — | |||||
$ | 1.10 | $ | 0.67 | ||||
Weighted average number of common shares, diluted | 69,957 | 68,563 | |||||
COMPREHENSIVE INCOME | $ | 76,288 | $ | 45,742 | |||
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE TRUST | $ | 74,180 | $ | 43,725 |
Shareholders’ Equity of the Trust | |||||||||||||||||||||||||||||||||
Preferred Shares | Common Shares | Additional Paid-in Capital | Accumulated Dividends in Excess of Net Income | Accumulated Other Comprehensive Loss | Noncontrolling Interests | Total Shareholders' Equity | |||||||||||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||||||||||||||||
(In thousands, except share data) | |||||||||||||||||||||||||||||||||
BALANCE AT DECEMBER 31, 2015 | 399,896 | $ | 9,997 | 69,493,392 | $ | 696 | $ | 2,381,867 | $ | (724,701 | ) | $ | (4,110 | ) | $ | 118,182 | $ | 1,781,931 | |||||||||||||||
Net income, excluding $717 attributable to redeemable noncontrolling interests | — | — | — | — | — | 76,955 | — | 1,391 | 78,346 | ||||||||||||||||||||||||
Other comprehensive loss - change in value of interest rate swaps | — | — | — | — | — | — | (2,775 | ) | — | (2,775 | ) | ||||||||||||||||||||||
Dividends declared to common shareholders | — | — | — | — | — | (66,571 | ) | — | — | (66,571 | ) | ||||||||||||||||||||||
Dividends declared to preferred shareholders | — | — | — | — | — | (135 | ) | — | — | (135 | ) | ||||||||||||||||||||||
Distributions declared to noncontrolling interests | — | — | — | — | — | — | — | (1,358 | ) | (1,358 | ) | ||||||||||||||||||||||
Common shares issued | — | — | 1,220,595 | 12 | 181,626 | — | — | — | 181,638 | ||||||||||||||||||||||||
Shares issued under dividend reinvestment plan | — | — | 4,397 | — | 646 | — | — | — | 646 | ||||||||||||||||||||||||
Share-based compensation expense, net of forfeitures | — | — | 140,887 | 2 | 3,490 | — | — | — | 3,492 | ||||||||||||||||||||||||
Shares withheld for employee taxes | — | — | (30,039 | ) | — | (4,353 | ) | — | — | — | (4,353 | ) | |||||||||||||||||||||
Conversion and redemption of OP units | — | — | 32,037 | — | 4,281 | — | — | (4,281 | ) | — | |||||||||||||||||||||||
Contributions from noncontrolling interests | — | — | — | — | — | — | — | 56 | 56 | ||||||||||||||||||||||||
Adjustment to redeemable noncontrolling interests | — | — | — | — | (1,976 | ) | — | — | — | (1,976 | ) | ||||||||||||||||||||||
BALANCE AT MARCH 31, 2016 | 399,896 | $ | 9,997 | 70,861,269 | $ | 710 | $ | 2,565,581 | $ | (714,452 | ) | $ | (6,885 | ) | $ | 113,990 | $ | 1,968,941 |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
OPERATING ACTIVITIES | |||||||
Net income | $ | 79,063 | $ | 48,203 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization | 47,799 | 41,984 | |||||
Gain on change in control of interests | (25,726 | ) | — | ||||
Income from real estate partnerships | (41 | ) | (220 | ) | |||
Other, net | 698 | 1,491 | |||||
Changes in assets and liabilities, net of effects of acquisitions and dispositions: | |||||||
Increase in accounts receivable | (836 | ) | (6,607 | ) | |||
Decrease (increase) in prepaid expenses and other assets | 1,181 | (426 | ) | ||||
Increase in accounts payable and accrued expenses | 695 | 800 | |||||
Decrease in security deposits and other liabilities | (2,325 | ) | (3,239 | ) | |||
Net cash provided by operating activities | 100,508 | 81,986 | |||||
INVESTING ACTIVITIES | |||||||
Acquisition of real estate | (129,776 | ) | (26,414 | ) | |||
Capital expenditures - development and redevelopment | (55,554 | ) | (54,898 | ) | |||
Capital expenditures - other | (12,377 | ) | (10,466 | ) | |||
Investment in real estate partnership | (697 | ) | (47 | ) | |||
Leasing costs | (3,285 | ) | (3,333 | ) | |||
Repayment of mortgage and other notes receivable, net | 2 | 213 | |||||
Net cash used in investing activities | (201,687 | ) | (94,945 | ) | |||
FINANCING ACTIVITIES | |||||||
Net repayments under revolving credit facility, net of costs | (500 | ) | — | ||||
Issuance of senior notes, net of costs | — | 208,654 | |||||
Repayment of mortgages, capital leases and notes and other payables | (1,405 | ) | (11,035 | ) | |||
Issuance of common shares | 181,757 | 589 | |||||
Dividends paid to common and preferred shareholders | (64,884 | ) | (59,330 | ) | |||
Distributions to and redemptions of noncontrolling interests | (2,096 | ) | (2,433 | ) | |||
Redemption of redeemable noncontrolling interests | (13,023 | ) | — | ||||
Net cash provided by financing activities | 99,849 | 136,445 | |||||
(Decrease) increase in cash and cash equivalents | (1,330 | ) | 123,486 | ||||
Cash and cash equivalents at beginning of year | 21,046 | 47,951 | |||||
Cash and cash equivalents at end of period | $ | 19,716 | $ | 171,437 |
Three Months Ended | |||||||
March 31, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
SUPPLEMENTAL DISCLOSURES: | |||||||
Total interest costs incurred | $ | 27,559 | $ | 28,889 | |||
Interest capitalized | (3,830 | ) | (4,721 | ) | |||
Interest expense | $ | 23,729 | $ | 24,168 | |||
Cash paid for interest, net of amounts capitalized | $ | 20,635 | $ | 22,837 | |||
Cash paid for income taxes | $ | 141 | $ | 116 | |||
NON-CASH INVESTING AND FINANCING TRANSACTIONS: | |||||||
Mortgage loans assumed with acquisition | $ | 34,385 | $ | 18,666 | |||
DownREIT operating partnership units issued with acquisition | $ | — | $ | 7,742 | |||
DownREIT operating partnership units redeemed for common shares | $ | 4,281 | $ | 4,114 | |||
Shares issued under dividend reinvestment plan | $ | 537 | $ | 494 |
March 31, 2016 | December 31, 2015 | ||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||
(In thousands) | |||||||||||||||
Mortgages and notes payable | $ | 854,629 | $ | 866,715 | $ | 823,045 | $ | 833,931 | |||||||
Senior notes and debentures | $ | 1,733,081 | $ | 1,820,367 | $ | 1,732,551 | $ | 1,786,758 |
March 31, 2016 | December 31, 2015 | ||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||||||||
Interest rate swaps | $ | — | $ | 6,885 | $ | — | $ | 6,885 | $ | — | $ | 4,110 | $ | — | $ | 4,110 |
Three Months Ended March 31, | |||||||||||||||
2016 | 2015 | ||||||||||||||
Declared | Paid | Declared | Paid | ||||||||||||
Common shares | $ | 0.940 | $ | 0.940 | $ | 0.870 | $ | 0.870 | |||||||
5.417% Series 1 Cumulative Convertible Preferred shares | $ | 0.339 | $ | 0.339 | $ | 0.339 | $ | 0.339 |
Three Months Ended | |||||||
March 31, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
Minimum rents | |||||||
Retail and commercial | $ | 134,586 | $ | 124,313 | |||
Residential | 11,449 | 10,387 | |||||
Cost reimbursement | 41,802 | 40,887 | |||||
Percentage rent | 3,069 | 2,764 | |||||
Other | 4,402 | 2,815 | |||||
Total rental income | $ | 195,308 | $ | 181,166 |
Three Months Ended | |||||||
March 31, | |||||||
2016 | 2015 | ||||||
(In millions) | |||||||
Straight-line rents | $ | 2.0 | $ | 1.3 | |||
Amortization of above market leases | $ | (1.9 | ) | $ | (0.9 | ) | |
Amortization of below market leases | $ | 2.2 | $ | 1.6 |
Three Months Ended | |||||||
March 31, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
Grants of shares and options | $ | 3,529 | $ | 3,754 | |||
Capitalized share-based compensation | (302 | ) | (217 | ) | |||
Share-based compensation expense | $ | 3,227 | $ | 3,537 |
Three Months Ended | |||||||
March 31, | |||||||
2016 | 2015 | ||||||
(In thousands, except per share data) | |||||||
NUMERATOR | |||||||
Income from continuing operations | $ | 53,337 | $ | 48,203 | |||
Less: Preferred share dividends | (135 | ) | (135 | ) | |||
Less: Net income attributable to noncontrolling interests | (2,108 | ) | (2,017 | ) | |||
Less: Earnings allocated to unvested shares | (236 | ) | (210 | ) | |||
Income from continuing operations available for common shareholders | 50,858 | 45,841 | |||||
Gain on change in control of interests | 25,726 | — | |||||
Net income available for common shareholders, basic and diluted | $ | 76,584 | $ | 45,841 | |||
DENOMINATOR | |||||||
Weighted average common shares outstanding—basic | 69,771 | 68,368 | |||||
Effect of dilutive securities: | |||||||
Stock options | 186 | 195 | |||||
Weighted average common shares outstanding—diluted | 69,957 | 68,563 | |||||
EARNINGS PER COMMON SHARE, BASIC | |||||||
Continuing operations | $ | 0.73 | $ | 0.67 | |||
Gain on change in control of interests | 0.37 | — | |||||
$ | 1.10 | $ | 0.67 | ||||
EARNINGS PER COMMON SHARE, DILUTED | |||||||
Continuing operations | $ | 0.73 | $ | 0.67 | |||
Gain on change in control of interests | 0.37 | — | |||||
$ | 1.10 | $ | 0.67 | ||||
Income from continuing operations attributable to the Trust | $ | 51,229 | $ | 46,186 |
• | growth in our same-center portfolio, |
• | growth in our portfolio from property development and redevelopments, and |
• | expansion of our portfolio through property acquisitions. |
Change | ||||||||||||||
2016 | 2015 | Dollars | % | |||||||||||
(Dollar amounts in thousands) | ||||||||||||||
Rental income | $ | 195,308 | $ | 181,166 | $ | 14,142 | 7.8 | % | ||||||
Other property income | 2,312 | 2,465 | (153 | ) | (6.2 | )% | ||||||||
Mortgage interest income | 724 | 1,161 | (437 | ) | (37.6 | )% | ||||||||
Total property revenue | 198,344 | 184,792 | 13,552 | 7.3 | % | |||||||||
Rental expenses | 42,819 | 41,439 | 1,380 | 3.3 | % | |||||||||
Real estate taxes | 22,794 | 20,394 | 2,400 | 11.8 | % | |||||||||
Total property expenses | 65,613 | 61,833 | 3,780 | 6.1 | % | |||||||||
Property operating income | 132,731 | 122,959 | 9,772 | 7.9 | % | |||||||||
Other interest income | 103 | 29 | 74 | 255.2 | % | |||||||||
Income from real estate partnerships | 41 | 220 | (179 | ) | (81.4 | )% | ||||||||
Interest expense | (23,729 | ) | (24,168 | ) | 439 | (1.8 | )% | |||||||
General and administrative expense | (8,010 | ) | (8,853 | ) | 843 | (9.5 | )% | |||||||
Depreciation and amortization | (47,799 | ) | (41,984 | ) | (5,815 | ) | 13.9 | % | ||||||
Total other, net | (79,394 | ) | (74,756 | ) | (4,638 | ) | 6.2 | % | ||||||
Income from continuing operations | 53,337 | 48,203 | 5,134 | 10.7 | % | |||||||||
Gain on change in control of interests | 25,726 | — | 25,726 | 100.0 | % | |||||||||
Net income | 79,063 | 48,203 | 30,860 | 64.0 | % | |||||||||
Net income attributable to noncontrolling interests | (2,108 | ) | (2,017 | ) | (91 | ) | 4.5 | % | ||||||
Net income attributable to the Trust | $ | 76,955 | $ | 46,186 | $ | 30,769 | 66.6 | % |
• | an increase of $6.7 million attributable to properties acquired in 2015, |
• | an increase of $3.4 million from the acquisition of six previously unconsolidated properties in January 2016, |
• | an increase of $3.1 million from Assembly Row and Pike & Rose as portions of both projects opened throughout 2015, |
• | an increase of $2.6 million at redevelopment properties due primarily to the lease-up of The Point at Plaza El Segundo, as well as three of our other retail redevelopments, partially offset by lower occupancy as we start redeveloping centers, and |
• | an increase of $0.7 million at same-center properties due primarily to higher rental rates of approximately $2.9 million, partially offset by lower recoveries of $1.2 milion primarily the result of lower snow expense, and lower occupancy of approximately $1.0 million, |
• | a decrease of $2.2 million due to the sale of our Houston Street and Courtyard Shops properties in April 2015 and November 2015, respectively. |
• | an increase of $1.9 million attributable to properties acquired in 2015, |
• | an increase of $1.1 million from the acquisition of six previously unconsolidated properties in January 2016, |
• | an increase of $0.7 million from Assembly Row and Pike & Rose as portions of both projects opened throughout 2015, and |
• | an increase of $0.6 million in bad debt expense at same-center and redevelopment properties. |
• | a decrease of $2.4 million in repairs and maintenance at same-center properties, primarily attributable to lower snow removal costs, and |
• | a decrease of $0.5 million due to the sale of our Houston Street and Courtyard Shops properties in April 2015 and November 2015, respectively. |
• | a decrease of $4.5 million due to a lower overall weighted average borrowing rate, |
• | an increase of $3.2 million due to higher borrowings, and |
• | a decrease of $0.9 million in capitalized interest due primarily to the opening of Phase I of Pike & Rose during 2015. |
• | restrictions in our debt instruments or preferred shares may limit us from incurring debt or issuing equity at all, or on acceptable terms under then-prevailing market conditions; and |
• | we may be unable to service additional or replacement debt due to increases in interest rates or a decline in our operating performance. |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
Cash provided by operating activities | $ | 100,508 | $ | 81,986 | |||
Cash used in investing activities | (201,687 | ) | (94,945 | ) | |||
Cash provided by financing activities | 99,849 | 136,445 | |||||
(Decrease) increase in cash and cash equivalents | (1,330 | ) | 123,486 | ||||
Cash and cash equivalents, beginning of year | 21,046 | 47,951 | |||||
Cash and cash equivalents, end of period | $ | 19,716 | $ | 171,437 |
• | $208.7 million in net proceeds from the re-opening of the 4.50% senior notes in March 2015, |
• | $5.6 million increase in dividends paid to shareholders due to an increase in the dividend rate and increased number of shares outstanding, |
• | $181.2 million increase in net proceeds from the issuance of common shares as we issued 1.2 million common shares during the three months ended March 31, 2016 compared to not issuing any shares in the three months ended March 31, 2015. |
Description of Debt | Original Debt Issued | Principal Balance as of March 31, 2016 | Stated Interest Rate as of March 31, 2016 | Maturity Date | |||||||
(Dollars in thousands) | |||||||||||
Mortgages payable | |||||||||||
Secured fixed rate | |||||||||||
Barcroft Plaza (1) | Acquired | $ | 20,785 | 5.99 | % | July 1, 2016 | |||||
Greenlawn Plaza (1) | Acquired | 13,600 | 5.90 | % | July 1, 2016 | ||||||
Plaza El Segundo | Acquired | 175,000 | 6.33 | % | August 5, 2017 | ||||||
The Grove at Shrewsbury (East) | Acquired | 43,307 | 5.82 | % | October 1, 2017 | ||||||
The Grove at Shrewsbury (West) | Acquired | 10,968 | 6.38 | % | March 1, 2018 | ||||||
Rollingwood Apartments | 24,050 | 21,608 | 5.54 | % | May 1, 2019 | ||||||
The Shops at Sunset Place | Acquired | 70,070 | 5.62 | % | September 1, 2020 | ||||||
29th Place | Acquired | 4,704 | 5.91 | % | January 31, 2021 | ||||||
The AVENUE at White Marsh | 52,705 | 52,705 | 3.35 | % | January 1, 2022 | ||||||
Montrose Crossing | 80,000 | 73,935 | 4.20 | % | January 10, 2022 | ||||||
Brook 35 | 11,500 | 11,500 | 4.65 | % | July 1, 2029 | ||||||
Chelsea | Acquired | 6,796 | 5.36 | % | January 15, 2031 | ||||||
Subtotal | 504,978 | ||||||||||
Net unamortized premium and debt issuance costs | 8,031 | ||||||||||
Total mortgages payable | 513,009 | ||||||||||
Notes payable | |||||||||||
Unsecured fixed rate | |||||||||||
Term loan (2) | 275,000 | 275,000 | LIBOR + 0.90% | November 21, 2018 | |||||||
Various | 7,239 | 5,722 | 11.31% | Various through 2028 | |||||||
Unsecured variable rate | |||||||||||
Escondido (municipal bonds) (3) | 9,400 | 9,400 | 0.09% | October 1, 2016 | |||||||
Revolving credit facility (4) | 600,000 | 53,000 | LIBOR + 0.90% | April 21, 2017 | |||||||
Subtotal | 343,122 | ||||||||||
Net unamortized debt issuance costs | (1,502 | ) | |||||||||
Total notes payable | 341,620 | ||||||||||
Senior notes and debentures | |||||||||||
Unsecured fixed rate | |||||||||||
5.90% notes | 150,000 | 150,000 | 5.90 | % | April 1, 2020 | ||||||
2.55% notes | 250,000 | 250,000 | 2.55 | % | January 15, 2021 | ||||||
3.00% notes | 250,000 | 250,000 | 3.00 | % | August 1, 2022 | ||||||
2.75% notes | 275,000 | 275,000 | 2.75 | % | June 1, 2023 | ||||||
3.95% notes | 300,000 | 300,000 | 3.95 | % | January 15, 2024 | ||||||
7.48% debentures | 50,000 | 29,200 | 7.48 | % | August 15, 2026 | ||||||
6.82% medium term notes | 40,000 | 40,000 | 6.82 | % | August 1, 2027 | ||||||
4.50% notes | 450,000 | 450,000 | 4.50 | % | December 1, 2044 | ||||||
Subtotal | 1,744,200 | ||||||||||
Net unamortized premium and debt issuance costs | (11,119 | ) | |||||||||
Total senior notes and debentures | 1,733,081 | ||||||||||
Capital lease obligations | |||||||||||
Various | 71,612 | Various | Various through 2106 | ||||||||
Total debt and capital lease obligations | $ | 2,659,322 |
1) | We repaid these mortgage loans at par on April 1, 2016. |
2) | We entered into two interest rate swap agreements that fix the LIBOR portion of the interest rate on the term loan at 1.72%. The spread on the term loan is 90 basis points resulting in a fixed rate of 2.62%. |
3) | The bonds require monthly interest only payments through maturity. The bonds bear interest at a variable rate determined weekly, which would enable the bonds to be remarketed at 100% of their principal amount. The Escondido Promenade property is not encumbered by a lien. |
4) | The maximum amount drawn under our revolving credit facility during the three months ended March 31, 2016 was $251.5 million, and the weighted average interest rate on borrowings under our revolving credit facility, before |
Unsecured | Secured | Capital Lease | Total | |||||||||||||
(In thousands) | ||||||||||||||||
2016 | $ | 9,834 | $ | 38,649 | (1) | $ | 26 | $ | 48,509 | |||||||
2017 | 53,457 | (2) | 222,469 | 34 | 275,960 | |||||||||||
2018 | 275,507 | 15,477 | 37 | $ | 291,021 | |||||||||||
2019 | 561 | 25,006 | 42 | 25,609 | ||||||||||||
2020 | 150,623 | $ | 64,687 | 46 | $ | 215,356 | ||||||||||
Thereafter | 1,597,340 | 138,690 | 71,427 | 1,807,457 | ||||||||||||
$ | 2,087,322 | $ | 504,978 | $ | 71,612 | $ | 2,663,912 | (3) |
1) | 2016 maturities include $34.4 million of mortgage loans which were repaid at par on April 1, 2016. |
2) | Our $600.0 million revolving credit facility matures on April 21, 2017, subject to a one-year extension at our option. As of March 31, 2016, there was $53.0 million outstanding under this credit facility. On April 20, 2016, we upsized our existing $600.0 million revolving credit facility to $800.0 million and extended the maturity date to April 20, 2020. We also lowered the spread over LIBOR to 82.5 basis points. |
3) | The total debt maturities differs from the total reported on the consolidated balance sheet due to the unamortized net premium and debt issuance costs on mortgage loans, notes payable, and senior notes as of March 31, 2016. |
• | does not represent cash flows from operating activities in accordance with GAAP (which, unlike FFO, generally reflects all cash effects of transactions and other events in the determination of net income); |
• | should not be considered an alternative to net income as an indication of our performance; and |
• | is not necessarily indicative of cash flow as a measure of liquidity or ability to fund cash needs, including the payment of dividends. |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
(In thousands, except per share data) | |||||||
Net income | $ | 79,063 | $ | 48,203 | |||
Net income attributable to noncontrolling interests | (2,108 | ) | (2,017 | ) | |||
Gain on change in control of interests | (25,726 | ) | — | ||||
Depreciation and amortization of real estate assets | 41,683 | 36,953 | |||||
Amortization of initial direct costs of leases | 4,204 | 3,440 | |||||
Depreciation of joint venture real estate assets | 45 | 331 | |||||
Funds from operations | 97,161 | 86,910 | |||||
Dividends on preferred shares | (135 | ) | (135 | ) | |||
Income attributable to operating partnership units | 855 | 833 | |||||
Income attributable to unvested shares | (292 | ) | (320 | ) | |||
Funds from operations available for common shareholders | $ | 97,589 | $ | 87,288 | |||
Weighted average number of common shares, diluted (1) | 70,867 | 69,515 | |||||
Funds from operations available for common shareholders, per diluted share | $ | 1.38 | $ | 1.26 |
(1) | The weighted average common shares used to compute FFO per diluted common share includes operating partnership units that were excluded from the computation of diluted EPS. Conversion of these operating partnership units is dilutive in the computation of FFO per diluted common share but is anti-dilutive for the computation of diluted EPS for the periods presented. |
• | risks that our tenants will not pay rent, may vacate early or may file for bankruptcy or that we may be unable to renew leases or re-let space at favorable rents as leases expire; |
• | risks that we may not be able to proceed with or obtain necessary approvals for any redevelopment or renovation project, and that completion of anticipated or ongoing property redevelopment or renovation projects that we do pursue may cost more, take more time to complete or fail to perform as expected; |
• | risk that we are investing a significant amount in ground-up development projects that may be dependent on third parties to deliver critical aspects of certain projects, requires spending a substantial amount upfront in infrastructure, and assumes receipt of public funding which has been committed but not entirely funded; |
• | risks normally associated with the real estate industry, including risks that: |
• | occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than expected, |
• | new acquisitions may fail to perform as expected, |
• | competition for acquisitions could result in increased prices for acquisitions, |
• | that costs associated with the periodic maintenance and repair or renovation of space, insurance and other operations may increase, |
• | environmental issues may develop at our properties and result in unanticipated costs, and |
• | because real estate is illiquid, we may not be able to sell properties when appropriate; |
• | risks that our growth will be limited if we cannot obtain additional capital; |
• | risks associated with general economic conditions, including local economic conditions in our geographic markets; |
• | risks of financing, such as our ability to consummate additional financings or obtain replacement financing on terms which are acceptable to us, our ability to meet existing financial covenants and the limitations imposed on our operations by those covenants, and the possibility of increases in interest rates that would result in increased interest expense; and |
• | risks related to our status as a real estate investment trust, commonly referred to as a REIT, for federal income tax purposes, such as the existence of complex tax regulations relating to our status as a REIT, the effect of future changes in REIT requirements as a result of new legislation, and the adverse consequences of the failure to qualify as a REIT. |
ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
Period | Total number of shares purchased (1) | Average price paid per share | Total number of shares purchased as part of publicly announced plans or programs | Maximum number or approximate dollar amount of shares that may yet be purchased under the plans or programs | ||||
February 1, 2016 - February 29, 2016 | 29,995 | $ | 144.89 | — | $ | — | ||
March 1, 2016 - March 31, 2016 | 44 | $ | 147.41 | — | $ | — | ||
30,039 | $ | 144.90 | — | $ | — |
ITEM 3. | DEFAULTS UPON SENIOR SECURITIES |
ITEM 5. | OTHER INFORMATION |
ITEM 6. | EXHIBITS |
FEDERAL REALTY INVESTMENT TRUST | ||
May 4, 2016 | /s/ Donald C. Wood | |
Donald C. Wood, | ||
President, Chief Executive Officer and Trustee | ||
(Principal Executive Officer) | ||
May 4, 2016 | /s/ James M. Taylor, Jr. | |
James M. Taylor, Jr., | ||
Executive Vice President - | ||
Chief Financial Officer and Treasurer | ||
(Principal Financial and Accounting Officer) |
EXHIBIT INDEX | ||
Exhibit No. | Description | |
3.1 | Declaration of Trust of Federal Realty Investment Trust dated May 5, 1999 as amended by the Articles of Amendment of Declaration of Trust of Federal Realty Investment Trust dated May 6, 2004, as corrected by the Certificate of Correction of Articles of Amendment of Declaration of Trust of Federal Realty Investment Trust dated June 17, 2004, as amended by the Articles of Amendment of Declaration of Trust of Federal Realty Investment Trust dated May 6, 2009 (previously filed as Exhibit 3.1 to the Trust’s Registration Statement on Form S-3 (File No. 333-160009) and incorporated herein by reference) | |
3.2 | Amended and Restated Bylaws of Federal Realty Investment Trust dated February 12, 2003, as amended October 29, 2003, May 5, 2004, February 17, 2006 and May 6, 2009 (previously filed as Exhibit 3.2 to the Trust’s Registration Statement on Form S-3 (File No. 333-160009) and incorporated herein by reference) | |
4.1 | Specimen Common Share certificate (previously filed as Exhibit 4(i) to the Trust’s Annual Report on Form 10-K for the year ended December 31, 1999 (File No. 1-07533) and incorporated herein by reference) | |
4.2 | Articles Supplementary relating to the 5.417% Series 1 Cumulative Convertible Preferred Shares of Beneficial Interest (previously filed as Exhibit 4.1 to the Trust’s Current Report on Form 8-K filed on March 13, 2007, (File No. 1-07533) and incorporated herein by reference) | |
4.3 | Indenture dated December 1, 1993 related to the Trust’s 7.48% Debentures due August 15, 2026; and 6.82% Medium Term Notes due August 1, 2027; (previously filed as Exhibit 4(a) to the Trust’s Registration Statement on Form S-3 (File No. 33-51029), and amended on Form S-3 (File No. 33-63687), filed on December 13, 1993 and incorporated herein by reference) | |
4.4 | Indenture dated September 1, 1998 related to the Trust’s 5.65% Notes due 2016; 6.20% Notes due 2017; 5.95% Notes due 2014 and the 5.90% Notes due 2020; 3.00% Notes due 2022; 2.75% Notes due 2023; 3.95% Notes due 2024; 4.50% Notes due 2044; and 2.55% Notes due 2021 (previously filed as Exhibit 4(a) to the Trust’s Registration Statement on Form S-3 (File No. 333-63619) filed on September 17, 1998 and incorporated herein by reference) | |
10.1 | Severance Agreement between the Trust and Donald C. Wood dated February 22, 1999 (previously filed as a portion of Exhibit 10 to the Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1999 (File No. 1-07533) (the “1999 1Q Form 10-Q”) and incorporated herein by reference) | |
10.2 | Executive Agreement between Federal Realty Investment Trust and Donald C. Wood dated February 22, 1999 (previously filed as a portion of Exhibit 10 to the 1999 1Q Form 10-Q and incorporated herein by reference) | |
10.3 | Amendment to Executive Agreement between Federal Realty Investment Trust and Donald C. Wood dated February 16, 2005 (previously filed as Exhibit 10.12 to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2004 (File No. 1-07533) (the “2004 Form 10-K”) and incorporated herein by reference) | |
10.4 | 2001 Long-Term Incentive Plan (previously filed as Exhibit 99.1 to the Trust’s S-8 Registration Number 333-60364 filed on May 7, 2001 and incorporated herein by reference) | |
10.5 | Health Coverage Continuation Agreement between Federal Realty Investment Trust and Donald C. Wood dated February 16, 2005 (previously filed as Exhibit 10.26 to the 2004 Form 10-K and incorporated herein by reference) | |
10.6 | Severance Agreement between the Trust and Dawn M. Becker dated April 19, 2000 (previously filed as Exhibit 10.26 to the Trust’s 2005 2Q Form 10-Q and incorporated herein by reference) | |
10.7 | Amendment to Severance Agreement between the Trust and Dawn M. Becker dated February 16, 2005 (previously filed as Exhibit 10.27 to the 2004 Form 10-K and incorporated herein by reference) | |
10.8 | Form of Restricted Share Award Agreement for awards made under the Trust’s 2003 Long-Term Incentive Award Program for shares issued out of 2001 Long-Term Incentive Plan (previously filed as Exhibit 10.28 to the 2004 Form 10-K and incorporated herein by reference) | |
10.9 | Form of Restricted Share Award Agreement for long term vesting and retention awards for shares issued out of the 2010 Plan (previously filed as Exhibit 10.35 to the Trust's Annual Report on Form 10-K for the year ended December 31, 2010 (File No. 1-07533) (the "2010 Form 10-K") and incorporated herein by reference) | |
10.10 | Form of Option Award Agreement for awards made under the Trust’s 2003 Long-Term Incentive Award Program for shares issued out of the 2001 Long-Term Incentive Plan (previously filed as Exhibit 10.32 to the 2005 Form 10-K and incorporated herein by reference) | |
EXHIBIT INDEX | ||
Exhibit No. | Description | |
10.11 | Amended and Restated 2001 Long-Term Incentive Plan (previously filed as Exhibit 10.34 to the Trust’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 (File No. 1-07533) and incorporated herein by reference) | |
10.12 | Amendment to Severance Agreement between the Trust and Donald C. Wood dated January 1, 2009 (previously filed as Exhibit 10.26 to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2008 (File No. 1-07533) (“the 2008 Form 10-K”) and incorporated herein by reference) | |
10.13 | Second Amendment to Executive Agreement between the Trust and Donald C. Wood dated January 1, 2009 (previously filed as Exhibit 10.27 to the Trust’s 2008 Form 10-K and incorporated herein by reference) | |
10.14 | Amendment to Health Coverage Continuation Agreement between the Trust and Donald C. Wood dated January 1, 2009 (previously filed as Exhibit 10.28 to the Trust’s 2008 Form 10-K and incorporated herein by reference) | |
10.15 | Second Amendment to Severance Agreement between the Trust and Dawn M. Becker dated January 1, 2009 (previously filed as Exhibit 10.30 to the Trust’s 2008 Form 10-K and incorporated herein by reference) | |
10.16 | 2010 Performance Incentive Plan (previously filed as Appendix A to the Trust’s Definitive Proxy Statement for the 2010 Annual Meeting of Shareholders (File No. 01-07533) and incorporated herein by reference) | |
10.17 | Amendment to 2010 Performance Incentive Plan (“the 2010 Plan”) (previously filed as Appendix A to the Trust’s Proxy Supplement for the 2010 Annual Meeting of Shareholders (File No. 01-07533) and incorporated herein by reference) | |
10.18 | Restricted Share Award Agreement between the Trust and Donald C. Wood dated October 12, 2010 (previously filed as Exhibit 10.36 to the Trust’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2010 (File No. 01-07533) and incorporated herein by reference) | |
10.19 | Form of Restricted Share Award Agreement for awards made under the Trust’s Long-Term Incentive Award Program and the Trust’s Annual Incentive Bonus Program and basic awards with annual vesting for shares issued out of the 2010 Plan (previously filed as Exhibit 10.34 to the 2010 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.20 | Form of Option Award Agreement for awards made under the Trust’s Long-Term Incentive Award Program for shares issued out of the 2010 Plan (previously filed as Exhibit 10.38 to the Trust’s 2010 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.21 | Form of Option Award Agreement for front loaded awards made under the Trust’s Long-Term Incentive Award Program for shares issued out of the 2010 Plan (previously filed as Exhibit 10.39 to the Trust’s 2010 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.22 | Form of Option Award Agreement for basic options awarded out of the 2010 Plan (previously filed as Exhibit 10.40 to the Trust’s 2010 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.23 | Form of Restricted Share Award Agreement, dated as of February 10, 2011, between the Trust and Dawn M. Becker (previously filed as Exhibit 10.41 to the Trust’s 2010 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.24 | Severance Agreement between the Trust and James M. Taylor dated July 30, 2012 (previously filed as Exhibit 10.35 to the Trust's Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 (File No. 1-07533) and incorporated herein by reference) | |
10.25 | Credit Agreement dated as of July 7, 2011, by and among the Trust, as Borrower, the financial institutions party thereto and their permitted assignees under Section 12.6., as Lenders, Wells Fargo Bank, National Association, as Administrative Agent, PNC Bank, National Association, as Syndication Agent, Wells Fargo Securities, LLC, as a Lead Arranger and Book Manager, and PNC Capital Markets LLC, as a Lead Arranger and Book Manager (previously filed as Exhibit 10.1 to the Trust’s Current Report on Form 8-K (File No. 1-07533), filed on July 11, 2011 and incorporated herein by reference) | |
10.26 | Term Loan Agreement dated as of November 22, 2011, by and among the Trust, as Borrower, the financial institutions party thereto and their permitted assignees under Section 12.6., as Lenders, PNC Bank, National Association, as Administrative Agent, Capital One, N.A., as Syndication Agent, PNC Capital Markets, LLC, as a Lead Arranger and Book Manager, and Capital One, N.A., as a Lead Arranger and Book Manager (previously filed as Exhibit 10.1 to the Trust’s Current Report on Form 8-K (File No. 1-07533), filed on November 28, 2011 and incorporated herein by reference) | |
EXHIBIT INDEX | ||
Exhibit No. | Description | |
10.27 | Revised Form of Restricted Share Award Agreement for front loaded awards made under the Trust’s Long-Term Incentive Award Program for shares issued out of the 2010 Plan (previously filed as Exhibit 10.35 to the Trust's Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 1-07533) (the "2012 Form 10-K") and incorporated herein by reference) | |
10.28 | Revised Form of Restricted Share Award Agreement for long-term vesting and retention awards made under the Trust’s Long-Term Incentive Award Program for shares issued out of the 2010 Plan (previously filed as Exhibit 10.36 to the Trust's 2012 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.29 | Revised Form of Performance Share Award Agreement for shares awarded out of the 2010 Plan (previously filed as Exhibit 10.37 to the Trust's 2012 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.30 | Revised Form of Restricted Share Award Agreement for awards made under the Trust’s Long-Term Incentive Award Program and the Trust’s Annual Incentive Bonus Program and basic awards with annual vesting for shares issued out of the 2010 Plan (previously filed as Exhibit 10.38 to the Trust's 2012 Form 10-K (File No. 1-07533) and incorporated herein by reference) | |
10.31 | First Amendment to Credit Agreement, dated as of April 22, 2013, by and among Federal Realty Investment Trust, each of the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent (previously filed as Exhibit 10.1 to the Trust's Current Report on Form 8-K (File No. 1-07533), filed on April 26, 2013 and incorporated herein by reference) | |
10.32 | First Amendment to Term Loan Agreement, dated as of April 22, 2013, by and among Federal Realty Investment Trust, each of the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent (previously filed as Exhibit 10.40 to the Trust's Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 (File No. 1-07533) and incorporated herein by reference) | |
10.33 | Second Amendment to Term Loan Agreement, dated as of August 28, 2014, by and among Federal Realty Investment Trust, each of the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent (previously filed as Exhibit 10.1 to the Trust's Current Report on Form 8-K (File No. 1-07533), filed on September 2, 2014 and incorporated herein by reference) | |
10.34 | Second Amendment to Credit Agreement, dated as of April 20, 2016, by and among Federal Realty Investment Trust, each of the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent (previously filed as Exhibit 10.1 to the Trust's Current Report on Form 8-K (File No. 1-07533), filed on April 26, 2016 and incorporated herein by reference) | |
10.35 | Third Amendment to Term Loan Agreement, dated as of April 20, 2016, by and among Federal Realty Investment Trust, each of the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent (previously filed as Exhibit 10.1 to the Trust's Current Report on Form 8-K (File No. 1-07533), filed on April 26, 2016 and incorporated herein by reference) | |
31.1 | Rule 13a-14(a) Certification of Chief Executive Officer (filed herewith) | |
31.2 | Rule 13a-14(a) Certification of Chief Financial Officer (filed herewith) | |
32.1 | Section 1350 Certification of Chief Executive Officer (filed herewith) | |
32.2 | Section 1350 Certification of Chief Financial Officer (filed herewith) | |
101 | The following materials from Federal Realty Investment Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, formatted in XBRL (Extensible Business Reporting Language): (1) the Consolidated Balance Sheets, (2) the Consolidated Statements of Comprehensive Income, (3) the Consolidated Statement of Shareholders’ Equity, (4) the Consolidated Statements of Cash Flows, and (5) Notes to Consolidated Financial Statements that have been detail tagged. |
1) | I have reviewed this quarterly report on Form 10-Q of Federal Realty Investment Trust; |
2) | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4) | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5) | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of trustees (or persons performing the equivalent functions): |
a) | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
May 4, 2016 | /s/ Donald C. Wood | |
Donald C. Wood, | ||
President, Chief Executive Officer and Trustee | ||
(Principal Executive Officer) |
1) | I have reviewed this quarterly report on Form 10-Q of Federal Realty Investment Trust; |
2) | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4) | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5) | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of trustees (or persons performing the equivalent functions): |
a) | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
May 4, 2016 | /s/ James M. Taylor, Jr. | |
James M. Taylor, Jr. | ||
Executive Vice President - Chief Financial Officer and Treasurer | ||
(Principal Financial and Accounting Officer) |
(1) | the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
May 4, 2016 | /s/ Donald C. Wood | |
Donald C. Wood, | ||
President, Chief Executive Officer and Trustee | ||
(Principal Executive Officer) |
(1) | the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
May 4, 2016 | /s/ James M. Taylor, Jr. | |
James M. Taylor, Jr. | ||
Executive Vice President - Chief Financial Officer and Treasurer | ||
(Principal Financial and Accounting Officer) |
Document and Entity Information Document - shares |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Apr. 29, 2016 |
|
Document And Entity Information [Abstract] | ||
Entity Registrant Name | FEDERAL REALTY INVESTMENT TRUST | |
Entity Central Index Key | 0000034903 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 70,904,085 |
Consolidated Statement Of Shareholders' Equity (Parentheticals) $ in Thousands |
3 Months Ended |
---|---|
Mar. 31, 2016
USD ($)
| |
Statement of Stockholders' Equity [Abstract] | |
Net income attributable to redeemable noncontrolling interests | $ 717 |
Business And Organization |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Nature Of Operations [Abstract] | |
BUSINESS AND ORGANIZATION | BUSINESS AND ORGANIZATION Federal Realty Investment Trust (the “Trust”) is an equity real estate investment trust (“REIT”) specializing in the ownership, management, and redevelopment of retail and mixed-use properties. Our properties are located primarily in densely populated and affluent communities in strategically selected metropolitan markets in the Mid-Atlantic and Northeast regions of the United States, California, and South Florida. As of March 31, 2016, we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are operated as 96 predominantly retail real estate projects. We operate in a manner intended to enable us to qualify as a REIT for federal income tax purposes. A REIT that distributes at least 90% of its taxable income to its shareholders each year and meets certain other conditions is not taxed on that portion of its taxable income which is distributed to its shareholders. Therefore, federal income taxes on our taxable income have been and are generally expected to be immaterial. We are obligated to pay state taxes, generally consisting of franchise or gross receipts taxes in certain states. Such state taxes also have not been material. |
Summary Of Significant Accounting Policies |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation Our consolidated financial statements include the accounts of the Trust, its corporate subsidiaries, and all entities in which the Trust has a controlling interest or has been determined to be the primary beneficiary of a variable interest entity (“VIE”). The equity interests of other investors are reflected as noncontrolling interests or redeemable noncontrolling interests. All significant intercompany transactions and balances are eliminated in consolidation. We account for our interests in joint ventures, which we do not control, using the equity method of accounting. Certain 2015 amounts have been reclassified to conform to current period presentation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, referred to as “GAAP,” requires management to make estimates and assumptions that in certain circumstances affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02,” Leases." ASU 2016-02 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The lessor model stays substantially the same; however, there were modifications to conform lessor accounting with the lessee model, eliminate real estate specific guidance, further define certain lease and non-lease components, and change the definition of initial direct costs of leases requiring significantly more leasing related costs to be expensed upfront. ASU 2016-02 is effective for us in the first quarter of 2019, and we are currently assessing the impact of this standard to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-08 as an amendment to ASU 2014-09, "Revenue from Contracts with Customers." The amendment clarifies how to identify the unit of accounting for the principal versus agent evaluation, how to apply the control principle to certain types of arrangements, such as service transaction, and reframed the indicators in the guidance to focus on evidence that an entity is acting as a principal rather than as an agent. We are currently assessing the impact of this standard to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation." ASU 2016-09 simplifies the accounting for share-based payment transactions, including a policy election option with respect to accounting for forfeitures either as they occur or estimating forfeitures (as is currently required), as well as increasing the amount an employer can withhold to cover income taxes on equity awards. ASU 2016-09 is effective for us in the first quarter of 2017, and we are currently assessing the impact of this standard to our consolidated financial statements. Recently Adopted Accounting Pronouncements In February 2015, the FASB issued ASU 2015-02, "Amendments to the Consolidation Analysis." ASU 2015-02 modifies the evaluation of whether limited partnerships and similar legal entities are variable or voting interest entities, eliminates the presumption that the general partner should consolidate a limited partnership, modifies the consolidation analysis for reporting entities that are involved in variable interest entities, particularly those that have fee arrangements and related party relationships, and provides a scope exception from consolidation guidance for reporting entities with interests in legal entities that operate as registered money market funds. We adopted the standard effective January 1, 2016, and as a result, partnerships controlling ten properties (previously consolidated as voting interest entities) are now considered to be variable interest entities. As we have the obligation to absorb losses and the right to receive benefits and control the activities that most significantly impact the economic performance of these entities, we are the primary beneficiary and we will continue to consolidate each of these entities. Net real estate assets of $565.7 million and mortgage payables of $193.9 million are included in our consolidated balance sheet at March 31, 2016 for these newly classified variable interest entities. In addition, our equity method investment in the Pike & Rose hotel joint venture is now considered a variable interest in a variable interest entity. As we do not control the activities that most significantly impact the economic performance of the joint venture, we are not the primary beneficiary and do not consolidate. Our investment in the joint venture is $7.2 million at March 31, 2016 and our maximum exposure to loss, which includes contributions to date and our remaining required contribution to complete construction of the hotel is approximately $13.5 million. In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 requires debt issuance costs related to a debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, rather than classified as an asset. Recognition and measurement of debt issuance costs are not affected. Subsequently, in August 2015, the FASB issued ASU 2015-15, "Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements," which allows an entity to present the costs related to securing a line-of credit arrangement as an asset, regardless of whether there are any outstanding borrowings. We adopted the standards effective January 1, 2016 and have adjusted our balance sheet presentation in both periods to reflect the net debt issuance costs as a reduction of the respective liability. The adoption resulted in a $15.2 million decrease to total assets and liabilities at December 31, 2015, for this reclassification. Debt issuance costs related to our revolving credit facility continue to be classified as an asset and are included in "prepaids and other assets" in our consolidated balance sheet. The following table provides supplemental disclosures related to the Consolidated Statements of Cash Flows:
|
Real Estate |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE As of December 31, 2015, we had a joint venture arrangement (the “Partnership”) with affiliates of a discretionary fund created and advised by Clarion Partners (“Clarion”). We owned 30% of the equity in the Partnership and Clarion owned 70%. The Partnership owned six retail real estate properties and we accounted for our interest in the Partnership using the equity method. On January 13, 2016, we acquired Clarion's 70% interest in the Partnership for $153.7 million, which included the payment of $130 million of cash and the assumption of mortgage loans totaling $34.4 million. As a result of the transaction, we gained control of the six underlying properties and, effective January 13, 2016, have consolidated the properties. We also recognized a gain on acquisition of the controlling interest of $25.7 million related to the difference between the carrying value and fair value of the previously held equity interest. Approximately $7.3 million and $4.9 million of net assets acquired were allocated to other assets for "above market leases," and other liabilities for "below market leases," respectively. We incurred $0.2 million of acquisition costs, of which $0.1 million were incurred in 2016 and included in "general and administrative expense" for the three months ended March 31, 2016. |
Debt |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Debt Instruments [Abstract] | |
DEBT | DEBT On January 13, 2016, in connection with the acquisition of our partner's 70% interest in our unconsolidated real estate partnership, we assumed interest only mortgage loans with a face amount of $34.4 million and a fair value of $34.7 million. These mortgage loans have a weighted average interest rate of 5.95% and were repaid at par on April 1, 2016. During the three months ended March 31, 2016, the maximum amount of borrowings outstanding under our $600.0 million revolving credit facility was $251.5 million, the weighted average borrowings outstanding was $163.3 million, and the weighted average interest rate, before amortization of debt fees, was 1.3%. At March 31, 2016, the outstanding balance was $53.0 million. Our revolving credit facility, term loan and certain notes require us to comply with various financial covenants, including the maintenance of minimum shareholders’ equity and debt coverage ratios and a maximum ratio of debt to net worth. As of March 31, 2016, we were in compliance with all debt covenants. |
Fair Value Of Financial Instruments |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS Except as disclosed below, the carrying amount of our financial instruments approximates their fair value. The fair value of our mortgages payable, notes payable and senior notes and debentures is sensitive to fluctuations in interest rates. Quoted market prices (Level 1) were used to estimate the fair value of our marketable senior notes and debentures and discounted cash flow analysis (Level 2) is generally used to estimate the fair value of our mortgages and notes payable. Considerable judgment is necessary to estimate the fair value of financial instruments. The estimates of fair value presented herein are not necessarily indicative of the amounts that could be realized upon disposition of the financial instruments. A summary of the carrying amount and fair value of our mortgages payable, notes payable and senior notes and debentures is as follows:
As of March 31, 2016, we have two interest rate swap agreements with a notional amount of $275.0 million that are measured at fair value on a recurring basis. The interest rate swap agreements fix the variable portion of our $275.0 million term loan at 1.72% through November 1, 2018. We assess effectiveness of our cash flow hedges both at inception and on an ongoing basis. The effective portion of changes in fair value of the interest rate swaps associated with our cash flow hedges is recorded in accumulated other comprehensive loss and is subsequently reclassified into interest expense as interest is incurred on the related variable rate debt. Within the next 12 months, we expect to reclassify an estimated $3.2 million as an increase to interest expense. Our cash flow hedges become ineffective if critical terms of the hedging instrument and the debt instrument do not perfectly match such as notional amounts, settlement dates, reset dates, calculation period and LIBOR rate. In addition, we evaluate the default risk of the counterparty by monitoring the credit-worthiness of the counterparty. When ineffectiveness exists, the ineffective portion of changes in fair value of the interest rate swaps associated with our cash flow hedges is recognized in earnings in the period affected. Hedge ineffectiveness has not impacted earnings as of March 31, 2016, and we do not anticipate it will have a significant effect in the future. The fair values of the interest rate swap agreements are based on the estimated amounts we would receive or pay to terminate the contracts at the reporting date and are determined using interest rate pricing models and interest rate related observable inputs. The fair value of our swaps at March 31, 2016 was a liability of $6.9 million and is included in "accounts payable and accrued expenses" on our consolidated balance sheet. For the three months ended March 31, 2016, the change in valuation on our interest rate swaps resulted in a $2.8 million increase in our derivative liability (including $0.9 million reclassified from other comprehensive loss to interest expense). The change in valuation on our interest rate swaps is included in "accumulated other comprehensive loss." A summary of our financial liabilities that are measured at fair value on a recurring basis, by level within the fair value hierarchy is as follows:
|
Commitments and Contingencies |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We are sometimes involved in lawsuits, warranty claims, and environmental matters arising in the ordinary course of business. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters. We are currently a party to various legal proceedings. We accrue a liability for litigation if an unfavorable outcome is probable and the amount of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, we accrue the best estimate within the range; however, if no amount within the range is a better estimate than any other amount, the minimum within the range is accrued. Legal fees related to litigation are expensed as incurred. We do not believe that the ultimate outcome of these matters, either individually or in the aggregate, could have a material adverse effect on our financial position or overall trends in results of operations; however, litigation is subject to inherent uncertainties. Also under our leases, tenants are typically obligated to indemnify us from and against all liabilities, costs and expenses imposed upon or asserted against us (1) as owner of the properties due to certain matters relating to the operation of the properties by the tenant, and (2) where appropriate, due to certain matters relating to the ownership of the properties prior to their acquisition by us. Under the terms of certain partnership agreements, the partners have the right to exchange their operating partnership units for cash or the same number of our common shares, at our option. A total of 902,368 downREIT operating partnership units are outstanding which have a total fair value of $140.8 million, based on our closing stock price on March 31, 2016. On February 12, 2016, we acquired the 10% noncontrolling interest of a partnership which owns a project in southern California for $13.0 million, bringing our ownership interest to 100%. |
Shareholders' Equity |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SHAREHOLDERS’ EQUITY | SHAREHOLDERS’ EQUITY The following table provides a summary of dividends declared and paid per share:
We have an at the market (“ATM”) equity program in which we may from time to time offer and sell common shares having an aggregate offering price of up to $300.0 million. We intend to use the net proceeds to fund potential acquisition opportunities fund our development and redevelopment pipeline, repay amounts outstanding under our revolving credit facility and/or for general corporate purposes. For the three months ended March 31, 2016, we issued 220,563 common shares at a weighted average price per share of $148.02 for net cash proceeds of $32.3 million and paid $0.3 million in commissions and less than $0.1 million in additional offering expenses related to the sales of these common shares. As of March 31, 2016, we had the capacity to issue up to $157.5 million in common shares under our ATM equity program. On March 7, 2016, we issued 1.0 million common shares at $149.43 per share, in an underwritten public offering, for cash proceeds of $149.3 million, net of expenses. |
Components Of Rental Income |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components Of Rental Income and Expense [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
COMPONENTS OF RENTAL INCOME | COMPONENTS OF RENTAL INCOME The principal components of rental income are as follows:
Minimum rents include the following:
|
Share-Based Compensation Plans |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SHARE-BASED COMPENSATION PLANS | SHARE-BASED COMPENSATION PLANS A summary of share-based compensation expense included in net income is as follows:
|
Earnings Per Share |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
EARNINGS PER SHARE | EARNINGS PER SHARE We have calculated earnings per share (“EPS”) under the two-class method. The two-class method is an earnings allocation methodology whereby EPS for each class of common stock and participating securities is calculated according to dividends declared and participation rights in undistributed earnings. For the three months ended March 31, 2016 and 2015, we had 0.2 million and 0.3 million weighted average unvested shares outstanding, respectively, which are considered participating securities. Therefore, we have allocated our earnings for basic and diluted EPS between common shares and unvested shares; the portion of earnings allocated to the unvested shares is reflected as “earnings allocated to unvested shares” in the reconciliation below. In the dilutive EPS calculation, dilutive stock options were calculated using the treasury stock method consistent with prior periods. There were no anti-dilutive stock options for the three months ended March 31, 2016 and 2015. The conversions of downREIT operating partnership units and 5.417% Series 1 Cumulative Convertible Preferred Shares are anti-dilutive for all periods presented and accordingly, have been excluded from the weighted average common shares used to compute diluted EPS.
|
Subsequent Events |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On April 1, 2016, we repaid the mortgage loans on Barcroft Plaza and Greenlawn Plaza at par for $34.4 million. On April 20, 2016, we upsized our $600.0 million revolving credit facility to $800.0 million and extended the maturity date to April 20, 2020, subject to two six-month extensions at our option. Under the amended credit facility, the spread over LIBOR is 82.5 basis points based on our credit rating as of April 20, 2016. In addition, we have an option (subject to bank approval) to increase the credit facility through an accordion feature to $1.5 billion. |
Summary of Significant Accounting Policies (Policy) |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of the Trust, its corporate subsidiaries, and all entities in which the Trust has a controlling interest or has been determined to be the primary beneficiary of a variable interest entity (“VIE”). The equity interests of other investors are reflected as noncontrolling interests or redeemable noncontrolling interests. All significant intercompany transactions and balances are eliminated in consolidation. We account for our interests in joint ventures, which we do not control, using the equity method of accounting. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, referred to as “GAAP,” requires management to make estimates and assumptions that in certain circumstances affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02,” Leases." ASU 2016-02 significantly changes the accounting for leases by requiring lessees to recognize assets and liabilities for leases greater than 12 months on their balance sheet. The lessor model stays substantially the same; however, there were modifications to conform lessor accounting with the lessee model, eliminate real estate specific guidance, further define certain lease and non-lease components, and change the definition of initial direct costs of leases requiring significantly more leasing related costs to be expensed upfront. ASU 2016-02 is effective for us in the first quarter of 2019, and we are currently assessing the impact of this standard to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-08 as an amendment to ASU 2014-09, "Revenue from Contracts with Customers." The amendment clarifies how to identify the unit of accounting for the principal versus agent evaluation, how to apply the control principle to certain types of arrangements, such as service transaction, and reframed the indicators in the guidance to focus on evidence that an entity is acting as a principal rather than as an agent. We are currently assessing the impact of this standard to our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation." ASU 2016-09 simplifies the accounting for share-based payment transactions, including a policy election option with respect to accounting for forfeitures either as they occur or estimating forfeitures (as is currently required), as well as increasing the amount an employer can withhold to cover income taxes on equity awards. ASU 2016-09 is effective for us in the first quarter of 2017, and we are currently assessing the impact of this standard to our consolidated financial statements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2015, the FASB issued ASU 2015-02, "Amendments to the Consolidation Analysis." ASU 2015-02 modifies the evaluation of whether limited partnerships and similar legal entities are variable or voting interest entities, eliminates the presumption that the general partner should consolidate a limited partnership, modifies the consolidation analysis for reporting entities that are involved in variable interest entities, particularly those that have fee arrangements and related party relationships, and provides a scope exception from consolidation guidance for reporting entities with interests in legal entities that operate as registered money market funds. We adopted the standard effective January 1, 2016, and as a result, partnerships controlling ten properties (previously consolidated as voting interest entities) are now considered to be variable interest entities. As we have the obligation to absorb losses and the right to receive benefits and control the activities that most significantly impact the economic performance of these entities, we are the primary beneficiary and we will continue to consolidate each of these entities. Net real estate assets of $565.7 million and mortgage payables of $193.9 million are included in our consolidated balance sheet at March 31, 2016 for these newly classified variable interest entities. In addition, our equity method investment in the Pike & Rose hotel joint venture is now considered a variable interest in a variable interest entity. As we do not control the activities that most significantly impact the economic performance of the joint venture, we are not the primary beneficiary and do not consolidate. Our investment in the joint venture is $7.2 million at March 31, 2016 and our maximum exposure to loss, which includes contributions to date and our remaining required contribution to complete construction of the hotel is approximately $13.5 million. In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 requires debt issuance costs related to a debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, rather than classified as an asset. Recognition and measurement of debt issuance costs are not affected. Subsequently, in August 2015, the FASB issued ASU 2015-15, "Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements," which allows an entity to present the costs related to securing a line-of credit arrangement as an asset, regardless of whether there are any outstanding borrowings. We adopted the standards effective January 1, 2016 and have adjusted our balance sheet presentation in both periods to reflect the net debt issuance costs as a reduction of the respective liability. The adoption resulted in a $15.2 million decrease to total assets and liabilities at December 31, 2015, for this reclassification. Debt issuance costs related to our revolving credit facility continue to be classified as an asset and are included in "prepaids and other assets" in our consolidated balance sheet. |
Summary Of Significant Accounting Policies (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental disclosures related to the Consolidated Statements Of Cash Flows | The following table provides supplemental disclosures related to the Consolidated Statements of Cash Flows:
|
Fair Value Of Financial Instruments (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of carrying amount and fair value of financial instruments | Except as disclosed below, the carrying amount of our financial instruments approximates their fair value. The fair value of our mortgages payable, notes payable and senior notes and debentures is sensitive to fluctuations in interest rates. Quoted market prices (Level 1) were used to estimate the fair value of our marketable senior notes and debentures and discounted cash flow analysis (Level 2) is generally used to estimate the fair value of our mortgages and notes payable. Considerable judgment is necessary to estimate the fair value of financial instruments. The estimates of fair value presented herein are not necessarily indicative of the amounts that could be realized upon disposition of the financial instruments. A summary of the carrying amount and fair value of our mortgages payable, notes payable and senior notes and debentures is as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of financial liabilities measured at fair value on a recurring basis | A summary of our financial liabilities that are measured at fair value on a recurring basis, by level within the fair value hierarchy is as follows:
|
Shareholders' Equity (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of dividends declared and paid per share | The following table provides a summary of dividends declared and paid per share:
|
Components Of Rental Income (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components Of Rental Income and Expense [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Principal components of rental income | The principal components of rental income are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Minimum rents | Minimum rents include the following:
|
Share-Based Compensation Plans (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of share-based compensation expense included in net income | A summary of share-based compensation expense included in net income is as follows:
|
Earnings Per Share (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of earnings per share | In the dilutive EPS calculation, dilutive stock options were calculated using the treasury stock method consistent with prior periods. There were no anti-dilutive stock options for the three months ended March 31, 2016 and 2015. The conversions of downREIT operating partnership units and 5.417% Series 1 Cumulative Convertible Preferred Shares are anti-dilutive for all periods presented and accordingly, have been excluded from the weighted average common shares used to compute diluted EPS.
|
Business And Organization (Details) |
3 Months Ended |
---|---|
Mar. 31, 2016
project
| |
Nature Of Operations [Abstract] | |
Number of real estate properties | 96 |
Minimum percentage of taxable income distributed to shareholders | 90.00% |
Summary Of Significant Accounting Policies Consolidated Statement of Cash Flows - Supplemental Disclosures (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Accounting Policies [Abstract] | ||
Total interest costs incurred | $ 27,559 | $ 28,889 |
Interest capitalized | (3,830) | (4,721) |
Interest expense | 23,729 | 24,168 |
Cash paid for interest, net of amounts capitalized | 20,635 | 22,837 |
Cash paid for income taxes | 141 | 116 |
Mortgage loans assumed in acquisition | 34,385 | 18,666 |
DownREIT operating partnership units issued with acquisition | 0 | 7,742 |
DownREIT operating partnership units redeemed for common shares | 4,281 | 4,114 |
Shares issued under dividend reinvestment plan | $ 537 | $ 494 |
Debt (Details) - USD ($) $ in Thousands |
3 Months Ended | ||
---|---|---|---|
Jan. 13, 2016 |
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Debt Instrument [Line Items] | |||
Principal | $ 34,385 | $ 18,666 | |
Maximum borrowing capacity under revolving credit facility | 600,000 | ||
Maximum amount outstanding under revolving credit facility | 251,500 | ||
Weighted average borrowings outstanding | $ 163,300 | ||
Weighted average interest rate, before amortization of debt fees | 1.32% | ||
Outstanding balance of revolving credit facility | $ 53,000 | ||
Clarion | |||
Debt Instrument [Line Items] | |||
Ownership Percentage in partnership | 70.00% | ||
Principal | $ 34,400 | ||
Clarion | Mortgages | |||
Debt Instrument [Line Items] | |||
Principal | 34,400 | ||
Weighted Average Interest Rate | 5.954% | ||
Mortgages | Clarion | |||
Debt Instrument [Line Items] | |||
Fair value | $ 34,700 |
Fair Value of Financial Instruments - Summary of Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands |
Mar. 31, 2016 |
Dec. 31, 2015 |
---|---|---|
Mortgages Payable And Notes Payable | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Fair value of long-term debt | $ 854,629 | $ 823,045 |
Mortgages Payable And Notes Payable | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Fair value of long-term debt | 866,715 | 833,931 |
Senior Notes And Debentures | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Fair value of long-term debt | 1,733,081 | 1,732,551 |
Senior Notes And Debentures | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Fair value of long-term debt | $ 1,820,367 | $ 1,786,758 |
Fair Value of Financial Instruments - Summary of Financial Liabilities Measured on a Recurring Basis (Details) - Interest Rate Swap - Fair Value, Measurements, Recurring - USD ($) $ in Thousands |
Mar. 31, 2016 |
Dec. 31, 2015 |
---|---|---|
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Fair value of interest rate swaps | $ 6,885 | $ 4,110 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Fair value of interest rate swaps | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Fair value of interest rate swaps | 6,885 | 4,110 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Fair value of interest rate swaps | $ 0 | $ 0 |
Commitments and Contingencies (Details) - USD ($) $ in Thousands |
3 Months Ended | ||
---|---|---|---|
Feb. 12, 2016 |
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Commitments and Contingencies Disclosure [Abstract] | |||
downREIT operating partnership units, outstanding | 902,368 | ||
downREIT operating partnership units outstanding, fair value | $ 140,800 | ||
Redeemable Noncontrolling Interest [Line Items] | |||
Redemption price of noncontrolling interest | $ 13,023 | $ 0 | |
Galaxy/Hollywood | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Noncontrolling interest percent acquired | 10.00% | ||
Redemption price of noncontrolling interest | $ 13,000 | ||
Effective Interest Acquisition | 100.00% |
Shareholders' Equity (Summary of Dividends) (Details) - $ / shares |
3 Months Ended | 12 Months Ended | |
---|---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
Dec. 31, 2015 |
|
Dividends [Line Items] | |||
Series 1 Cumulative Convertible Preferred Shares Interest Rate | 5.417% | 5.417% | |
Common shares | |||
Dividends [Line Items] | |||
Dividends declared per common share | $ 0.94 | $ 0.87 | |
Dividends paid per common share | $ 0.94 | $ 0.87 | |
5.417% Series 1 Cumulative Convertible Preferred shares | |||
Dividends [Line Items] | |||
Series 1 Cumulative Convertible Preferred Shares Interest Rate | 5.417% | 5.417% | |
Dividends declared per preferred share | $ 0.339 | $ 0.339 | |
Dividends paid per preferred share | $ 0.339 | $ 0.339 |
Components Of Rental Income (Schedule Of Principal Components Of Rental Income) (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Cost reimbursement | $ 41,802 | $ 40,887 |
Percentage rent | 3,069 | 2,764 |
Other | 4,402 | 2,815 |
Total rental income | 195,308 | 181,166 |
Retail and commercial | ||
Minimum rents | 134,586 | 124,313 |
Residential | ||
Minimum rents | $ 11,449 | $ 10,387 |
Components Of Rental Income (Schedule Of Minimum Rent) (Details) - USD ($) $ in Millions |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Minimum Rent [Line Items] | ||
Straight-line rents | $ 2.0 | $ 1.3 |
Amortization of above market leases | ||
Minimum Rent [Line Items] | ||
Amortization of above and below market leases | (1.9) | (0.9) |
Amortization of below market leases | ||
Minimum Rent [Line Items] | ||
Amortization of above and below market leases | $ 2.2 | $ 1.6 |
Share-Based Compensation (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | ||
Grants of shares and options | $ 3,529 | $ 3,754 |
Capitalized share-based compensation | (302) | (217) |
Share-based compensation expense | $ 3,227 | $ 3,537 |
Earnings Per Share (Narrative) (Details) - shares |
3 Months Ended | 12 Months Ended | |
---|---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
Dec. 31, 2015 |
|
Earnings Per Share Narrative [Line Items] | |||
Weighted average unvested shares outstanding | 200,000 | 300,000 | |
Anti-dilutive stock options | 0 | 0 | |
Cumulative convertible preferred shares, dividend rate | 5.417% | 5.417% | |
5.417% Series 1 Cumulative Convertible Preferred shares | |||
Earnings Per Share Narrative [Line Items] | |||
Cumulative convertible preferred shares, dividend rate | 5.417% | 5.417% |
Subsequent Events (Details) - USD ($) $ in Millions |
Apr. 01, 2016 |
Apr. 20, 2016 |
Mar. 31, 2016 |
---|---|---|---|
Subsequent Event [Line Items] | |||
Maximum borrowing capacity under revolving credit facility | $ 600.0 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity under revolving credit facility | $ 800.0 | ||
Option to increase credit facility under accordion feature, amount | $ 1,500.0 | ||
Clarion | Mortgages | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Principal of mortgage loans repaid | $ 34.4 |
-W
MF$M(G6 IF?9?5 [:2'ZC1(C3CVGLA!_':25Z%-+QL/)?[@VDWHB*/AKAM68M&E[()E-BMP@=ZOX:XA3C$KU*<]>@^
M:)-_D?*U7?S8KD+2YB JL3$M!;>7-[$65=4R6>4_/>F'9ALXOK^P?W/EVO1?
MN!9K6?TNM^9@LR5AL!4[?JK,LSQ_%WT-+L.-K+3[#38G;61]"0F#FK]WU[)Q
MUW/W)"-]&!X ?0 , >S_ :P/8$, =)5VF;FZOG+#BUS)
@!-2OYH:P0/CG4 1(JFD2#0]$BAFYNDI2?VD\I3U2AO)[2YE-S5<11",R.(
MG\R6+,WK,@XX.VK;34Q?]O=M/]"BO3X?XQM6_ 502P,$% @ )X.D2&?R
MNE"8 @ 4 H !D !X;"]W;W)K
A =YWL6<=VG