Note 2 - Operating Property Activities

9 Months Ended

Sep. 30, 2015

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

2. Operating Property Activities

Acquisitions -

During the nine months ended September 30, 2015, the Company acquired the following properties, in separate transactions (in thousands):

			Purchase Price
Property Name	Location	Month Acquired	Cash*		Debt Assumed		Other		Total		GLA**
Elmont Plaza	Elmont, NY (1)	Jan-15	$	2,400	$	-	$	3,358	$	5,758		13
Garden State Pavilion Parcel	Cherry Hill, NJ	Jan-15		16,300		-		-		16,300		111
Kimstone Portfolio (39 properties)	Various (2)	Feb-15		513,513		637,976		236,011		1,387,500		5,631
Copperfield Village	Houston, TX	Feb-15		18,700		20,800		-		39,500		165
Snowden Square Parcel	Columbia, MD	Mar-15		4,868		-		-		4,868		25
Dulles Town Crossing Parcel	Sterling, VA	Mar-15		4,830		-		-		4,830		9
Flagler Park S.C.	Miami, FL	Mar-15		1,875		-		-		1,875		5
West Farms Parcel	New Britain, CT	Apr-15		6,200		-		-		6,200		24
Milleridge Inn	Jericho, NY	Apr-15		7,500		-		-		7,500		-
Woodgrove Festival Parcels	Woodridge, IL	Jun-15		5,611		-		-		5,611		12
Montgomery Plaza	Fort Worth , TX (3)	Jul-15		34,522		29,311		9,044		72,877		291
125 Coulter Avenue Parcel	Ardmore, PA	Sep-15		1,925		-		-		1,925		6
			$	618,244	$	688,087	$	248,413	$	1,554,744		6,292

*    The Company utilized $39.8 million associated with Internal Revenue Code §1031 sales proceeds.

**  Gross leasable area ("GLA")

(1)	The Company acquired from its partner the remaining ownership interest in a property that was held in a joint venture in which the Company had a 50.0% noncontrolling interest. The Company evaluated this transaction pursuant to the FASB’s Consolidation guidance and as a result, recognized a loss on change in control of interest of $0.2 million resulting from the fair value adjustment associated with the Company’s previously held equity interest, which is reflected in the purchase price above in Other.
(2)	The Company acquired from its partner the remaining ownership interest in 39 properties that were held in a joint venture in which the Company had a 33.3% noncontrolling interest. The Company evaluated this transaction pursuant to the FASB’s Consolidation guidance and as a result, recognized a gain on change in control of interest of $140.0 million resulting from the fair value adjustment associated with the Company’s previously held equity interest, which is reflected in the purchase price above in Other.
(3)	The Company acquired from its partner the remaining ownership interest in a property that was held in a joint venture in which the Company had a 20.0% noncontrolling interest. The Company evaluated this transaction pursuant to the FASB’s Consolidation guidance and as a result, recognized a gain on change in control of interest of $6.3 million resulting from the fair value adjustment associated with the Company’s previously held equity interest, which is reflected in the purchase price above in Other.

The purchase price for these acquisitions has been preliminarily allocated to real estate and related intangible assets acquired and liabilities assumed, as applicable, in accordance with our accounting policies for business combinations. The purchase price allocations and related accounting will be finalized upon completion of the Company’s valuation studies. Accordingly, the fair value allocated to these assets and liabilities are subject to revision. The Company records allocation adjustments when purchase price allocations are finalized. The aggregate purchase price of the properties acquired during the nine months ended September 30, 2015, has been allocated as follows (in thousands):

	Preliminary Allocation			Allocation Adjustments (*)			Revised Allocation as of September 30, 2015
Land	$	417,566		$	(37,799	)	$	379,767
Buildings		876,329			78,622			954,951
Above Market Rents		32,025			(1,776	)		30,249
Below Market Rents		(67,356	)		4,849			(62,507	)
In-Place Leases		156,177			(54,040	)		102,137
Building Improvements		135,533			1,901			137,434
Tenant Improvements		23,733			8,243			31,976
Mortgage Fair Value Adjustment		(22,124	)		-			(22,124	)
Other Assets		3,027			-			3,027
Other Liabilities		(166	)		-			(166	)
	$	1,554,744		$	-		$	1,554,744

* In accordance with the Company’s adoption of ASU 2015-16, which eliminates the requirement to restate prior period financial statements for measurement period adjustments relating to purchase price allocations, the Company, during September 2015, adjusted the preliminary allocation amounts recorded for properties acquired during the nine months ended September 30, 2015. The impact of these allocation adjustments on the Company’s tangible and intangible assets and liabilities are reflected in the table above. In addition, these allocation adjustments resulted in an increase to Depreciation and amortization expense of $5.8 million and a reduction to Revenues from rental properties of $0.1 million for the three months ended September 30, 2015, which related to the six months ended June 30, 2015.

During the nine months ended September 30, 2015, the Company acquired four land parcels, in separate transactions, for an aggregate purchase price of $37.5 million.

During the three months ended September 30, 2015, the Company entered into an agreement to acquire the remaining 50.0% interest in a property previously held in a joint venture in which the Company had a noncontrolling interest for a gross purchase price of $23.0 million. Upon signing this contract, which is expected to close in January 2016, the Company effectively gained control of the entity and is entitled to all economics and risk of loss and as such, the Company now consolidates this property pursuant to the FASB’s Consolidation guidance. Additionally, as the Company is required to purchase the partners interest at a fixed and determinable price in January 2016, the Company has recognized $11.5 million within Other liabilities in the Company’s Condensed Consolidated Balance Sheets at September 30, 2015. Based upon the Company’s intent to redevelop a portion of the property, the Company allocated $8.4 million of the gross purchase price to Real estate under development on the Company’s Condensed Consolidated Balance Sheets and the remaining $14.6 million was allocated to Operating real estate on the Company’s Condensed Consolidated Balance Sheets.

Additionally, during the nine months ended September 30, 2015, the Company acquired the remaining interest in a previously consolidated joint venture for $30.5 million. The Company continues to consolidate this entity as there was no change in control from this transaction. The purchase of the remaining interest resulted in a decrease in noncontrolling interest of $25.0 million and a decrease of $5.4 million to the Company’s Paid-in capital.

Dispositions –

During the nine months ended September 30, 2015, the Company disposed of 74 operating properties and six out parcels, in separate transactions, for an aggregate sales price of $276.3 million. These transactions resulted in an aggregate gain of $86.2 million, after income tax expense and aggregate impairment charges of $2.2 million.

During the nine months ended September 30, 2015, the Company obtained a controlling ownership interest in a property that was held in a preferred equity investment in which the Company had a noncontrolling interest and as a result consolidated the property. The property was subsequently sold for $18.7 million, including $16.3 million in mortgage debt, at no gain or loss during the nine months ended September 30, 2015.

At September 30, 2015, the Company had three properties classified as held-for-sale at a carrying amount of $23.4 million, net of accumulated depreciation of $10.0 million, which are included in Other assets on the Company’s Condensed Consolidated Balance Sheets.  The book value of these properties did not exceed their estimated fair value, less costs to sell, and as such no impairment charges were recognized. The Company’s determination of the fair value of these properties was based upon executed contracts of sale with third parties.

Prior to the adoption of ASU 2014-08, the Company reported the operations and financial results of properties held for sale and operating properties sold as Discontinued operations in the Company’s Condensed Consolidated Statements of Income. Upon the adoption of ASU 2014-08 on January 1, 2015, operations of properties held-for-sale and operating properties sold are reported in income from continuing operations as they do not represent a strategic shift that has or will have a major effect on the Company’s operations and financial results.

Impairment Charges -

During the nine months ended September 30, 2015, the Company recognized aggregate impairment charges of $27.9 million which are included in Impairment charges under Operating expenses on the Company’s Condensed Consolidated Statements of Income. These impairment charges consist of (i) $2.2 million related to the sale of certain operating properties, as discussed above, (ii) $19.6 million related to adjustments to property carrying values for which the Company has decided to market for sale as part of its active capital recycling program and as such has adjusted the anticipated hold periods for such properties, (iii) $5.3 million related to certain investments in other real estate investments and (iv) $0.8 million related to marketable debt securities investment. The Company’s estimated fair value on the properties pending disposition were determined based upon estimated sales price and appraisals. (See Footnote 11 for fair value disclosure).