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Fair Value Measurements
12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements

11.

Fair Value Measurements

 

(a)

Disclosure of Fair Value of Financial Instruments

All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management's estimation, reasonably approximates their fair values, except for the following:

 

 

 

December 31,

 

 

 

2019

 

 

2018

 

(in thousands)

 

Carrying

Amount

 

 

Fair Value

 

 

Carrying

Amount

 

 

Fair Value

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes payable

 

$

3,435,161

 

 

 

3,688,604

 

 

$

3,006,478

 

 

 

2,961,769

 

Unsecured credit facilities

 

$

484,383

 

 

 

489,496

 

 

$

708,734

 

 

 

710,902

 

 

The above fair values represent management's estimate of the amounts that would be received from selling those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants as of December 31, 2019 and 2018. These fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company's own judgments about the assumptions that market participants would use in pricing the asset or liability.

The Company develops its judgments based on the best information available at the measurement date, including expected cash flows, appropriately risk-adjusted discount rates, and available observable and unobservable inputs. Service providers involved in fair value measurements are evaluated for competency and qualifications on an ongoing basis. As considerable judgment is often necessary to estimate the fair value of these financial instruments, the fair values presented above are not necessarily indicative of amounts that will be realized upon disposition of the financial instruments.

 

(b)

Fair Value Measurements

The following financial instruments are measured at fair value on a recurring basis:

Securities

The Company has investments in marketable securities that are included within Other assets on the accompanying Consolidated Balance Sheets. The fair value of the securities was determined using quoted prices in active markets, which are considered Level 1 inputs of the fair value hierarchy. Changes in the value of securities are recorded within Net investment (income) loss in the accompanying Consolidated Statements of Operations, and includes unrealized (gains) losses of ($3.8) million, $3.3 million, and ($1.1) million for the years ended December 31, 2019, 2018, and 2017, respectively.

Available-for-Sale Debt Securities

Available-for-sale debt securities consist of investments in certificates of deposit and corporate bonds, and are recorded at fair value using matrix pricing methods to estimate fair value, which are considered Level 2 inputs of the fair value hierarchy. Unrealized gains or losses on these debt securities are recognized through other comprehensive income.

Interest Rate Derivatives

The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

The following table presents the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:

 

 

 

Fair Value Measurements as of December 31, 2019

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets

(Level 1)

 

 

Significant Other Observable Inputs

(Level 2)

 

 

Significant Unobservable Inputs

(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities

 

$

39,599

 

 

 

39,599

 

 

 

 

 

 

 

Available-for-sale debt securities

 

 

10,755

 

 

 

 

 

 

10,755

 

 

 

 

Interest rate derivatives

 

 

2,987

 

 

 

 

 

 

2,987

 

 

 

 

Total

 

$

53,341

 

 

 

39,599

 

 

 

13,742

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate derivatives

 

$

(1,515

)

 

 

 

 

 

(1,515

)

 

 

 

 

 

 

Fair Value Measurements as of December 31, 2018

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets

(Level 1)

 

 

Significant Other Observable Inputs

(Level 2)

 

 

Significant Unobservable Inputs

(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities

 

$

33,354

 

 

 

33,354

 

 

 

 

 

 

 

Available-for-sale debt securities

 

 

7,933

 

 

 

 

 

 

7,933

 

 

 

 

Interest rate derivatives

 

 

17,482

 

 

 

 

 

 

17,482

 

 

 

 

Total

 

$

58,769

 

 

 

33,354

 

 

 

25,415

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate derivatives

 

$

(5,491

)

 

 

 

 

 

(5,491

)

 

 

 

 

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a non-recurring basis:

 

 

 

Fair Value Measurements as of December 31, 2019

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets

(Level 1)

 

 

Significant Other Observable Inputs

(Level 2)

 

 

Significant Unobservable Inputs

(Level 3)

 

 

Total Gains (Losses)

 

Operating properties

 

$

71,131

 

 

 

 

 

 

28,131

 

 

 

43,000

 

 

 

(50,553

)

 

 

 

Fair Value Measurements as of December 31, 2018

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets

(Level 1)

 

 

Significant Other Observable Inputs

(Level 2)

 

 

Significant Unobservable Inputs

(Level 3)

 

 

Total Gains (Losses)

 

Operating properties

 

$

42,760

 

 

 

 

 

 

42,760

 

 

 

 

 

 

(6,579

)

During the year ended December 31, 2019, the Company recorded a $50.5 million Provision for impairment on two operating properties which are classified as held and used.  One property was remeasured to fair value based on its expected selling price, which is reflected in the above Level 2 category, and resulted in a $10.2 million Provision for impairment.  The second property impairment was triggered as a result of an expected early move out of a tenant at a single-tenant retail center that has declared bankruptcy, resulting in the Company re-evaluating the highest and best use of the asset and its expected hold period.  The fair value of the property was derived using a discounted cash flow model, which included assumptions around redevelopment of the asset to its highest and best use as a mixed-use project and re-leasing the space.  The discount rate of 8.58% and terminal capitalization rate of 4.75% used in the discounted cash flow model are considered significant inputs and assumptions to estimating the non-recurring fair value measurement of $43.0 million, which is considered a Level 3 input per the fair value hierarchy.  The amount by which the carrying value exceeded the fair value resulted in a $40.3 million Provision for impairment.

During the year ended December 31, 2018, the Company recognized a $38.4 million provision for impairment, net of tax, which included $31.8 million on real estate sold or held and used and $6.6 million on three properties classified as held for sale. The impairment of the real estate assets was determined based on the expected selling price as compared to the Company's carrying value of its investment.