Real Estate Transactions (Tables)
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12 Months Ended |
Dec. 31, 2013
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Real Estate Properties [Line Items] |
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Schedule Of Properties Acquired |
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Acquisition
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# of
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# of
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Acquisition
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Date
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Property
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Location
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Properties
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Apartment Units
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Cost
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01/18/13
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Alterra at Overlook Ridge 1A
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Revere, Massachusetts
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1
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310
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$
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61,250
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(a)
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04/04/13
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Alterra at Overlook Ridge 1B
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Revere, Massachusetts
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1
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412
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87,950
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(a)
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11/20/13
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Park Square
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Rahway, New Jersey
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1
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159
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46,376
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(b)
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12/19/13
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Richmond Ct / Riverwatch Commons
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New Brunswick, New Jersey
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2
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200
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40,983
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(c)
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Total Acquisitions
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5
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1,081
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$
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236,559
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(a)The acquisition cost was funded primarily through borrowings under the Company’s unsecured revolving credit facility.
(b)The acquisition cost consisted of $43,421,000 in cash consideration and future purchase price earn out payment obligations, subsequent to conditions related to a real estate tax appeal, recorded at fair value of $2,955,000 at closing. $42,613,355 of the cash consideration was funded from funds held by a qualified intermediary, which were proceeds from the Company’s prior property sales. The remaining cash consideration was funded primarily from available cash on hand. $2,550,000 of the earn-out obligation amount was paid in January 2014, with the remaining balance still potentially payable in the future.
(c)$12,701,925 of the acquisition cost was funded from funds held by a qualified intermediary, which were proceeds from the Company’s prior property sales. The remaining acquisition cost was funded primarily from available cash on hand.
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Schedule Of Purchase Price Allocation |
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Alterra
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Alterra
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at Overlook
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at Overlook
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Richmond
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Riverwatch
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Total
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Ridge 1A
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Ridge 1B
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Park Square
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Court
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Commons
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Acquisitions
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Land
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$
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9,042
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$
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12,055
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$
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4,000
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$
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2,992
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$
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4,169
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$
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32,258
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Buildings and improvements
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50,671
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71,409
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40,670
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13,534
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18,974
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195,258
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Furniture, fixtures and equipment
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801
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1,474
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610
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177
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228
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3,290
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Above market leases (1)
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-
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-
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24
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-
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-
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24
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In-place lease values (1)
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931
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3,148
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1,249
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356
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638
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6,322
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61,445
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88,086
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46,553
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17,059
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24,009
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237,152
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Less: Below market lease values (1)
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195
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136
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177
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36
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49
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593
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195
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136
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177
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36
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49
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593
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Net cash paid at acquisition
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$
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61,250
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$
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87,950
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$
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46,376
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$
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17,023
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$
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23,960
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$
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236,559
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(1)In-place lease values and above/below market lease values will be amortized over one year or less.
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Schedule Of Net Assets Recorded Upon Consolidation |
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Land
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$
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5,585
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Construction in progress
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3,387
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8,972
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Cash and cash equivalents
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79
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Other assets
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47
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Accounts payable
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(325)
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(199)
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Noncontrolling interest recorded upon consolidation
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(1,252)
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Net assets recorded upon consolidation
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$
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7,521
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Schedule Of Properties Which Commenced Initial Operations |
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Garage
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Development
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Development
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# of
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Rentable
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Parking
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Costs Incurred
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Costs Per
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Date
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Property/Address
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Location
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Type
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Bldgs.
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Square Feet
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Spaces
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by Company
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Square Foot
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06/05/13
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14 Sylvan Way
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Parsippany, New Jersey
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Office
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1
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203,506
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-
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$
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51,611
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(a)
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$
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254
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08/01/13
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Port Imperial South 4/5
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Weehawken, New Jersey
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Parking/Retail
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1
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16,736
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850
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71,040
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(b)
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N/A
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Totals
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2
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220,242
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850
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$
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122,651
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(a)Development costs included approximately $13.0 million in land costs and $4.3 million in leasing costs. Amounts are as of December 31, 2013.
(b)Development costs included approximately $13.1 million in land costs. Amounts are as of December 31, 2013.
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Schedule Of Property Sales |
The Company sold the following office properties during the year ended December 31, 2013 (dollars in thousands): See Note 7: Discontinued Operations.
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Rentable
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Net
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Net
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Sale
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# of
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Square
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Sales
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Book
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Realized
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Date
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Property/Address
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Location
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Bldgs.
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Feet
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Proceeds
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Value
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Gain (loss)
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04/10/13
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19 Skyline Drive (a)
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Hawthorne, New York
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1
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248,400
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$
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16,131
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$
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16,005
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$
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126
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04/26/13
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55 Corporate Drive
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Bridgewater, New Jersey
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1
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204,057
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70,967
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51,308
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19,659
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05/02/13
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200 Riser Road
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Little Ferry, New Jersey
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1
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286,628
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31,775
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14,852
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16,923
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05/13/13
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777 Passaic Avenue
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Clifton, New Jersey
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1
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75,000
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5,640
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3,713
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1,927
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05/30/13
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16 and 18 Sentry Parkway West (b)
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Blue Bell, Pennsylvania
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2
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188,103
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19,041
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19,721
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(680)
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05/31/13
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51 Imclone Drive (c)
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Branchburg, New Jersey
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1
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63,213
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6,101
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5,278
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823
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06/28/13
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40 Richards Avenue
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Norwalk, Connecticut
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1
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145,487
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15,858
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17,027
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(1,169)
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07/10/13
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106 Allen Road
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Bernards Township, New Jersey
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1
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132,010
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17,677
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15,081
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2,596
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08/27/13
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Pennsylvania office portfolio (d) (e)
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Suburban Philadelphia, Pennsylvania
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15
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1,663,511
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207,425
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164,259
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43,166
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Totals:
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24
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3,006,409
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$
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390,615
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(f)
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$
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307,244
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$
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83,371
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(g)
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(a)
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The Company recognized a valuation allowance of $7.1 million on this property identified as held for sale at December 31, 2012. In connection with the sale, the Company provided an interest-free note receivable to the buyer of $5 million (with a net present value of $3.7 million at closing) which matures in 2023 and requires monthly payments of principal. See Note 5: Deferred charges, goodwill and other assets.
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(b)
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The Company recorded an $8.4 million impairment charge on these properties at December 31, 2012. The Company has retained a subordinated interest in these properties.
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(c)
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The property was encumbered by a mortgage loan which was satisfied by the Company at the time of the sale. The Company incurred $0.7 million in costs for the debt satisfaction, which was included in discontinued operations: loss from early extinguishment of debt for the year ended December 31, 2013.
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(d)
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In order to reduce the carrying value of five of the properties to their estimated fair market values, the Company recorded impairment charges of $23,851,000 at June 30, 2013. The fair value used in the impairment charges was based on the purchase and sale agreement for the properties ultimately sold.
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(e)
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The Company completed the sale of this office portfolio and three developable land parcels for approximately $233 million: $201 million in cash ($55.3 million of which was held by a qualified intermediary until such funds were used in acquisitions), a $10 million mortgage on one of the properties ($8 million of which was funded at closing) and subordinated equity interests in each of the properties being sold with capital accounts aggregating $22 million. Net sale proceeds from the sale aggregated $207 million which was comprised of the $233 million gross sales price less the subordinated equity interests of $22 million and $4 million in closing costs. The purchasers of the Pennsylvania office portfolio are joint ventures formed between the Company and affiliates of the Keystone Property Group (the “Keystone Affiliates”). The mortgage loan has a term of two years with a one year extension option and bears interest at LIBOR plus six percent. The Company's equity interests in the joint ventures will be subordinated to Keystone Affiliates receiving a 15 percent internal rate of return (“IRR”) after which the Company will receive a ten percent IRR on its subordinated equity and then all profit will be split equally. In connection with these partial sale transactions, because the buyer receives a preferential return, the Company only recognized profit to the extent that they received net proceeds in excess of their entire carrying value of the properties, effectively reflecting their retained subordinate equity interest at zero. As part of the transaction, the Company has rights to own, after zoning-approval-subdivision, land at the 150 Monument Road property located in Bala Cynwyd, Pennsylvania, for a contemplated multi-family residential development.
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(f)
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This amount excludes approximately $535,000 of net closing prorations and related adjustments received from sellers at closing.
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(g)
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This amount, net of impairment charges recorded in 2013 of $23,851,000 on certain of the properties prior to their sale (per Note [d] above), comprises the $59,520,000 of realized gains (losses) and unrealized losses on disposition of rental property and impairments, net, for the year ended December 31, 2013. See Note 7: Discontinued Operations.
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The Company sold the following office properties during the year ended December 31, 2012 (dollars in thousands): See Note 7: Discontinued Operations.
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Rentable
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Net
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Net
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Sale
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# of
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Square
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Sales
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Book
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Realized
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Date
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Property/Address
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Location
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Bldgs.
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Feet
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Proceeds
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Value
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Gain (loss)
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07/25/12
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95 Chestnut Ridge Road (a)
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Montvale, New Jersey
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1
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47,700
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$
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4,014
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$
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4,001
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$
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-
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11/07/12
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Strawbridge Drive (b)
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Moorestown, New Jersey
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3
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222,258
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19,391
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19,477
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87
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Totals:
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4
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269,958
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$
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23,405
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$
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23,478
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$
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87
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(c)
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(a)
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The Company recognized a valuation allowance of $0.5 million on this property at March 31, 2012.
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(b)
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The Company recognized a valuation allowance of $1.6 million on these properties at June 30, 2012.
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(c)Also included in realized gains(loss) for the year ended December 31, 2012, was a $4.5 million gain recorded on the disposal of the office property located at 2200 Renaissance Boulevard. This office property, aggregating 174,124 square feet, was collateral for a $16.2 million mortgage loan scheduled to mature on December 1, 2012. The Company previously recorded an impairment charge on the property of $9.5 million at December 31, 2010. On March 28, 2012, the Company transferred the deed for 2200 Renaissance Boulevard to the lender in satisfaction of its obligations, which resulted in recording the gain.
On February 24, 2014, the Company entered into agreements with affiliates of Keystone Property Group (“Keystone Entities”) to sell 15 of its office properties in New Jersey, New York and Connecticut, aggregating approximately 2.3 million square feet, for approximately $230.8 million, comprised of: $201.7 million in cash from a combination of Keystone Entities senior and pari-passu equity and mortgage financing; Company subordinated equity interests in each of the properties being sold with capital accounts aggregating $22.2 million; and pari passu equity interests in three of the properties being sold aggregating $6.9 million. The purchasers of the office properties will be joint ventures to be formed between the Company and the Keystone Entities. The senior and pari-passu equity will receive a 15 percent internal rate of return (“IRR”) after which the subordinated equity will receive a ten percent IRR and then all distributable cash flow will be split equally between the Keystone Entities and the Company. As part of the transaction, the Company will participate in management, leasing and construction fees for the portfolio, and the Company and the Keystone Entities will jointly provide leasing representation for the properties.
The formation of the joint ventures and the completion of the sale of the properties to the joint ventures are subject to the Keystone Entities’ completion of due diligence by March 31, 2014, which may be extended for two 30-day periods, and normal and customary closing conditions. The consummation of the transactions between the Company and the Keystone Entities also is subject to the waiver or non-exercise of certain rights of first offer with respect to
11 of the properties by certain affiliates of the Company and other third parties who are limited partners of the Company. There can be no assurance that the transaction will be consummated.
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Roseland Partners, L.L.C. [Member]
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Real Estate Properties [Line Items] |
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Schedule Of Purchase Price Allocation |
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October 23, 2012
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Land and leasehold interests
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$
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35,107
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Buildings and improvements
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162,108
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Investments in unconsolidated joint ventures (1)
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66,155
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Contract value acquired (2)
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2,900
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Goodwill
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2,945
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Other assets acquired
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9,357
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278,572
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Less: Mortgages and loans payable assumed
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79,076
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Other liabilities assumed (including contingent consideration at fair value of $10,010) (3)
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29,033
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Non-controlling interest
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54,861
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162,970
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Net cash paid at acquisition
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$
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115,602
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(1)
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The outside basis portion of its unconsolidated joint ventures is being amortized over the anticipated useful lives of its tangible and intangible assets acquired and liabilities assumed.
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(2)Contract value which will be amortized over four years.
(3)Future changes in the value of contingent consideration will be reflected in earnings pursuant to ASC 805.
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