Acquisitions (Tables)

12 Months Ended

Dec. 31, 2013

The following is a summary of the Company's acquisitions since January 1, 2011:



Purchase Date	Property	Property Type	Location	Ownership Percentage Acquired	Cash		Debt Assumed		Other		Purchase Price
2013 Acquisition:
April	Kirkwood Mall ⁽¹⁾	Mall	Bismarck, ND	51.0%	$	41,378	$	20,587	$	—	$	61,965

2012 Acquisitions:
December	Imperial Valley Mall ⁽²⁾	Mall	El Centro, CA	40.0%	$	15,500	$	21,018	$	—	$	36,518
December	Kirkwood Mall ⁽¹⁾	Mall	Bismarck, ND	49.0%	39,754		19,781		—		59,535
May	Dakota Square Mall ⁽³⁾	Mall	Minot, ND	100.0%	32,474		59,001		—		91,475
April	The Outlet Shoppes at Gettysburg⁽⁴⁾	Mall	Gettysburg, PA	50.0%	—		20,315		4,522		24,837
April	The Outlet Shoppes at El Paso ⁽⁵⁾	Mall	El Paso, TX	75.0%	35,456		50,193		—		85,649
					$	123,184	$	170,308	$	4,522	$	298,014

2011 Acquisition:
September	Northgate Mall	Mall	Chattanooga, TN	100.0%	$	11,500	$	—	$	—	$	11,500

(1) The Company acquired a 49.0% joint venture interest in Kirkwood Mall in December 2012. The cash paid was based on a total value of $121,500 including a $40,368 non-recourse loan. The Company executed an agreement to acquire the remaining 51.0% interest within 90 days subject to lender approval to assume the loan, which bears interest at a fixed rate of 5.75% and matures in April 2018. As the loan bears interest at an above-market rate, the Company recorded a debt premium of $2,970, computed using an estimated market interest rate of 4.25%. In accordance with its executed agreement, the Company acquired the remaining 51.0% interest in Kirkwood Mall in April 2013. As described in Note 8, the Company consolidated this joint venture as of December 31, 2013 and 2012.

(2) The Company acquired the remaining 40% interests in Imperial Valley Mall L.P., Imperial Valley Peripheral L.P. and Imperial Valley Commons L.P. from its joint venture partner. Imperial Valley Commons, L.P. was classified as a VIE and was accounted for on a consolidated basis as the Company was deemed to be the primary beneficiary. Imperial Valley Mall L.P. and Imperial Valley Peripheral L.P. were unconsolidated affiliates accounted for using the equity method of accounting. We recorded a gain on investment of $45,072 related to the acquisition of our joint venture partner's interest and all three joint ventures are accounted for on a consolidated basis as of the purchase date. See Note 5 for additional information.

(3) The $59,001 non-recourse loan bears interest at a fixed rate of 6.23% and matures in November 2016. The Company recorded a debt premium of $3,040, computed using an estimated market rate of 4.75%, since the debt assumed was at an above-market interest rate compared to similar debt instruments at the date of acquisition.

(4) The Company and its noncontrolling interest partner exercised their rights under the terms of a mezzanine loan agreement with the borrower, which owned The Outlet Shoppes at Gettysburg, to convert a $4,522 mezzanine loan into a member interest in the outlet shopping center. The $40,631 of debt assumed, of which the Company's 50.0% share is $20,315, bears interest at a fixed rate of 5.87% and matures in February 2016.

(5) The Company also acquired a 50.0% interest in outparcel land adjacent to the outlet shopping center for $3,864 in addition to the $31,592 paid for the 75.0% share of the outlet shopping center . See Note 5. The amount paid for the Company's 75.0% and 50.0% interests was based on a total value of $116,775 including the assumption of a $66,924 non-recourse loan, which bears interest at a fixed rate of 7.06% and matures in December 2017. The debt assumed was at an above-average interest rate compared to similar debt instruments at the date of acquisition, so the Company recorded a debt premium of $7,700 (of which $5,775 represents the Company's 75.0% share), computed using an estimated market interest rate of 4.75%. The entity that owned The Outlet Shoppers at El Paso used a portion of the cash proceeds to repay a $9,150 mezzanine loan provided by the Company, of which the Company's share was $6,862. After considering the repayment of the mezzanine loan to the Company, the net consideration paid by the Company in connection with this transaction was $28,594.

Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the final allocations of the estimated fair values of the assets acquired and liabilities assumed as of the respective acquisition dates for the Properties listed above:



	2012			2011
Land	$	87,869		$	2,330
Buildings and improvements	379,763			8,220
Investments in unconsolidated affiliates	3,864			—
Tenant improvements	15,328			—
Above-market leases	15,359			2,030
In-place leases	65,814			1,570
Total assets	567,997			14,150
Mortgage note payables assumed	(259,470		)	—
Debt premium	(15,334		)	—
Below-market leases	(39,698		)	(2,650		)
Noncontrolling interest	(60,295		)	—
Value of Company's interest in joint ventures	(65,494		)	—
Net assets acquired	$	127,706		$	11,500