XML 61 R39.htm IDEA: XBRL DOCUMENT v3.10.0.1
Investment in Unconsolidated Real Estate Ventures (Tables)
12 Months Ended
Dec. 31, 2018
Schedule Of Equity Method Investments [Line Items]  
Investment in Real Estate Ventures and Share of Real Estate Ventures' Income (Loss)

The Company’s investment in Real Estate Ventures as of December 31, 2018 and 2017, and the Company’s share of the Real Estate Ventures’ income (loss) for the years ended December 31, 2018 and 2017 was as follows (in thousands):

 

 

 

Ownership

 

 

Carrying Amount

 

 

Company's Share of Real Estate Venture Income (Loss)

 

 

Real Estate Venture Debt at 100%

 

 

Current

Interest

 

Debt

 

 

Percentage (a)

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

Rate

 

Maturity

Office Properties

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brandywine-AI Venture LLC (b)

 

50%

 

 

$

11,731

 

 

$

43,560

 

 

$

(14,559

)

 

$

(4,465

)

 

$

26,111

 

 

$

93,117

 

 

4.65%

 

(c)

Rockpoint Venture (d)

 

15%

 

 

 

47,834

 

 

 

-

 

 

 

83

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

 

 

MAP Venture (e)

 

50%

 

 

 

11,173

 

 

 

15,450

 

 

 

(2,155

)

 

 

(3,443

)

 

 

185,000

 

 

 

180,800

 

 

L+2.45%

 

Aug 2023 (e)

PJP VII

 

25%

 

 

 

1,100

 

 

 

1,156

 

 

 

157

 

 

 

175

 

 

 

3,777

 

 

 

4,792

 

 

L+2.65%

 

Dec 2019

PJP II

 

30%

 

 

 

663

 

 

 

604

 

 

 

179

 

 

 

72

 

 

 

2,214

 

 

 

2,564

 

 

6.12%

 

Nov 2023

PJP VI

 

25%

 

 

 

125

 

 

 

179

 

 

 

71

 

 

 

38

 

 

 

7,069

 

 

 

7,370

 

 

6.08%

 

Apr 2023

DRA (G&I) Austin (f)

 

50%

 

 

 

-

 

 

 

13,972

 

 

 

1,687

 

 

 

(989

)

 

 

-

 

 

 

249,481

 

 

 

 

 

Four Tower Bridge (g)

 

65%

 

 

 

-

 

 

 

3,032

 

 

 

-

 

 

 

746

 

 

 

-

 

 

 

9,749

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brandywine 1919 Ventures (h)

 

50%

 

 

 

19,897

 

 

 

22,268

 

 

 

253

 

 

 

(194

)

 

 

88,860

 

 

 

88,860

 

 

4%

 

Jun 2023 (i)

HSRE-BDN I, LLC

 

50%

 

 

 

-

 

 

 

17,671

 

 

 

(358

)

 

 

449

 

 

 

-

 

 

 

110,886

 

 

 

 

 

TB-BDN Plymouth Apartments (j)

 

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

99

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Development Properties

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4040 Wilson (k)

 

50%

 

 

 

37,371

 

 

 

37,179

 

 

 

(192

)

 

 

(255

)

 

 

57,288

 

 

 

6,664

 

 

L+2.75%

 

Dec 2021

51 N Street

 

70%

 

 

 

21,368

 

 

 

21,212

 

 

 

(137

)

 

 

(176

)

 

 

-

 

 

 

-

 

 

 

 

 

1250 First Street Office

 

70%

 

 

 

17,838

 

 

 

17,867

 

 

 

(260

)

 

 

(149

)

 

 

-

 

 

 

-

 

 

 

 

 

Seven Tower Bridge (g)

 

20%

 

 

 

-

 

 

 

471

 

 

 

-

 

 

 

(214

)

 

 

-

 

 

 

14,629

 

 

 

 

 

 

 

 

 

 

 

$

169,100

 

 

$

194,621

 

 

$

(15,231

)

 

$

(8,306

)

 

$

370,319

 

 

$

768,912

 

 

 

 

 

 

(a)

Ownership percentage represents the Company’s entitlement to residual distributions after payments of priority returns, where applicable.

(b)

See “Brandywine - AI Venture: Station Square and 7101 Wisconsin Avenue” and “Brandywine - AI Venture: Other Than Temporary Impairment” sections below for information discussing activity that occurred during 2018 and 2017 relating to this venture.

(c)

The debt for these properties is comprised of one fixed rate mortgage: (1) $26.1 million with a 4.65% fixed interest rate due January 1, 2022. On December 28, 2018, the BDN – AI Venture repaid its $66.5 million mortgage with a fixed interest rate of 3.22% upon the disposition of three properties known as Station Square.

(d)  On December 20, 2018, the Company contributed a portfolio of eight properties containing an aggregate of 1,293,197 square feet, located in its Metropolitan Washington, D.C. segment, known as the Rockpoint Portfolio, to a newly-formed joint venture, known as the Herndon Innovation Center Metro Portfolio Venture, LLC, for a gross sales price of $312.0 million. Rockpoint and the Company own 85% and 15% interests in the Herndon Innovation Center Metro Portfolio Venture, LLC, respectively. See “Herndon Innovation Center Metro Portfolio Venture, LLC” section below for further details.

(e)

On August 1, 2018, the MAP Venture refinanced its $180.8 million third party debt financing, secured by the buildings of MAP Venture and maturing February 9, 2019, with $185.0 million third party debt financing, also secured by the buildings, bearing interest at LIBOR + 2.45% capped at a total maximum interest of 6.00% and maturing on August 1, 2023.

(f)

See “Austin Venture section below for information discussing the Company’s purchase of its partner’s entire 50% interest in the twelve remaining properties within the Austin Venture on December 11, 2018.

(g)

On January 5, 2018, the Company exchanged its 20% interest in Seven Tower Bridge to acquire the remaining 35% interest in Four Tower Bridge. For further information regarding the accounting of the transaction, see “Four Tower Bridge Acquisition” section below.

(h)  The basis difference associated with this venture is allocated between cost and the underlying equity in the net assets of the investee and is accounted for as if the entity were consolidated (i.e., allocated to the Company’s relative share of assets and liabilities with an adjustment to recognize equity in earnings for the appropriate depreciation/amortization).

(i)

On June 26, 2018, each of the Company and its partner, LCOR/Calstrs, provided a $44.4 million mortgage loan to Brandywine 1919 Ventures. As a result, the Company recorded a related-party note receivable of $44.4 million in the “Other assets” caption on its consolidated balance sheets. The loans bear interest at a fixed 4.0% per annum interest rate with a scheduled maturity on June 25, 2023. On June 26, 2018, Brandywine 1919 Ventures used the loan to repay the venture’s then outstanding $88.8 million construction loan, comprised of $88.6 million in principal and $0.2 million of accrued interest.

(j)

On January 31, 2017, the Company sold its 50% interest in TB-BDN Plymouth Apartments, LP.

(k)

During the fourth quarter of 2017, 4040 Wilson obtained a secured construction loan with a total borrowing capacity of $150.0 million.

The following is a summary of the financial position of the Real Estate Ventures as of December 31, 2018 and December 31, 2017 (in thousands):

  

 

December 31, 2018

 

 

DRA (G&I) Austin (a)

 

 

Brandywine-AI Venture LLC

 

 

evo at Cira Centre South (b)

 

 

Other

 

 

Total

 

Net property

$

-

 

 

$

47,043

 

 

$

-

 

 

$

788,940

 

 

$

835,983

 

Other assets

 

-

 

 

 

11,206

 

 

 

-

 

 

 

148,293

 

 

 

159,499

 

Other liabilities

 

-

 

 

 

2,002

 

 

 

-

 

 

 

83,679

 

 

 

85,681

 

Debt, net

 

-

 

 

 

26,020

 

 

 

-

 

 

 

339,687

 

 

 

365,707

 

Equity (c)

 

-

 

 

 

30,227

 

 

 

-

 

 

 

513,867

 

 

 

544,094

 

 

 

December 31, 2017

 

 

DRA (G&I) Austin

 

 

Brandywine-AI Venture LLC

 

 

evo at Cira Centre South

 

 

Other

 

 

Total

 

Net property

$

263,557

 

 

$

158,960

 

 

$

143,990

 

 

$

517,458

 

 

$

1,083,965

 

Other assets

 

42,272

 

 

 

24,181

 

 

 

8,563

 

 

 

86,916

 

 

 

161,932

 

Other liabilities

 

24,131

 

 

 

4,493

 

 

 

1,648

 

 

 

67,435

 

 

 

97,707

 

Debt, net

 

248,700

 

 

 

92,917

 

 

 

110,136

 

 

 

314,667

 

 

 

766,420

 

Equity (c)

 

32,998

 

 

 

85,731

 

 

 

40,769

 

 

 

222,272

 

 

 

381,770

 

(a)

On December 11, 2018, the Company acquired DRA’s 50% ownership interest in the DRA Austin Venture for an aggregate purchase price of $535.1 million. See “Austin Venture” section below.

(b)

On January 10, 2018, HSRE-BDN I, LLC (evo at Cira Centre South) sold the 345-unit student housing tower, its sole operating asset. See “evo at Cira Disposition” section below.

(c)

This amount includes the effect of the basis difference between the Company’s historical cost basis and the basis recorded at the Real Estate Venture level, which is typically amortized over the life of the related assets and liabilities.  Basis differentials occur from the impairment of investments, purchases of third party interests in existing Real Estate Ventures and upon the transfer of assets that were previously owned by the Company into a Real Estate Venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the Real Estate Venture level.

 

The following is a summary of results of operations of the Real Estate Ventures in which the Company had interests as of December 31, 2018, 2017 and 2016 (in thousands):

 

 

Twelve-month period ended December 31, 2018

 

 

DRA (G&I) Austin

 

 

Brandywine-AI Venture LLC

 

 

evo at Cira Centre South

 

 

Other

 

 

Total

 

Revenue

$

53,476

 

 

$

23,515

 

 

$

163

 

 

$

88,172

 

 

$

165,326

 

Operating expenses

 

(22,994

)

 

 

(10,483

)

 

 

(256

)

 

 

(48,302

)

 

 

(82,035

)

Interest expense, net

 

(9,083

)

 

 

(3,478

)

 

 

(123

)

 

 

(17,090

)

 

 

(29,774

)

Depreciation and amortization

 

(19,226

)

 

 

(8,991

)

 

 

(409

)

 

 

(25,200

)

 

 

(53,826

)

Provision for impairment

 

-

 

 

 

(20,832

)

 

 

-

 

 

 

-

 

 

 

(20,832

)

Loss on extinguishment of debt

 

(356

)

 

 

(695

)

 

 

-

 

 

 

(334

)

 

 

(1,385

)

Net income (loss)

$

1,817

 

 

$

(20,964

)

 

$

(625

)

 

$

(2,754

)

 

$

(22,526

)

Ownership interest %

 

50

%

 

 

50

%

 

 

50

%

 

(a)

 

 

 

 

 

Company's share of net income (loss)

$

909

 

 

$

(10,482

)

 

$

(313

)

 

$

(2,038

)

 

$

(11,924

)

Other-than-temporary impairment (b)

 

-

 

 

 

(4,076

)

 

 

-

 

 

 

-

 

 

 

(4,076

)

Basis adjustments and other

 

778

 

 

 

(1

)

 

 

(45

)

 

 

37

 

 

 

769

 

Equity in income (loss) of Real Estate Ventures

$

1,687

 

 

$

(14,559

)

 

$

(358

)

 

$

(2,001

)

 

$

(15,231

)

 

 

 

Twelve-month period ended December 31, 2017

 

 

DRA (G&I) Austin

 

 

Brandywine-AI Venture LLC

 

 

evo at Cira Centre South

 

 

Other

 

 

Total

 

Revenue

$

85,500

 

 

$

29,500

 

 

$

12,285

 

 

$

88,986

 

 

$

216,271

 

Operating expenses

 

(35,997

)

 

 

(12,298

)

 

 

(3,075

)

 

 

(47,970

)

 

 

(99,340

)

Interest expense, net

 

(13,985

)

 

 

(4,707

)

 

 

(4,092

)

 

 

(17,429

)

 

 

(40,213

)

Depreciation and amortization

 

(34,026

)

 

 

(11,428

)

 

 

(4,512

)

 

 

(28,474

)

 

 

(78,440

)

Loss on extinguishment of debt

 

(2,613

)

 

 

(811

)

 

 

-

 

 

 

-

 

 

 

(3,424

)

Net income (loss)

$

(1,121

)

 

$

256

 

 

$

606

 

 

$

(4,887

)

 

$

(5,146

)

Ownership interest %

 

50

%

 

 

50

%

 

 

50

%

 

(a)

 

 

 

 

 

Company's share of net income (loss)

$

(560

)

 

$

128

 

 

$

303

 

 

$

(1,735

)

 

$

(1,864

)

Other-than-temporary impairment (b)

 

-

 

 

 

(4,844

)

 

 

-

 

 

 

-

 

 

 

(4,844

)

Basis adjustments and other

 

(429

)

 

 

251

 

 

 

146

 

 

 

(1,566

)

 

 

(1,598

)

Equity in income (loss) of Real Estate Ventures

$

(989

)

 

$

(4,465

)

 

$

449

 

 

$

(3,301

)

 

$

(8,306

)

 

 

Twelve-month period ended December 31, 2016

 

 

DRA (G&I) Austin

 

 

Brandywine-AI Venture LLC

 

 

evo at Cira Centre South

 

 

Other

 

 

Total

 

Revenue

$

85,749

 

 

$

31,047

 

 

$

12,393

 

 

$

85,263

 

 

$

214,452

 

Operating expenses

 

(37,643

)

 

 

(13,654

)

 

 

(3,183

)

 

 

(48,712

)

 

 

(103,192

)

Provision for impairment (c)

 

-

 

 

 

(10,476

)

 

 

-

 

 

 

-

 

 

 

(10,476

)

Interest expense, net

 

(15,052

)

 

 

(5,825

)

 

 

(3,230

)

 

 

(16,207

)

 

 

(40,314

)

Depreciation and amortization

 

(38,365

)

 

 

(12,811

)

 

 

(4,512

)

 

 

(30,050

)

 

 

(85,738

)

Net income (loss) (d)

$

(5,311

)

 

$

(11,719

)

 

$

1,468

 

 

$

(9,706

)

 

$

(25,268

)

Ownership interest %

 

50

%

 

 

50

%

 

 

50

%

 

(a)

 

 

 

 

 

Company's share of net income (loss)

$

(2,656

)

 

$

(5,860

)

 

$

734

 

 

$

(4,719

)

 

$

(12,501

)

Basis adjustments and other

 

776

 

 

 

(35

)

 

 

109

 

 

 

148

 

 

 

998

 

Equity in income (loss) of Real Estate Ventures

$

(1,880

)

 

$

(5,895

)

 

$

843

 

 

$

(4,571

)

 

$

(11,503

)

 

(a)

See above table, which discloses the Company’s investment in Real Estate Ventures as of December 31, 2018 and 2017, for the Company’s unconsolidated ownership interests, subject to specified priority allocations of distributable cash, in certain of the Real Estate Ventures.

(b)

See “Brandywine - AI Venture: Other Than Temporary Impairment” section below.

(c)

See “Brandywine - AI Venture: Station Square Impairment” section below.

(d)

During the year ended December 31, 2016, there were $7.1 million of acquisition deal costs related to the formation of the MAP Venture.

Schedule of Maturities of Long-term Debt

As of December 31, 2018, the Company’s aggregate scheduled principal payments of debt obligations, excluding amortization of discounts and premiums, are as follows (in thousands):

 

2019

$

7,595

 

2020

 

87,226

 

2021

 

15,143

 

2022

 

348,832

 

2023

 

556,736

 

Thereafter

 

1,028,610

 

Total principal payments

 

2,044,142

 

Net unamortized premiums/(discounts)

 

(5,855

)

Net deferred financing costs

 

(10,241

)

Outstanding indebtedness

$

2,028,046

 

Summary of Gain on Sale for Each Land Parcel

The Company sold the following properties during the twelve-month period ended December 31, 2018 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Type

 

Number of Properties

 

Rentable Square Feet

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain/(Loss) on Sale

 

December 21, 2018

 

Subaru National Training Center (a)

 

Camden, NJ

 

Mixed-use

 

1

 

 

83,000

 

 

$

45,300

 

 

$

44,877

 

 

$

2,570

 

December 20, 2018

 

Rockpoint Portfolio (b)

 

Herndon, VA

 

Office

 

8

 

 

1,293,197

 

 

 

312,000

 

 

 

262,442

 

 

 

397

 

June 21, 2018

 

20 East Clementon Road

 

Gibbsboro, NJ

 

Office

 

1

 

 

38,260

 

 

 

2,000

 

 

 

1,850

 

 

 

(35

)

Total Dispositions

 

 

 

 

 

 

 

10

 

 

1,414,457

 

 

$

359,300

 

 

$

309,169

 

 

$

2,932

 

 

(a)

During the second quarter of 2018, Subaru exercised its purchase option under the lease agreement for the Subaru NSTC and the sale occurred during the fourth quarter of 2018. See Note 2, “Summary of Significant Accounting Policies,” for further discussion of the lease agreement and related revenue recognition.

(b)

On December 20, 2018, the Company contributed a portfolio of eight properties containing an aggregate of 1,293,197 square feet, located in its Metropolitan Washington, D.C. segment (the “Rockpoint Portfolio”) to a newly-formed joint venture (the “Herndon Innovation Center Metro Portfolio Venture, LLC”) for a gross sales price of $312.0 million. The Company and its partner own 15% and 85% interests in the Herndon Innovation Center Metro Portfolio Venture, LLC, respectively. The Herndon Innovation Center Metro Portfolio Venture, LLC funded the acquisition with $265.2 million of cash, which was distributed to the Company at closing. After funding its share of closing costs and working capital contributions of $2.2 million and $0.6 million, respectively, the Company received $262.4 million of cash proceeds at settlement. The Company recorded an impairment charge of $56.9 million for the Rockpoint Portfolio during the third quarter of 2018. The Company recorded a $0.4 million gain on sale, which represents an adjustment to estimated closing costs used to determine the impairment charge in the third quarter of 2018. For further information related to this transaction, see the “Herndon Innovation Center Metro Portfolio Venture, LLC” section in Note 4, “Investment in Unconsolidated Real Estate Ventures.”

The Company sold the following land parcels during the twelve-month period ended December 31, 2018 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Number of Parcels

 

 

Acres

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain on Sale

 

 

March 16, 2018

 

Garza Ranch - Office

 

Austin, TX

 

 

1

 

 

 

6.6

 

 

$

14,571

 

 

$

14,509

 

 

$

1,515

 

(a)

January 10, 2018

 

Westpark Land

 

Durham, NC

 

 

1

 

 

 

13.1

 

 

 

485

 

 

 

412

 

 

 

22

 

 

Total Dispositions

 

 

 

 

 

 

2

 

 

 

19.7

 

 

$

15,056

 

 

$

14,921

 

 

$

1,537

 

 

 

(a)

As of March 31, 2018, the Company had not transferred control to the buyer of this land parcel, or two other parcels at this site which were sold during 2017, because of a completion guarantee which required the Company, as developer, to complete certain infrastructure improvements on behalf of the buyers of the land parcels. The cash received at settlement was recorded as “Deferred income, gains and rent” on the Company’s consolidated balance sheets. During the three months ended June 30, 2018, the infrastructure improvements were substantially completed, at which time the Company transferred control of the land parcels. As a result, the Company then recognized the sales of the three land parcels during 2018 and recorded an aggregate $2.8 million gain. During the quarter ended December 31, 2018, the Company recognized an additional $0.2 million gain. See Note 2, “Summary of Significant Accounting Policies,” for further discussion of the infrastructure improvements and related revenue recognition.

The Company sold the following properties during the twelve-month period ended December 31, 2017 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Type

 

Number of Properties

 

Rentable Square Feet

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain/(Loss) on Sale (a)

 

 

November 22, 2017

 

11, 14, 15, 17 and 18 Campus Boulevard (Newtown Square)

 

Newtown Square, PA

 

Office

 

5

 

 

252,802

 

 

$

42,000

 

 

$

40,459

 

 

$

19,642

 

 

October 31, 2017

 

630 Allendale Road

 

King of Prussia, PA

 

Office

 

1

 

 

150,000

 

 

 

17,500

 

 

 

16,580

 

 

 

3,605

 

 

June 27, 2017

 

Two, Four A, Four B and Five Eves Drive (Evesham Corporate Center)

 

Marlton, NJ

 

Office

 

4

 

 

134,794

 

 

 

9,700

 

 

 

8,650

 

 

 

(325

)

(b)

June 12, 2017

 

7000 Midlantic Drive

 

Mount Laurel, NJ

 

Retail

 

1

 

 

10,784

 

 

 

8,200

 

 

 

7,714

 

 

 

1,413

 

 

March 30, 2017

 

200, 210 & 220 Lake Drive East (Woodland Falls)

 

Cherry Hill, NJ

 

Office

 

3

 

 

215,465

 

 

 

19,000

 

 

 

17,771

 

 

 

(249

)

(c)

March 15, 2017

 

Philadelphia Marine Center (Marine Piers)

 

Philadelphia, PA

 

Mixed-use

 

1

 

 

181,900

 

 

 

21,400

 

 

 

11,182

 

 

 

6,498

 

(d)

March 13, 2017

 

11700, 11710, 11720 & 11740 Beltsville Drive (Calverton)

 

Beltsville, MD

 

Office

 

3

 

 

313,810

 

 

 

9,000

 

 

 

8,354

 

 

 

-

 

(e)

February 2, 2017

 

1200 & 1220 Concord Avenue (Concord Airport Plaza)

 

Concord, CA

 

Office

 

2

 

 

350,256

 

 

 

33,100

 

 

 

32,010

 

 

 

551

 

(f)

Total Dispositions

 

 

 

 

 

 

 

20

 

 

1,609,811

 

 

$

159,900

 

 

$

142,720

 

 

$

31,135

 

 

(a)

Gain/(Loss) on Sale is net of closing and other transaction related costs.

(b)

As of March 31, 2017, the Company evaluated the recoverability of the carrying value of its properties that triggered assessment under the undiscounted cash flow model. Based on the Company’s evaluation, it was determined that due to the reduction in the Company’s intended hold period of four properties located in the Other segment, the Company would not recover the carrying values of these properties. Accordingly, the Company recorded impairment charges on these properties of $1.0 million at March 31, 2017, which reduced the aggregate carrying values of the properties from $10.2 million to their estimated fair value of $9.2 million. The Company measured these impairments based on a discounted cash flow analysis, using a hold period of 10 years and residual capitalization rates and discount rates of 9.00% and 9.25%, respectively. The results were comparable to indicative pricing in the market. The assumptions used to determine fair value under the income approach are Level 3 inputs in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, “Fair Value Measurements and Disclosures.” The loss on sale in the table above represents additional closing costs.

(c)

As of December 31, 2016, the Company evaluated the recoverability of the carrying value of its properties that triggered assessment under the undiscounted cash flow model. Based on the Company’s evaluation, it was determined that due to the reduction in the Company’s intended hold period of three properties located in the Other segment, the Company would not recover the carrying values of these properties. Accordingly, the Company recorded impairment charges on these properties of $7.3 million at December 31, 2016, reducing the aggregate carrying values of the properties from $25.8 million to their estimated fair value of $18.5 million. The Company measured these impairments based on a discounted cash flow analysis, using a hold period of 10 years and residual capitalization rates and discount rates of 8.75% and 9.00%, respectively. The results were comparable to indicative pricing in the market. The assumptions used to determine fair value under the income approach are Level 3 inputs in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, “Fair Value Measurements and Disclosures.” The loss on sale in the table above represents additional closing costs.

(d)

On March 15, 2017, the Company sold its sublease interest in the Piers at Penn’s Landing (the “Marine Piers”), which includes leasehold improvements containing 181,900 net rentable square feet, and a marina, located in Philadelphia, Pennsylvania for an aggregate sales price of $21.4 million. On the closing date, the buyer paid $12.0 million in cash. The $9.4 million balance of the purchase is due on (a) January 31, 2020, in the event that the tenant at the Marine Piers does not exercise an option it holds to extend the term of the sublease or (b) January 15, 2024, in the event that the tenant does exercise the option to extend the term of the sublease. The Company determined that it is appropriate to account for the sales transaction under the cost recovery method. The Company received cash proceeds of $11.2 million, after closing costs and prorations, and the net book value of the Marine Piers was $4.7 million, resulting in a gain on sale of $6.5 million. The remaining gain on sale of $9.4 million will be recognized on the second purchase price installment date. Prior to its sale, the Marine Piers had been classified as mixed-use within the Company’s property count.

(e)

During the fourth quarter of 2016, the Company recognized a $3.0 million impairment related to these properties. During the first quarter of 2017, there was a price reduction of $1.7 million under the agreement of sale and an additional impairment of $1.7 million was recognized.

(f)

During the fourth quarter of 2016, the Company recognized an $11.5 million impairment related to these properties. This sale was designated as a like-kind exchange under Section 1031 of the Internal Revenue Code (“IRC”) and, as such, the proceeds, totaling $32.0 million after closing costs and prorations, were deposited with a Qualified Intermediary, as defined under the IRC. The proceeds received at closing were recorded as “Other assets” in the Company’s consolidated balance sheets. During the third quarter of 2017, the Company acquired 3000 Market Street in Philadelphia, Pennsylvania using the full balance of the Section 1031 proceeds. See “Acquisition” section above.

The Company sold the following land parcels during the twelve-month period ended December 31, 2017 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Number of Parcels

 

 

Acres

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain on Sale

 

 

September 13, 2017

 

50 E. Swedesford Square

 

Malvern, PA

 

 

1

 

 

 

12.0

 

 

$

7,200

 

 

$

7,098

 

 

$

882

 

 

July 18, 2017

 

Bishop's Gate

 

Mount Laurel, NJ

 

 

1

 

 

 

49.5

 

 

 

6,000

 

 

 

5,640

 

 

 

71

 

(a)

April 28, 2017

 

Garza Ranch - Multi-family

 

Austin, TX

 

 

1

 

 

 

8.4

 

 

 

11,800

 

 

 

11,560

 

 

 

-

 

(b)

February 15, 2017

 

Gateway Land - Site C

 

Richmond, VA

 

 

1

 

 

 

4.8

 

 

 

1,100

 

 

 

1,043

 

 

 

-

 

(c)

January 30, 2017

 

Garza Ranch - Hotel

 

Austin, TX

 

 

1

 

 

 

1.7

 

 

 

3,500

 

 

 

3,277

 

 

 

-

 

(b)

Total Dispositions

 

 

 

 

 

 

5

 

 

 

76.4

 

 

$

29,600

 

 

$

28,618

 

 

$

953

 

 

 

(a)

During the fourth quarter of 2016, the Company recognized an impairment of $3.0 million. During the second quarter of 2017, the Company recorded a held for sale impairment charge of $0.3 million, reducing the aggregate carrying value of the land parcel from $5.9 million to its estimated fair value less costs to sell of $5.6 million. The fair value measurement is based on pricing in the purchase and sale agreement for the property. As the pricing in the purchase and sale agreement is unobservable, the Company determined that the input utilized to determine fair value for the property falls within Level 3 in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, “Fair Value Measurements and Disclosures.” The land parcel was sold on July 18, 2017.

(b)

The Company has a continuing involvement in this property through a completion guaranty, which requires the Company, as developer, to complete certain infrastructure improvements on behalf of the buyers of the land parcels. The Company recorded the cash received at settlement as “Deferred income, gains and rent” on the Company’s consolidated balance sheet and the Company will recognize the sale upon completion of infrastructure improvements.

(c)

During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel.

 

The Company sold the following properties during the twelve-month period ended December 31, 2016 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Number of Properties

 

Rentable Square Feet

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain/(Loss) on Sale (a)

 

 

October 13, 2016

 

620, 640, 660 Allendale Road

 

King of Prussia, PA

 

3

 

 

156,669

 

 

$

12,800

 

 

$

12,014

 

 

$

2,382

 

 

September 1, 2016

 

1120 Executive Plaza

 

Mt. Laurel, NJ

 

1

 

 

95,183

 

 

 

9,500

 

 

 

9,241

 

 

 

(18

)

(b)

August 2, 2016

 

50 East Clementon Road

 

Gibbsboro, NJ

 

1

 

 

3,080

 

 

 

1,100

 

 

 

1,011

 

 

 

(85

)

 

May 11, 2016

 

196/198 Van Buren Street (Herndon Metro Plaza I&II)

 

Herndon, VA

 

2

 

 

197,225

 

 

 

44,500

 

 

 

43,412

 

 

 

(752

)

(c)

February 5, 2016

 

2970 Market Street  (Cira Square)

 

Philadelphia, PA

 

1

 

 

862,692

 

 

 

354,000

 

 

 

350,150

 

 

 

115,828

 

 

February 4, 2016

 

Och-Ziff Portfolio

 

Various

 

58

 

 

3,924,783

 

 

 

398,100

 

 

 

353,971

 

 

 

(372

)

(d)

Total Dispositions

 

 

 

 

 

66

 

 

5,239,632

 

 

$

820,000

 

 

$

769,799

 

 

$

116,983

 

 

 

(a)

Gain/(Loss) on Sale is net of closing and other transaction related costs.

(b)

As of June 30, 2016, the Company determined that the sale of the property was probable and classified this property as held for sale in accordance with applicable accounting standards for long lived assets. At such date, the carrying value of the property exceeded the fair value less the anticipated costs of sale. As a result, the Company recognized a provision for impairment totaling approximately $1.8 million during the three-month period ended June 30, 2016. The fair value measurement was based on the pricing in the purchase and sale agreement for the sale of the property. As the pricing in the purchase and sale agreement is unobservable, the Company determined that the inputs utilized to determine fair value for this property falls within Level 3 in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, "Fair Value Measurements and Disclosures.” The loss on sale represents additional closing costs recognized at closing.

(c)

During the three-month period ended March 31, 2016, the Company recognized a provision for impairment totaling approximately $7.4 million on the properties. See “Held for Use Impairment” section below. The loss on sale primarily relates to additional closing costs recognized at closing.

(d)

During the three-month period ended December 31, 2015, the Company recognized a provision for impairment totaling approximately $45.4 million. The loss on sale represents additional closing costs recognized at closing.

The Company sold the following land parcels during the twelve-month period ended December 31, 2016 (dollars in thousands):

 

Disposition Date

 

Property/Portfolio Name

 

Location

 

Number of Parcels

 

 

Acres

 

 

Sales Price

 

 

Net Proceeds on Sale

 

 

Gain on Sale (a)

 

 

December 2, 2016

 

Oakland Lot B

 

Oakland, CA

 

 

1

 

 

 

0.9

 

 

$

13,750

 

 

$

13,411

 

 

$

9,039

 

 

August 19, 2016

 

Highlands Land

 

Mt. Laurel, NJ

 

 

1

 

 

 

2.0

 

 

 

288

 

 

 

284

 

 

 

193

 

 

January 15, 2016

 

Greenhills Land

 

Reading, PA

 

 

1

 

 

 

120.0

 

 

 

900

 

 

 

837

 

 

 

-

 

(b)

Total Dispositions

 

 

 

 

 

 

3

 

 

 

122.9

 

 

$

14,938

 

 

$

14,532

 

 

$

9,232

 

 

 

(a)

Gain on Sale is net of closing and other transaction related costs.

(b)

The carrying value of the land exceeded the fair value less the anticipated costs of sale as of December 31, 2015. Therefore the Company recognized an impairment loss of $0.3 million during the three-month period ended December 31, 2015. There was no gain or loss recognized on the sale during 2016.

Unconsolidated Real Estate Ventures [Member]  
Schedule Of Equity Method Investments [Line Items]  
Schedule of Maturities of Long-term Debt

As of December 31, 2018, the aggregate principal payments of recourse and non-recourse debt payable to third-parties are as follows (in thousands):

 

2019

 

$

4,998

 

2020

 

 

1,290

 

2021

 

 

58,651

 

2022

 

 

25,277

 

2023

 

 

280,005

 

Thereafter

 

 

98

 

Total principal payments

 

 

370,319

 

Net deferred financing costs

 

 

(4,612

)

Outstanding indebtedness

 

$

365,707

 

Austin Joint Venture [Member]  
Schedule Of Equity Method Investments [Line Items]  
Summary of Gain on Sale for Each Land Parcel

The summary of the transaction is as follows (in thousands);

 

 

 

October 18, 2017

 

Gross sales price

 

$

333,250

 

Debt principal

 

 

(150,968

)

Debt prepayment penalties

 

 

(2,120

)

Closing costs and net prorations

 

 

(7,420

)

    Cash to Austin Venture

 

$

172,742

 

Company's ownership interest

 

 

50

%

    Cash to the Company

 

$

86,371

 

 

 

 

 

 

Cash to Austin Venture

 

$

172,742

 

Austin Venture basis of sold properties

 

 

(92,559

)

    Austin Venture gain on sale

 

$

80,183

 

Company's ownership interest

 

 

50

%

    Company's share of gain

 

$

40,092

 

 

 

 

 

 

Company's share of gain

 

$

40,092

 

Deferred gain from partial sale

 

 

12,072

 

    Gain on real estate venture transactions

 

$

52,164