Acquisitions (Tables)

12 Months Ended

Dec. 31, 2014

In 2014 and 2013, the Company acquired the following shopping centers (in millions):

Location or Transaction	Date Acquired	Gross Purchase Price		Face Value of Mortgage Debt Assumed
Colorado Springs, CO	April 2014	$	29.4	$	12.9
Roseville, CA	May 2014		89.5		—
Cincinnati, OH	May 2014		29.5		—
Chicago, IL	June 2014		98.0		35.5
Philadelphia, PA	August 2014		31.5		—
Blackstone II Acquisition (seven assets)^(A)	September 2014		395.3		233.3
Erie, PA^(A)	December 2014		15.6		—
Oakland, CA	February 2013		41.1		—
Dallas, TX	March 2013		40.3		—
Tampa, FL; Atlanta, GA; Newport News, VA and Richmond, VA (two assets)^(A)	April 2013		110.5		—
Parcels adjacent to existing shopping centers	June 2013		11.7		—
Orlando, FL and Atlanta, GA	July 2013		258.5		139.4
Blackstone I Acquisition (30 assets)^(A)	October 2013		1,548.4		792.9

(A)

Acquired from various unconsolidated joint ventures in separate transactions. See description of Blackstone Acquisitions below. Due to the change in control that occurred, the Company recorded an aggregate Gain on Change in Control of $4.3 million and $19.9 million for the years ended December 31, 2014 and 2013, respectively, associated with these acquisitions related to the difference between the Company’s carrying value and fair value of its previously held equity interest on the respective acquisition date.

Schedule of Acquisition Cost of Shopping Centers

The fair value of acquisitions was allocated as follows (in thousands):

							Weighted-Average Amortization Period (in Years)
	2014			2013			2014	2013
Land	$	147,559		$	402,289		N/A	N/A
Buildings		399,274			1,338,851		(B)	(B)
Tenant improvements		9,625			35,334		(B)	(B)
Construction in progress		76,214			—		N/A	N/A
In-place leases (including lease origination costs and fair market value of leases)^(A)		59,684			186,370		7.1	5.2
Tenant relations		35,828			156,990		7.7	5.6
Other assets		4,402			19,536		N/A	N/A
		732,586			2,139,370
Less: Mortgage debt assumed at fair value		(293,288	)		(969,734	)	N/A	N/A
Less: Below-market leases		(28,115	)		(79,499	)	19.1	15.9
Less: Other liabilities assumed		(3,478	)		(26,456	)	N/A	N/A
Net assets acquired	$	407,705		$	1,063,681

(A)	Includes above-market value leases of $8.8 million and $29.2 million at December 31, 2014 and 2013, respectively.

(B)	Depreciated in accordance with the Company’s policy (Note 1).

Consideration

	2014		2013
Consideration:
Cash (including debt repaid at closing)	$	330,929	$	857,219
Repayment of preferred equity interest and mezzanine loan		51,775		160,123
Issuance of OP Units		18,256		—
Gain on Sale and Change in Control of Interests		4,296		19,906
Fair value of previously held equity interest^(A)		2,449		26,433
Total consideration^(B)	$	407,705	$	1,063,681

(A)

The significant inputs used to value the previously held equity interests were determined to be Level 3 for all of the applicable acquisitions. In 2014 and 2013, the weighted-average discount rates applied to cash flows were approximately 7.6% and 7.8%, respectively; the weighted-average residual capitalization rates applied were approximately 7.0% for both periods.

(B)	Total consideration excludes $2.5 million and $3.3 million, in 2014 and 2013, respectively, of costs related to the acquisition of these assets. These transaction costs were expensed as incurred and included in Other Income (Expense) in the consolidated statements of operations.

Unaudited Supplemental to Pro Forma Operating Data

The following unaudited supplemental pro forma operating data is presented for the year ended December 31, 2014, as if the acquisition of the interests in the properties acquired in 2014 were completed on January 1, 2013. The following unaudited supplemental pro forma operating data is presented for the years ended December 31, 2013 and 2012, as if the acquisition of the interests in the properties acquired in 2013 were completed on January 1, 2012, and as if the acquisition of the interests in the properties acquired in 2012 were completed on January 1, 2011. The Gain on Change in Control of Interests related to the acquisitions from unconsolidated joint ventures was adjusted to the assumed acquisition date. The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations of the Company would have been assuming the transactions had been completed as set forth above, nor do they purport to represent the Company’s results of operations for future periods (in thousands, except per share amounts).

	For the Year Ended December 31, (Unaudited)
	2014		2013			2012
Pro forma revenues	$	1,019,646	$	997,369		$	906,028
Pro forma income (loss) from continuing operations	$	8,651	$	(66,946	)	$	(126,346	)
Pro forma net income (loss) attributable to common shareholders	$	78,829	$	(131,507	)	$	(214,789	)
Basic earnings per share data:
Net income (loss) attributable to common shareholders	$	0.22	$	(0.37	)	$	(0.62	)
Diluted earnings per share data:
Net income (loss) attributable to common shareholders	$	0.22	$	(0.37	)	$	(0.62	)

Blackstone Acquisition [Member]

Business Acquisition [Line Items]

Schedule of Business Acquisitions

The acquisitions were completed on similar terms as follows

Terms	Blackstone I Acquisition		Blackstone II Acquisition
Date acquired	October 2013		September 2014
Number of centers		30		7
Transaction value at 100%	$1.55 billion		$395.3 million
Mortgage debt assumed at 95% (face value)	$792.9 million		$233.3 million
Mortgage debt repaid at closing	$139.0 million		$28.0 million
Mortgage debt repaid subsequent to closing	$256.0 million		N/A
DDR preferred equity interest repaid to DDR	$128.4 million		$31.2 million
DDR mezzanine loan repaid to DDR	$31.7 million		N/A
Gain on Sale and Change in Control of Interests	$18.8 million		$4.0 million