(Mark One)
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x
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Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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For the fiscal year ended December 31, 2015
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o
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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For the transition period from ___________to___________
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Commission File Number: 001-32268 (Kite Realty Group Trust)
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Commission File Number: 333-202666-01 (Kite Realty Group, L.P.)
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Maryland (Kite Realty Group Trust)
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11-3715772
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Delaware (Kite Realty Group, L.P.)
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20-1453863
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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30 S. Meridian Street, Suite 1100
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Indianapolis, Indiana 46204
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(Address of principal executive offices) (Zip code)
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(317) 577-5600
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(Registrant’s telephone number, including area code)
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Title of each class
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Name of each exchange on which registered
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Common Shares, $0.01 par value
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New York Stock Exchange
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Kite Realty Group Trust
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Yes
x
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No
o
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Kite Realty Group, L.P.
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Yes
x
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No
o
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Kite Realty Group Trust
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Yes
o
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No
x
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Kite Realty Group, L.P.
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Yes
o
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No
x
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Kite Realty Group Trust
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Yes
x
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No
o
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Kite Realty Group, L.P.
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Yes
x
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No
o
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Kite Realty Group Trust
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Yes
x
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No
o
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Kite Realty Group, L.P.
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Yes
x
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No
o
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Large accelerated filer
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x
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Accelerated filer
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o
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Non-accelerated filer
(do not check if a smaller reporting company)
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o
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Smaller reporting company
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o
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Large accelerated filer
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o
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Accelerated filer
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o
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Non-accelerated filer
(do not check if a smaller reporting company)
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x
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Smaller reporting company
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o
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Kite Realty Group Trust
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Yes
o
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No
x
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Kite Realty Group, L.P.
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Yes
o
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No
x
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•
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enhancing investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
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eliminating duplicative disclosure and providing a more streamlined and readable presentation of information because a substantial portion of the Company's disclosure applies to both the Parent Company and the Operating Partnership; and
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creating time and cost efficiencies through the preparation of one combined report instead of two separate reports.
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Page
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Item No.
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Part I
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1
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1A.
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1B.
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2
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3
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4
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Part II
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5
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6
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7
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7A.
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8
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9
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9A.
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9B.
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Part III
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10
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11
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12
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13
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14
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Part IV
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15
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•
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national and local economic, business, real estate and other market conditions, particularly in light of low growth in the U.S. economy as well as uncertainty added to the economic forecast due to oil and energy prices remaining relatively low in 2015 and early 2016;
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financing risks, including the availability of and costs associated with sources of liquidity;
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our ability to refinance, or extend the maturity dates of, our indebtedness;
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the level and volatility of interest rates;
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the financial stability of tenants, including their ability to pay rent and the risk of tenant bankruptcies;
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the competitive environment in which we operate;
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acquisition, disposition, development and joint venture risks;
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property ownership and management risks;
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our ability to maintain our status as a real estate investment trust (“REIT”) for federal income tax purposes;
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potential environmental and other liabilities;
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impairment in the value of real estate property we own;
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risks related to the geographical concentration of our properties in Florida, Texas, and Indiana;
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insurance costs and coverage;
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risks related to cybersecurity attacks and the loss of confidential information and other business disruptions;
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other factors affecting the real estate industry generally; and
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other risks identified in this Annual Report on Form 10-K and, from time to time, in other reports we file with the Securities and Exchange Commission (the “SEC”) or in other documents that we publicly disseminate.
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Same Property Net Operating Income ("Same Property NOI") increased
3.5%
in
2015
compared to
2014
primarily due to increases in rental rates, and improved expense control and expense recoveries;
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•
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We executed leases on
188
new and
181
renewal individual spaces for approximately
2.1 million
square feet of retail space in
2015
, which are both records for the Company; and
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Continued to maintain our operational excellence. We believe our efficiency metrics, which we define as a combination of operating margin and general and administrative expenses to revenue, are in the top third of our peer group.
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Colleyville Downs
– In April 2015, we acquired this shopping center with total GLA of 200,900 square feet (185,800 square feet of owned GLA) in Dallas, Texas. Primary anchor tenants for this center include Whole Foods Market, Ace Hardware, and Petco.
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•
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Belle Isle Station
– In May 2015, we acquired this shopping center with total GLA of 396,400 square feet (164,300 square feet of owned GLA) in Oklahoma City, Oklahoma. Anchor tenants for this center include Nordstrom Rack, Old Navy, Ross Dress for Less, Shoe Carnival, Babies ‘R Us, Party City, Kirkland’s and a non-owned Wal-Mart Supercenter.
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Livingston Shopping Center
– In July 2015, we acquired this shopping center with total and owned GLA of 139,700 square feet in Livingston, New Jersey. Anchor tenants for this center include Nordstrom Rack, TJ Maxx, Cost Plus World Market, Buy Buy Baby, DSW and Ulta.
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•
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Chapel Hill Shopping Center
– In August 2015, we acquired this shopping center with total GLA of 191,200 square feet (126,800 square feet of owned GLA) in Fort Worth, Texas. In connection with the acquisition, we assumed an $18.3 million fixed rate mortgage. Anchor tenants for this center include HEB Grocery, The Container Store and Cost Plus World Market.
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Parkside Town Commons – Phase II
near Raleigh, North Carolina
–
We commenced construction on Phase II of this development with total GLA of 347,800 square feet (297,400 square feet of owned GLA) in the second quarter of 2014. Field & Stream and Golf Galaxy both opened in 2014 and Frank Theatres opened in July of 2015. The property is expected to be stabilized in the second half of 2016.
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Holly Springs Towne Center – Phase II
near Raleigh, North Carolina – We commenced construction on Phase II of this development with total GLA of 154,000 square feet (122,000 square feet of owned GLA) in the third quarter of 2014. Phase II of the development is anchored by Bed Bath & Beyond, which opened in December 2015, and DSW, which is expected to open in the first half of 2016. The remaining anchor, Carmike Theatres, is expected to open in the summer of 2016.
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Tamiami Crossing
in Naples, Florida
–
We commenced site work on this development with total GLA of 141,600 square feet (121,600 square feet of owned GLA) in the fourth quarter of 2014. The development is expected to be stabilized by the second half of 2016. This center will be anchored by Stein Mart, Ulta, Michaels, Marshalls, Ross Dress for Less and Petsmart.
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Gainesville Plaza
in Gainesville, Florida – We substantially completed construction on this redevelopment and transitioned this project to the operating portfolio in the fourth quarter of 2015. This center is anchored by Burlington Coat Factory and Ross Dress for Less.
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Cool Spring Market
in Nashville, Tennessee – We completed the relocation of an existing Staples to a new, smaller space and executed new leases with Buy Buy Baby and DSW on this redevelopment. We transitioned this project to the operating portfolio in the fourth quarter of 2015.
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In June 2015, we increased the existing unsecured term loan with a maturity date of July 1, 2019 from
$230 million
to
$400 million
.
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In September 2015, the Operating Partnership issued
$250 million
of senior unsecured notes at a blended rate of
4.41%
and an average maturity of
9.8 years
.
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In October 2015, we entered into a new seven-year unsecured term loan ("7-Year Term Loan") for up to
$200 million
. In December 2015, we retired the $90 million loan that was secured by City Center utilizing a draw on our unsecured revolving credit facility. Later in December 2015, we drew $100 million on the term loan and used the proceeds to pay down the unsecured revolving credit facility.
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In December 2015, we redeemed all 4,100,000 outstanding shares of our 8.250% Series A Cumulative Redeemable Perpetual Preferred Share (“Series A Preferred Shares”).
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During 2015, we retired
$233.1 million
of property level secured debt.
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Operating Strategy
: Maximizing the internal growth in revenue from our operating properties by leasing and re-leasing those properties to a diverse group of retail tenants at increasing rental rates, when possible
,
and redeveloping or renovating certain properties to make them more attractive to existing and prospective tenants and consumers;
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Growth Strategy
: Using debt and equity capital prudently to selectively
acquire additional retail properties, redevelop or renovate our existing properties, and develop shopping centers on land parcels that we currently
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Financing and Capital Preservation Strategy
: Maintaining a strong balance sheet with sufficient flexibility to fund our operating and investment activities. Funding sources include the public equity and debt market, our existing revolving credit facility, new secured debt, internally generated funds, proceeds from selling land and properties that no longer fit our strategy, and potential strategic joint ventures. We continuously monitor the capital markets and may consider raising additional capital when appropriate.
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increasing rental rates upon the renewal of expiring leases or re-leasing space to new tenants while minimizing vacancy to the extent possible;
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maximizing the occupancy of our operating portfolio;
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minimizing tenant turnover;
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maintaining leasing and property management strategies that maximize rent growth and cost recovery;
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maintaining a diverse tenant mix in an effort to limit our exposure to the financial condition of any one tenant or any category of tenants;
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maintaining the physical appearance, condition, and design of our properties and other improvements located on our properties to maximize our ability to attract customers;
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actively managing costs to minimize overhead and operating costs;
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maintaining strong tenant and retailer relationships in order to avoid rent interruptions and reduce marketing, leasing and tenant improvement costs that result from re-tenanting space; and
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taking advantage of under-utilized land or existing square footage, reconfiguring properties for better use, or adding ancillary income areas to existing facilities.
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selectively pursuing the acquisition of retail operating properties, portfolios and companies in markets with strong demographics;
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continually evaluating our operating properties for redevelopment and renovation opportunities that we believe will make them more attractive for leasing to new tenants, right sizing anchor space while increasing rental rates, or re-leasing to existing tenants at increased rental rates; and
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disposing of selected assets that no longer meet our long-term investment criteria and recycling the net proceeds into assets that provide maximum returns and rent growth potential in targeted markets or using the proceeds to improve our financial position.
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the expected returns and related risks associated with the investments relative to our combined cost of capital to make such investments;
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the current and projected cash flow and market value of the property and the potential to increase cash flow and market value if the property were to be successfully re-leased or redeveloped;
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the price being offered for the property, the current and projected operating performance of the property, the tax consequences of the sale, and other related factors;
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the current tenant mix at the property and the potential future tenant mix that the demographics of the property could support, including the presence of one or more additional anchors (for example, value retailers, grocers, soft goods stores, office supply stores, or sporting goods retailers), as well as an overall diverse tenant mix that includes restaurants, shoe and clothing retailers, specialty shops and service retailers such as banks, dry cleaners and hair salons, some of which provide staple goods to the community and offer a high level of convenience;
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the configuration of the property, including ease of access, availability of parking, visibility, and the demographics of the surrounding area; and
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the level of success of existing properties in the same or nearby markets.
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prudently managing our balance sheet, including maintaining sufficient capacity under our unsecured revolving credit facility so that we have additional capacity available to fund our development and redevelopment projects and pay down maturing debt if refinancing that debt is not feasible;
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extending the maturity dates of and/or refinancing our near-term mortgage, construction and other indebtedness;
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expanding our unencumbered asset pool;
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raising additional capital through the issuance of common shares, preferred shares or other securities;
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evaluating whether to enter into construction loans prior to commencement of vertical construction to fund our larger developments and redevelopments;
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managing our exposure to interest rate increases on our variable-rate debt through the use of fixed rate hedging transactions;
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issuing unsecured bonds in the public markets, and securing property specific long-term non-recourse financing; and
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entering into joint venture arrangements in order to access less expensive capital and to mitigate risk.
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risks related to our operations;
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risks related to our organization and structure; and
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risks related to tax matters.
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requiring us to use a substantial portion of our funds from operations to pay principal and interest, which reduces the amount available for distributions;
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placing us at a competitive disadvantage compared to our competitors that have less debt;
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making us more vulnerable to economic and industry downturns and reducing our flexibility in responding to changing business and economic conditions; and
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limiting our ability to borrow more money for operating or capital needs or to finance development and acquisitions in the future.
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adverse changes in the national, regional and local economic climate, particularly in: Florida, where
26%
of our owned square footage and
25%
of our total annualized base rent is located; Indiana, where
17%
of our owned square footage and
15%
of our total annualized base rent is located; and Texas, where
13%
of our owned square footage and
13%
of our total annualized base rent is located;
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tenant bankruptcies;
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local oversupply of rental space, increased competition or reduction in demand for rentable space;
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inability to collect rent from tenants or having to provide significant rent concessions to tenants;
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vacancies or our inability to rent space on favorable terms;
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changes in market rental rates;
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inability to finance property development, tenant improvements and acquisitions on favorable terms;
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increased operating costs, including costs incurred for maintenance, insurance premiums, utilities and real estate taxes;
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the need to periodically fund the costs to repair, renovate and re-lease space;
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decreased attractiveness of our properties to tenants;
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weather conditions that may increase or decrease energy costs and other weather-related expenses (such as snow removal costs);
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costs of complying with changes in governmental regulations, including those governing health, safety, usage, zoning, the environment and taxes;
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civil unrest, acts of terrorism, earthquakes, hurricanes and other national disasters or acts of God that may result in underinsured or uninsured losses;
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the relative illiquidity of real estate investments;
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changing demographics; and
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changing customer traffic patterns.
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we may share decision-making authority with our joint venture partners regarding certain major decisions affecting the ownership or operation of the joint venture and the joint venture property, such as the sale of the property or the making of additional capital contributions for the benefit of the property, which may prevent us from taking actions that are opposed by our joint venture partners;
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prior consent of our joint venture partners may be required for a sale or transfer to a third party of our interests in the joint venture, which restricts our ability to dispose of our interest in the joint venture;
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our joint venture partners might become bankrupt or fail to fund their share of required capital contributions, which may delay construction or development of a property or increase our financial commitment to the joint venture;
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our joint venture partners may have business interests or goals with respect to the property that conflict with our business interests and goals, which could increase the likelihood of disputes regarding the ownership, management or disposition of the property;
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disputes may develop with our joint venture partners over decisions affecting the property or the joint venture, which may result in litigation or arbitration that would increase our expenses and distract our officers and/or trustees from focusing their time and effort on our business and possibly disrupt the day-to-day operations of the property such as by delaying the implementation of important decisions until the conflict or dispute is resolved; and
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we may suffer losses as a result of the actions of our joint venture partners with respect to our joint venture investments, and the activities of a joint venture could adversely affect our ability to qualify as a REIT, even though we may not control the joint venture.
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abandonment of development activities after expending resources to determine feasibility;
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construction delays or cost overruns that may increase project costs;
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our investigation of a property or building prior to our acquisition, and any representations we may receive from the seller, may fail to reveal various liabilities or defects or identify necessary repairs until after the property is acquired, which could reduce the cash flow from the property or increase our acquisition costs;
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as a result of competition for attractive development and acquisition opportunities, we may be unable to acquire assets as we desire or the purchase price may be significantly elevated, which may impede our growth;
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difficulty obtaining financing on acceptable terms or paying operating expenses and debt service costs associated with redevelopment properties prior to sufficient occupancy;
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the failure to meet anticipated occupancy or rent levels within the projected time frame, if at all;
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inability to operate successfully in new markets where new properties are located;
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inability to successfully integrate new properties into existing operations;
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exposure to fluctuations in the general economy due to the significant time lag between commencement and completion of redevelopment projects;
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failure to receive required zoning, occupancy, land use and other governmental permits and authorizations and changes in applicable zoning and land use laws; and
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the consent of third parties such as tenants, mortgage lenders and joint venture partners may be required, and those consents may be difficult to obtain or could be withheld.
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existing environmental studies with respect to our properties reveal all potential environmental liabilities;
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any previous owner, occupant or tenant of one of our properties did not create any material environmental condition not known to us;
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the current environmental condition of our properties will not be affected by tenants and occupants, by the condition of nearby properties, or by other unrelated third parties; or
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future uses or conditions (including, without limitation, changes in applicable environmental laws and regulations or the interpretation thereof) will not result in environmental liabilities.
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discourage a tender offer or other transactions or a change in management or control that might involve a premium price for our shares or otherwise be in the best interests of our shareholders; or
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compel a shareholder who has acquired our shares in excess of these ownership limitations to dispose of the additional shares and, as a result, to forfeit the benefits of owning the additional shares. Any acquisition of our common shares in violation of these ownership restrictions will be void
ab initio
and will result in automatic transfers of our common shares to a charitable trust, which will be responsible for selling the common shares to permitted transferees and distributing at least a portion of the proceeds to the prohibited transferees.
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“business combination moratorium/fair price” provisions that, subject to limitations, prohibit certain business combinations between us and an “interested shareholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof) for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter imposes stringent fair price and super-majority shareholder voting requirements on these combinations; and
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“control share” provisions that provide that “control shares” of our company (defined as shares which, when aggregated with other shares controlled by the shareholder, entitle the shareholder to exercise one of three increasing ranges of voting power in electing trustees) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of “control shares” from a party other than the issuer) have no voting rights except to the extent approved by our shareholders by the affirmative vote of at least two thirds of all the votes entitled to be cast on the matter, excluding all interested shares, and are subject to redemption in certain circumstances.
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general market conditions;
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the market’s perception of our growth potential;
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our current debt levels;
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our current and potential future earnings;
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our cash flow and cash distributions;
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our ability to qualify as a REIT for federal income tax purposes; and
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the market price of our common shares.
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•
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our financial condition and operating performance and the performance of other similar companies;
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actual or anticipated differences in our quarterly operating results;
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changes in our revenues or earnings estimates or recommendations by securities analysts;
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publication by securities analysts of research reports about us or our industry;
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additions and departures of key personnel;
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strategic decisions by us or our competitors, such as acquisitions, divestments, spin-offs, joint ventures, strategic investments or changes in business strategy;
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the reputation of REITs generally and the reputation of REITs with portfolios similar to ours;
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the attractiveness of the securities of REITs in comparison to securities issued by other entities (including securities issued by other real estate companies);
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an increase in market interest rates, which may lead prospective investors to demand a higher distribution rate in relation to the price paid for our shares;
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the passage of legislation or other regulatory developments that adversely affect us or our industry including tax reform;
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speculation in the press or investment community;
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actions by institutional shareholders or hedge funds;
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increases or decreases in dividends;
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changes in accounting principles;
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terrorist acts; and
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general market conditions, including factors unrelated to our performance.
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Property
1
|
MSA
|
Year
Built/ Renovated |
Owned GLA
2
|
|
Leased %
|
ABR
per Sq. ft. |
Major Owned Tenants
|
Major
Non-owned Tenants |
||||||||||||
Total
|
Anchors
|
Shops
|
|
Total
|
Anchors
|
Shops
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||||||||||||||
Alabama
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||||||||
Clay Marketplace
|
Birmingham
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1966/2003
|
66,165
|
|
44,840
|
|
21,325
|
|
|
93.0
|
%
|
100.0
|
%
|
78.4
|
%
|
$
|
12.25
|
|
Publix
|
|
Trussville Promenade
|
Birmingham
|
1999
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446,484
|
|
354,010
|
|
92,474
|
|
|
93.3
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%
|
100.0
|
%
|
67.5
|
%
|
9.05
|
|
Wal-Mart, Regal Cinemas, Marshalls, Big Lots, PetSmart, Dollar Tree
|
Kohl's, Sam's Club
|
|
Arizona
|
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||||||||
The Corner
|
Tucson
|
2008
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79,902
|
|
55,883
|
|
24,019
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
28.05
|
|
Nordstrom Rack, Total Wine & More
|
Home Depot
|
|
Connecticut
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Crossing at Killingly Commons
3
|
Killingly
|
2010
|
208,929
|
|
148,250
|
|
60,679
|
|
|
96.0
|
%
|
100.0
|
%
|
86.2
|
%
|
16.33
|
|
TJ Maxx, Bed Bath & Beyond, Michaels, Petco, Staples, Stop & Shop Supermarket, Lowe's Home Improvement
|
Target
|
|
Florida
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
12th Street Plaza
|
Vero Beach
|
1978/2003
|
135,016
|
|
121,376
|
|
13,640
|
|
|
99.0
|
%
|
100.0
|
%
|
89.7
|
%
|
9.67
|
|
Publix, Stein Mart, Tuesday Morning, Sunshine Furniture, Planet Fitness
|
|
|
Bayport Commons
|
Tampa
|
2008
|
97,193
|
|
71,540
|
|
25,653
|
|
|
95.4
|
%
|
100.0
|
%
|
82.6
|
%
|
15.90
|
|
Gander Mountain, PetSmart, Michaels
|
Target
|
|
Bolton Plaza
|
Jacksonville
|
1986/2014
|
165,555
|
|
136,195
|
|
29,360
|
|
|
93.4
|
%
|
100.0
|
%
|
62.5
|
%
|
9.48
|
|
LA Fitness, Academy Sports, Marshalls
|
|
|
Burnt Store Promenade
|
Punta Gorda
|
1989
|
95,543
|
|
45,600
|
|
49,943
|
|
|
76.8
|
%
|
100.0
|
%
|
55.6
|
%
|
8.66
|
|
Publix
|
Home Depot
|
|
Centre Point Commons
|
Bradenton
|
2007
|
119,275
|
|
93,574
|
|
25,701
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
16.98
|
|
Best Buy, Dick's Sporting Goods, Office Depot
|
Lowe's Home Improvement
|
|
Cobblestone Plaza
|
Ft Lauderdale
|
2011
|
133,213
|
|
68,169
|
|
65,044
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
26.39
|
|
Whole Foods, Party City, All Pets Emporium
|
|
|
Colonial Square
|
Fort Myers
|
2010
|
182,354
|
|
146,283
|
|
36,071
|
|
|
92.2
|
%
|
100.0
|
%
|
60.6
|
%
|
14.02
|
|
Around the Clock Fitness, Dollar Tree, Hobby Lobby, Petsmart, Sports Authority, Kohl's
|
|
|
Cove Center
|
Stuart
|
1984/2008
|
155,063
|
|
130,915
|
|
24,148
|
|
|
94.9
|
%
|
100.0
|
%
|
67.2
|
%
|
9.02
|
|
Publix, Beall's, Ace Hardware
|
|
|
Delray Marketplace
3
|
Delray
|
2013
|
260,092
|
|
118,136
|
|
141,956
|
|
|
93.9
|
%
|
100.0
|
%
|
88.8
|
%
|
24.79
|
|
Franks Theater, Publix, Jos. A. Bank, Carl's Patio, Chicos, Charming Charlie, Ann Taylor
|
|
|
Estero Town Commons
|
Naples
|
2006
|
25,631
|
|
—
|
|
25,631
|
|
|
77.4
|
%
|
—
|
%
|
77.4
|
%
|
15.86
|
|
|
Lowe's Home Improvement
|
|
Gainesville Plaza
|
Gainesville
|
1970/2015
|
162,659
|
|
125,128
|
|
37,531
|
|
|
81.6
|
%
|
100.0
|
%
|
20.3
|
%
|
9.02
|
|
Ross Dress for Less, Burlington Coat Factory, 2nd and Charles, Save a Lot
|
|
|
Hunter's Creek Promenade
|
Orlando
|
1994
|
119,729
|
|
55,999
|
|
63,730
|
|
|
98.9
|
%
|
100.0
|
%
|
97.9
|
%
|
13.84
|
|
Publix
|
|
|
Indian River Square
|
Vero Beach
|
1997/2004
|
142,706
|
|
109,000
|
|
33,706
|
|
|
95.9
|
%
|
100.0
|
%
|
82.8
|
%
|
11.06
|
|
Beall's, Office Depot, Dollar Tree
|
Target
|
|
International Speedway Square
|
Daytona
|
1999/2013
|
233,495
|
|
203,457
|
|
30,038
|
|
|
99.5
|
%
|
100.0
|
%
|
96.0
|
%
|
11.17
|
|
Bed, Bath & Beyond, Stein Mart, Old Navy, Staples, Michaels, Dick’s Sporting Goods, Total Wine & More, Shoe Carnival
|
|
|
King's Lake Square
|
Naples
|
1986/2014
|
87,073
|
|
57,131
|
|
29,942
|
|
|
96.2
|
%
|
100.0
|
%
|
88.9
|
%
|
16.93
|
|
Publix, Royal Fitness
|
|
|
Lake City Commons
|
Lake City
|
2008
|
66,510
|
|
45,600
|
|
20,910
|
|
|
94.3
|
%
|
100.0
|
%
|
81.9
|
%
|
14.04
|
|
Publix
|
|
|
Lake City Commons - Phase II
|
Lake City
|
2011
|
16,291
|
|
12,131
|
|
4,160
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
14.99
|
|
Petsmart
|
|
|
Lake Mary Plaza
|
Orlando
|
2009
|
21,370
|
|
14,880
|
|
6,490
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
37.01
|
|
Walgreens
|
|
|
Lakewood Promenade
|
Jacksonville
|
1948/1998
|
199,577
|
|
77,840
|
|
121,737
|
|
|
84.1
|
%
|
100.0
|
%
|
74.0
|
%
|
12.20
|
|
SteinMart, Winn Dixie
|
|
|
Lithia Crossing
|
Tampa
|
2003/2013
|
90,499
|
|
53,547
|
|
36,952
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
14.89
|
|
Stein Mart, Fresh Market
|
|
|
Miramar Square
|
Ft Lauderdale
|
2008
|
224,794
|
|
137,505
|
|
87,289
|
|
|
86.6
|
%
|
85.5
|
%
|
88.5
|
%
|
15.85
|
|
Kohl's, Miami Children's Hospital, Dollar General
|
|
|
Northdale Promenade
|
Tampa
|
1985/2002
|
177,925
|
|
128,269
|
|
49,656
|
|
|
92.4
|
%
|
100.0
|
%
|
72.7
|
%
|
11.93
|
|
TJ Maxx, Bealls, Crunch Fitness
|
Winn Dixie
|
|
Palm Coast Landing
|
Palm Coast
|
2010
|
168,297
|
|
100,822
|
|
67,475
|
|
|
96.7
|
%
|
100.0
|
%
|
91.9
|
%
|
18.02
|
|
Michaels, Petsmart, Ross Dress for Less, TJ Maxx, Ulta Salon
|
Target
|
|
Pine Ridge Crossing
|
Naples
|
1993
|
105,867
|
|
66,351
|
|
39,516
|
|
|
97.8
|
%
|
100.0
|
%
|
94.1
|
%
|
16.47
|
|
Publix, Party City
|
Beall's, Target
|
Property
1
|
MSA
|
Year
Built/ Renovated |
Owned GLA
2
|
|
Leased %
|
ABR
per Sq. ft. |
Major Owned Tenants
|
Major
Non-owned Tenants |
||||||||||||
Total
|
Anchors
|
Shops
|
|
Total
|
Anchors
|
Shops
|
||||||||||||||
Pleasant Hill Commons
|
Orlando
|
2008
|
70,642
|
|
45,600
|
|
25,042
|
|
|
93.5
|
%
|
100.0
|
%
|
81.6
|
%
|
$
|
14.36
|
|
Publix
|
|
Publix at St. Cloud
|
St. Cloud
|
2003
|
78,820
|
|
54,379
|
|
24,441
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
13.02
|
|
Publix
|
|
|
Riverchase Plaza
|
Naples
|
1991/2001
|
78,291
|
|
48,890
|
|
29,401
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
15.72
|
|
Publix
|
|
|
Saxon Crossing
|
Orange City
|
2009
|
119,894
|
|
95,304
|
|
24,590
|
|
|
98.6
|
%
|
100.0
|
%
|
93.1
|
%
|
14.71
|
|
Hobby Lobby, LA Fitness
|
Lowe's Home Improvement, Target
|
|
Shops at Eagle Creek
|
Naples
|
1983/2013
|
70,755
|
|
50,187
|
|
20,568
|
|
|
91.4
|
%
|
100.0
|
%
|
70.4
|
%
|
14.98
|
|
Fresh Market, Staples
|
Lowe's Home Improvement
|
|
Shops at Eastwood
|
Orlando
|
1997
|
69,037
|
|
51,512
|
|
17,525
|
|
|
98.2
|
%
|
100.0
|
%
|
92.7
|
%
|
12.70
|
|
Publix
|
|
|
Shops at Julington Creek
|
Jacksonville
|
2011
|
40,207
|
|
21,038
|
|
19,169
|
|
|
96.4
|
%
|
100.0
|
%
|
92.5
|
%
|
18.65
|
|
Fresh Market
|
|
|
Tarpon Springs Plaza
|
Naples
|
2007
|
82,547
|
|
60,151
|
|
22,396
|
|
|
96.6
|
%
|
100.0
|
%
|
87.5
|
%
|
21.89
|
|
World Market, Staples
|
Target
|
|
Temple Terrace
|
Temple Terrace
|
2012
|
90,377
|
|
58,798
|
|
31,579
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
10.83
|
|
Sweetbay, United Parcel Service
|
|
|
The Landing at Tradition
|
Port St Lucie
|
2007
|
359,758
|
|
290,396
|
|
69,362
|
|
|
95.0
|
%
|
100.0
|
%
|
74.2
|
%
|
14.8
|
|
TJ Maxx, Ulta Salon, Babies R Us, Bed Bath & Beyond, LA Fitness, Michaels, Office Max, Old Navy, Petsmart, Pier 1, Sports Authority, DSW
|
Target
|
|
Tradition Village Center
|
Port St Lucie
|
2006
|
84,982
|
|
45,600
|
|
39,382
|
|
|
94.2
|
%
|
100.0
|
%
|
87.4
|
%
|
16.39
|
|
Publix
|
|
|
Village Walk
|
Fort Myers
|
2009
|
78,533
|
|
54,340
|
|
24,193
|
|
|
93.8
|
%
|
100.0
|
%
|
80.0
|
%
|
15.76
|
|
Publix
|
|
|
Waterford Lakes Village
|
Orlando
|
1997
|
77,948
|
|
51,703
|
|
26,245
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
12.90
|
|
Winn-Dixie
|
|
|
Georgia
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Mullins Crossing
|
Evans
|
2005
|
251,712
|
|
205,716
|
|
45,996
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
11.97
|
|
Ross Dress for Less, Babies R Us, Kohls, La-Z Boy, Marshalls, Office Max, Petco
|
Target
|
|
Publix at Acworth
|
Atlanta
|
1996
|
69,628
|
|
37,888
|
|
31,740
|
|
|
98.3
|
%
|
100.0
|
%
|
96.2
|
%
|
12.01
|
|
Publix
|
|
|
The Centre at Panola
|
Atlanta
|
2001
|
73,079
|
|
51,674
|
|
21,405
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
12.68
|
|
Publix
|
|
|
Illinois
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fox Lake Crossing
|
Chicago
|
2002
|
99,072
|
|
65,977
|
|
33,095
|
|
|
88.9
|
%
|
100.0
|
%
|
66.8
|
%
|
13.58
|
|
Dominick's Finer Foods, Dollar Tree
|
|
|
Naperville Marketplace
|
Chicago
|
2008
|
83,793
|
|
61,683
|
|
22,110
|
|
|
98.1
|
%
|
100.0
|
%
|
92.6
|
%
|
13.27
|
|
TJ Maxx, PetSmart
|
|
|
South Elgin Commons
|
Chicago
|
2011
|
128,000
|
|
128,000
|
|
—
|
|
|
100.0
|
%
|
100.0
|
%
|
—
|
%
|
14.50
|
|
LA Fitness, Ross Dress for Less, Toy R Us
|
Caputo's
|
|
Indiana
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
54th & College
|
Indianapolis
|
2008
|
—
|
|
—
|
|
—
|
|
|
—
|
%
|
—
|
%
|
—
|
%
|
—
|
|
The Fresh Market (ground lease)
|
|
|
Beacon Hill
|
Crown Point
|
2006
|
56,897
|
|
11,043
|
|
45,854
|
|
|
94.4
|
%
|
100.0
|
%
|
93.0
|
%
|
14.97
|
|
Anytime Fitness
|
Strack & Van Till, Walgreens
|
|
Bell Oaks Centre
|
Newburgh
|
2008
|
94,811
|
|
74,122
|
|
20,689
|
|
|
98.5
|
%
|
100.0
|
%
|
93.0
|
%
|
11.86
|
|
Schnuck Market
|
|
|
Boulevard Crossing
|
Kokomo
|
2004
|
124,631
|
|
74,440
|
|
50,191
|
|
|
95.7
|
%
|
100.0
|
%
|
89.4
|
%
|
14.38
|
|
Petco, TJ Maxx, Ulta Salon, Shoe Carnival
|
Kohl's
|
|
Bridgewater Marketplace
|
Indianapolis
|
2008
|
40,431
|
|
14,593
|
|
25,838
|
|
|
63.7
|
%
|
100.0
|
%
|
43.2
|
%
|
16.52
|
|
|
Walgreens
|
|
Castleton Crossing
|
Indianapolis
|
1975/2012
|
291,172
|
|
247,710
|
|
43,462
|
|
|
96.8
|
%
|
100.0
|
%
|
78.5
|
%
|
11.13
|
|
K&G Menswear, Value City, TJ Maxx/Home Goods, Shoe Carnival, Dollar Tree, Burlington Coat Factory
|
|
|
Cool Creek Commons
|
Indianapolis
|
2005
|
124,646
|
|
53,600
|
|
71,046
|
|
|
95.6
|
%
|
100.0
|
%
|
92.2
|
%
|
17.55
|
|
The Fresh Market, Stein Mart
|
|
|
Depauw University Bookstore and Café
|
Greencastle
|
2012
|
11,974
|
|
—
|
|
11,974
|
|
|
100.0
|
%
|
—
|
%
|
100.0
|
%
|
8.36
|
|
Folletts, Starbucks
|
|
|
Eddy Street Commons
|
South Bend
|
2009
|
87,991
|
|
20,154
|
|
67,837
|
|
|
94.2
|
%
|
100.0
|
%
|
92.4
|
%
|
24.05
|
|
Hammes Bookstore, Urban Outfitters
|
|
|
Geist Pavilion
|
Indianapolis
|
2006
|
63,910
|
|
29,700
|
|
34,210
|
|
|
96.2
|
%
|
100.0
|
%
|
92.8
|
%
|
16.35
|
|
Goodwill, Ace Hardware
|
|
Property
1
|
MSA
|
Year
Built/ Renovated |
Owned GLA
2
|
|
Leased %
|
ABR
per Sq. ft. |
Major Owned Tenants
|
Major
Non-owned Tenants |
||||||||||||
Total
|
Anchors
|
Shops
|
|
Total
|
Anchors
|
Shops
|
||||||||||||||
Glendale Town Center
|
Indianapolis
|
1958/2008
|
393,002
|
|
329,546
|
|
63,456
|
|
|
98.4
|
%
|
100.0
|
%
|
90.2
|
%
|
$
|
7.22
|
|
Macy’s, Landmark Theaters, Staples, Indianapolis Library, Nexus Academy of Indianapolis
|
Lowe's Home Improvement, Target, Walgreens
|
Greyhound Commons
|
Indianapolis
|
2005
|
9,152
|
|
—
|
|
9,152
|
|
|
100.0
|
%
|
—
|
%
|
100.0
|
%
|
18.20
|
|
|
Lowe's Home Improvement Center
|
|
Lima Marketplace
|
Fort Wayne
|
2008
|
100,461
|
|
71,521
|
|
28,940
|
|
|
89.7
|
%
|
100.0
|
%
|
64.1
|
%
|
14.27
|
|
Aldi, Dollar Tree, Office Depot, Pestmart
|
Wal-Mart
|
|
Rangeline Crossing
|
Indianapolis
|
1986/2013
|
99,282
|
|
47,962
|
|
51,320
|
|
|
91.6
|
%
|
100.0
|
%
|
83.7
|
%
|
21.50
|
|
Earth Fare, Walgreens
|
|
|
Rivers Edge
|
Indianapolis
|
2011
|
149,209
|
|
117,890
|
|
31,319
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
20.19
|
|
Nordstrom Rack, The Container Store, Arhaus Furniture, Bicycle Garage of Indy, Buy Buy Baby
|
|
|
Stoney Creek Commons
|
Indianapolis
|
2000/2013
|
84,330
|
|
84,330
|
|
—
|
|
|
100.0
|
%
|
100.0
|
%
|
—
|
%
|
12.39
|
|
HH Gregg, Goodwill, LA Fitness
|
Lowe's Home Improvement Center
|
|
Traders Point
|
Indianapolis
|
2005
|
279,684
|
|
238,721
|
|
40,963
|
|
|
98.7
|
%
|
100.0
|
%
|
91.2
|
%
|
15.02
|
|
Dick's Sporting Goods, AMC Theatre, Marsh Supermarkets, Bed, Bath & Beyond, Michaels, Old Navy, PetSmart, Books-A-Million
|
|
|
Traders Point II
|
Indianapolis
|
2005
|
46,099
|
|
—
|
|
46,099
|
|
|
92.2
|
%
|
—
|
%
|
92.2
|
%
|
24.98
|
|
|
|
|
Whitehall Pike
|
Bloomington
|
1999
|
128,997
|
|
128,997
|
|
—
|
|
|
100.0
|
%
|
100.0
|
%
|
—
|
%
|
7.86
|
|
Lowe's Home Improvement Center
|
|
|
Nevada
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cannery Corner
3
|
Las Vegas
|
2008
|
30,745
|
|
—
|
|
30,745
|
|
|
96.4
|
%
|
—
|
%
|
96.4
|
%
|
34.41
|
|
|
Lowe's Home Improvement, Sam's Club
|
|
Centennial Center
3
|
Las Vegas
|
2002
|
334,705
|
|
158,335
|
|
176,370
|
|
|
93.6
|
%
|
100.0
|
%
|
87.8
|
%
|
22.89
|
|
Wal-Mart, Sam's Club, Ross Dress for Less, Big Lots, Famous Footwear, Michaels, Office Max, Party City, Petco, Rhapsodielle, Home Depot
|
|
|
Centennial Gateway
3
|
Las Vegas
|
2005
|
192,999
|
|
139,861
|
|
53,138
|
|
|
84.6
|
%
|
82.1
|
%
|
91.1
|
%
|
23.58
|
|
24 Hour Fitness, Sportsman's Warehouse, Walgreens
|
|
|
Eastern Beltway Center
3
|
Las Vegas
|
1998/2006
|
162,444
|
|
83,982
|
|
78,462
|
|
|
97.4
|
%
|
100.0
|
%
|
94.6
|
%
|
23.49
|
|
Home Consignment Center, Office Max, Petco, Ross Dress for Less, Sam's Club, Wal-Mart
|
Home Depot
|
|
Eastgate
3
|
Las Vegas
|
2002
|
96,589
|
|
53,030
|
|
43,559
|
|
|
92.8
|
%
|
100.0
|
%
|
84.0
|
%
|
22.01
|
|
99 Cent Only Store, Office Depot, Party City
|
Wal-Mart
|
|
Lowe's Plaza
3
|
Las Vegas
|
2007
|
30,208
|
|
—
|
|
30,208
|
|
|
44.4
|
%
|
—
|
%
|
44.4
|
%
|
32.08
|
|
|
Lowe's Home Improvement, Sam's Club
|
|
Rampart Commons
|
Las Vegas
|
1998
|
81,292
|
|
29,265
|
|
52,027
|
|
|
96.9
|
%
|
100.0
|
%
|
95.2
|
%
|
26.49
|
|
Ann Taylor, Chico's, Francesca's Collection, Banana Republic, Pottery Barn, Williams Sonoma
|
|
|
New Hampshire
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Merrimack Village Center
|
Merrimack
|
2007
|
78,892
|
|
54,000
|
|
24,892
|
|
|
97.7
|
%
|
100.0
|
%
|
92.8
|
%
|
12.79
|
|
Supervalue (Shaw's)
|
|
|
New Jersey
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Bayonne Crossing
|
Bayonne
|
2011
|
106,383
|
|
52,219
|
|
54,164
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
28.62
|
|
Michaels, New York Sports Club, Lowe's Home Impovement, Wal-Mart
|
|
|
Livingston Shopping Center
|
Newark
|
1997
|
139,657
|
|
133,177
|
|
6,480
|
|
|
95.3
|
%
|
100.0
|
%
|
—
|
%
|
19.77
|
|
Cost Plus, Buy Buy Baby, Nordstrom Rack, DSW, TJ Maxx, Ulta
|
|
|
North Carolina
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Holly Springs Towne Center
|
Holly Springs
|
2013
|
207,527
|
|
109,233
|
|
98,294
|
|
|
96.8
|
%
|
100.0
|
%
|
93.3
|
%
|
17.10
|
|
Dick's Sporting Goods, Marshalls, Petco, Ulta Salon, Michaels
|
Target
|
|
Memorial Commons
|
Golsboro
|
2008
|
111,271
|
|
73,876
|
|
37,395
|
|
|
98.3
|
%
|
100.0
|
%
|
95.0
|
%
|
12.59
|
|
Harris Teeter, Office Depot
|
|
Property
1
|
MSA
|
Year
Built/ Renovated |
Owned GLA
2
|
|
Leased %
|
ABR
per Sq. ft. |
Major Owned Tenants
|
Major
Non-owned Tenants |
||||||||||||
Total
|
Anchors
|
Shops
|
|
Total
|
Anchors
|
Shops
|
||||||||||||||
Northcrest Shopping Center
|
Charlotte
|
2008
|
133,674
|
|
76,053
|
|
57,621
|
|
|
88.9
|
%
|
86.2
|
%
|
92.5
|
%
|
$
|
22.04
|
|
REI, David's Bridal, Dollar Tree, Old Navy
|
Target
|
Oleander Place
|
Wilmington
|
2012
|
45,530
|
|
30,144
|
|
15,386
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
16.09
|
|
Whole Foods
|
|
|
Perimeter Woods
|
Charlotte
|
2008
|
126,153
|
|
105,262
|
|
20,891
|
|
|
96.8
|
%
|
100.0
|
%
|
80.7
|
%
|
20.48
|
|
Best Buy, Off Broadway Shoes, Office Max, Petsmart, Lowe's Home Improvement
|
|
|
Parkside Town Commons - Phase I
|
Cary
|
2015
|
55,463
|
|
22,500
|
|
32,963
|
|
|
79.5
|
%
|
55.6
|
%
|
95.8
|
%
|
25.33
|
|
Harris Teeter, Petco
|
Target
|
|
Toringdon Market
|
Charlotte
|
2004
|
60,539
|
|
26,072
|
|
34,467
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
20.33
|
|
Earth Fare
|
|
|
Ohio
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Eastgate Pavilion
|
Cincinnati
|
1995
|
236,230
|
|
231,730
|
|
4,500
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
8.93
|
|
Best Buy, Dick's Sporting Goods, Value City Furniture, PetSmart, DSW, Bed Bath & Beyond
|
|
|
Oklahoma
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Belle Isle
|
Oklahoma City
|
2000
|
164,372
|
|
92,783
|
|
71,589
|
|
|
98.5
|
%
|
100.0
|
%
|
96.6
|
%
|
16.93
|
|
Shoe Carnival, Old Navy, Ross Stores, Nordstrom Rack, Babies R Us
|
Wal-Mart
|
|
Shops at Moore
|
Moore
|
2010
|
259,692
|
|
187,916
|
|
71,776
|
|
|
99.9
|
%
|
100.0
|
%
|
99.6
|
%
|
12.32
|
|
Bed Bath and Beyond, Best Buy, Dustee's Fashion Accessories, Hobby Lobby, Office Depot, Petsmart, Ross Dress for Less
|
JC Penney
|
|
Silver Springs Pointe
|
Oklahoma City
|
2001
|
48,444
|
|
20,515
|
|
27,929
|
|
|
83.9
|
%
|
100.0
|
%
|
72.1
|
%
|
15.84
|
|
Kohls, Office Depot
|
Wal-Mart, Sam's Club, Home Depot
|
|
University Town Center
|
Norman
|
2009
|
158,518
|
|
77,097
|
|
81,421
|
|
|
96.2
|
%
|
100.0
|
%
|
92.7
|
%
|
17.65
|
|
Office Depot, Petco, TJ Maxx, Ulta Salon
|
Target
|
|
University Town Center
Phase II |
Norman
|
2012
|
190,494
|
|
133,546
|
|
56,948
|
|
|
93.6
|
%
|
100.0
|
%
|
78.5
|
%
|
11.92
|
|
Academy Sports, DSW, Home Goods, Michaels, Kohls
|
|
|
South Carolina
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Hitchcock Plaza
|
Aiken
|
2006
|
252,370
|
|
214,480
|
|
37,890
|
|
|
90.8
|
%
|
89.7
|
%
|
97.4
|
%
|
10.05
|
|
TJ Maxx, Ross Dress for Less, Academy Sports, Bed Bath and Beyond, Farmers Home Furniture, Old Navy, Petco
|
|
|
Shoppes at Plaza Green
|
Greenville
|
2000
|
194,807
|
|
172,136
|
|
22,671
|
|
|
94.7
|
%
|
94.1
|
%
|
100.0
|
%
|
12.83
|
|
Bed Bath & Beyond, Christmas Tree Shops, Sears, Party City, Shoe Carnival, AC Moore, Old Navy
|
|
|
Publix at Woodruff
|
Greenville
|
1997
|
68,055
|
|
47,955
|
|
20,100
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
10.67
|
|
Publix
|
|
|
Tennessee
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cool Springs Market
|
Nashville
|
1995
|
230,948
|
|
167,712
|
|
63,236
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
14.67
|
|
Dick's Sporting Goods, Marshalls, Buy Buy Baby, DSW, Staples, Jo-Ann Fabric
|
Kroger
|
|
Hamilton Crossing - Phase II & III
|
Alcoa
|
2008
|
175,464
|
|
135,737
|
|
39,727
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
14.65
|
|
Dicks Sporting Goods, Michaels, Old Navy, Petsmart, Ross Dress for Less
|
|
|
Texas
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Burlington Coat Factory
|
San Antonio
|
1992/2000
|
107,400
|
|
107,400
|
|
—
|
|
|
100.0
|
%
|
100.0
|
%
|
—
|
|
5.00
|
|
Burlington Coat Factory
|
|
|
Chapel Hill Shopping Center
|
Fort Worth
|
2001
|
126,755
|
|
43,450
|
|
83,305
|
|
|
97.8
|
%
|
100.0
|
%
|
96.7
|
%
|
27.62
|
|
H-E-B Grocery, The Container Store, Cost Plus World Market
|
|
|
Colleyville Downs
|
Dallas
|
2014
|
185,848
|
|
142,073
|
|
43,775
|
|
|
93.3
|
%
|
100.0
|
%
|
71.6
|
|
12.39
|
|
Whole Foods, Westlake Hardware, Vineyard's Antique Mall, Goody Goody Liqour, Petco
|
|
|
Kingwood Commons
|
Houston
|
1999
|
164,366
|
|
74,836
|
|
89,530
|
|
|
99.1
|
%
|
100.0
|
%
|
98.3
|
%
|
19.27
|
|
Randall's Food and Drug, Petco, Chico's, Talbots, Ann Taylor, Jos. A. Bank
|
|
|
Market Street Village
|
Fort Worth
|
1970/2011
|
156,625
|
|
136,746
|
|
19,879
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
|
12.04
|
|
Jo-Ann Fabric, Ross, Office Depot, Buy Buy Baby
|
|
Property
1
|
MSA
|
Year
Built/ Renovated |
Owned GLA
2
|
|
Leased %
|
ABR
per Sq. ft. |
Major Owned Tenants
|
Major
Non-owned Tenants |
||||||||||||
Total
|
Anchors
|
Shops
|
|
Total
|
Anchors
|
Shops
|
||||||||||||||
Plaza at Cedar Hill
|
Dallas
|
2000/2010
|
303,458
|
|
244,065
|
|
59,393
|
|
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
$
|
12.64
|
|
Sprouts Farmers Market, DSW, Ross Dress for Less, Hobby Lobby, Office Max, Marshalls, Toys “R” Us/Babies “R” Us
|
|
Plaza Volente
|
Austin
|
2004
|
156,333
|
|
105,000
|
|
51,333
|
|
|
93.8
|
%
|
100.0
|
%
|
81.2
|
|
16.87
|
|
H-E-B Grocery
|
|
|
Portofino Shopping Center
|
Houston
|
1999/2010
|
379,637
|
|
211,858
|
|
167,779
|
|
|
92.2
|
%
|
100.0
|
%
|
82.3
|
%
|
17.84
|
|
DSW, Michaels, Sports Authority, Lifeway Christian Store, SteinMart, Petsmart, Old Navy, TJ Maxx
|
Sam's Club
|
|
Sunland Towne Centre
|
El Paso
|
1996/2014
|
306,437
|
|
265,037
|
|
41,400
|
|
|
98.9
|
%
|
100.0
|
%
|
91.7
|
%
|
11.67
|
|
Sprouts Farmers Market, PetSmart, Ross, Kmart, Bed Bath & Beyond, Specs Fine Wines
|
|
|
Waxahachie Crossing
|
Waxahachie
|
2010
|
97,127
|
|
72,191
|
|
24,936
|
|
|
100
|
%
|
100.0
|
%
|
100.0
|
%
|
14.64
|
|
Best Buy, Petsmart, Ross Dress for Less
|
Home Depot, JC Penney
|
|
Westside Market
|
Dallas
|
2013
|
93,377
|
|
70,000
|
|
23,377
|
|
|
100
|
%
|
100.0
|
%
|
100.0
|
%
|
16.12
|
|
Randall's Tom Thumb
|
|
|
Wheatland Town Crossing
|
Dallas
|
2012
|
194,727
|
|
142,302
|
|
52,425
|
|
|
98.1
|
%
|
100.0
|
%
|
92.8
|
%
|
12.64
|
|
Conn's, Dollar Tree, Office Depot, Party City, Petsmart, Ross Dress for Less, Shoe Carnival
|
Target, Aldi
|
|
Utah
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Draper Crossing
|
Draper
|
2012
|
164,098
|
|
115,916
|
|
48,182
|
|
|
95.9
|
%
|
100.0
|
%
|
86.1
|
%
|
14.58
|
|
TJ Maxx, Dollar Tree, Downeast Home, Smiths
|
|
|
Draper Peaks
|
Draper
|
2012
|
220,594
|
|
101,464
|
|
119,130
|
|
|
95
|
%
|
100.0
|
%
|
90.7
|
%
|
18.66
|
|
Michaels, Office Depot, Petco, Quilted Bear, Ross Dress for Less
|
Kohl's
|
|
Virginia
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Landstown Commons
|
Virginia Beach
|
2007
|
399,047
|
|
217,466
|
|
181,581
|
|
|
92.5
|
%
|
95.3
|
%
|
89.1
|
%
|
19.00
|
|
Bed Bath & Beyond, Best Buy, Books-A-Million, Five Below, Office Max, Pestmart, Rack Room, Ulta, Walgreens, Kirkland
|
Kohl's
|
|
Wisconsin
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Village at Bay Park
|
Ashwaubenon
|
2005
|
82,254
|
|
23,878
|
|
58,376
|
|
|
83.5
|
%
|
100.0
|
%
|
76.7
|
%
|
14.51
|
|
DSW, JC Penney
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
15,292,509
|
|
10,447,894
|
|
4,844,615
|
|
|
95.4
|
%
|
99.0
|
%
|
87.6
|
%
|
$
|
15.22
|
|
|
|
____________________
|
|
1
|
All properties are wholly owned, except as indicated. Unless otherwise noted, each property is owned in fee simple by the Company.
|
2
|
Percentage of Owned GLA Leased reflects Owned GLA/NRA leased as of December 31, 2015, except for Greyhound Commons and 54th & College.
|
3
|
Operating property is a joint venture.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
|||||||
Property
|
MSA
|
Year Built/
Renovated |
Acquired,
Redeveloped or Developed |
Owned
NRA |
Percentage
Of Owned NRA Leased |
Annualized
Base Rent 1 |
Percentage
of Annualized Office Base Rent |
Base Rent
Per Leased Sq. Ft. |
|
Major Tenants
|
|||||||
Office and Parking Properties
|
|
|
|
|
|
|
|
|
|
|
|||||||
Thirty South Meridian
2
|
Indianapolis
|
1905/2002
|
Redeveloped
|
287,928
|
|
94.8
|
%
|
$
|
4,889
|
|
78.9
|
%
|
$
|
17.90
|
|
|
Indiana Supreme Court, City Securities, Kite Realty Group, Lumina Foundation
|
Union Station Parking Garage
3
|
Indianapolis
|
1986
|
Acquired
|
N/A
|
|
N/A
|
|
N/A
|
|
N/A
|
|
N/A
|
|
|
Denison Parking
|
||
Stand-alone office components of retail projects
|
|
|
|
|
|
|
|
||||||||||
Eddy Street Office (part of Eddy Street Commons)
4
|
South Bend
|
2009
|
Developed
|
81,628
|
|
100.0
|
%
|
$
|
1,188
|
|
19.2
|
%
|
$
|
14.56
|
|
|
University of Notre Dame Offices
|
Tradition Village Office (part of Tradition Village Square)
|
Port St. Lucie
|
2006
|
Acquired
|
24,917
|
|
36.6
|
%
|
116
|
|
1.9
|
%
|
12.68
|
|
|
|
||
Total
|
|
|
|
394,473
|
|
92.2
|
%
|
$
|
6,193
|
|
100.0
|
%
|
$
|
17.02
|
|
|
|
____________________
|
|
1
|
Annualized Base Rent represents the monthly contractual rent for December 2015 for each applicable property, multiplied by 12.
|
2
|
Annualized Base Rent includes $723,216 from the Company and subsidiaries as of December 31, 2015, which is eliminated in consolidation for purposes of our consolidated financial statement presentation.
|
3
|
The garage is managed by a third party.
|
4
|
The Company also owns the Eddy Street Commons retail shopping center in South Bend, Indiana, along with a parking garage that serves a hotel and the office and retail components of the property.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Under Construction:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Project
|
Company Ownership %
|
MSA
|
Projected
Stabilization Date 1 |
Projected
Owned GLA 2 |
Projected
Total GLA 3 |
Percent
of Owned GLA Occupied 4 |
Percent
of Owned GLA Pre-Leased/ Committed 5 |
Total
Estimated Project Cost |
Cost Incurred as of December 31, 2015
6
|
|
Major Tenants and
Non-owned Anchors |
||||||||
Holly Springs Towne Center, NC - Phase II
|
100%
|
Raleigh
|
2H 2016
|
122,001
|
|
154,001
|
|
24.1
|
%
|
83.9
|
%
|
$
|
47,500
|
|
$
|
35,943
|
|
|
Target (non-owned), Carmike Cinemas, Bed Bath & Beyond, DSW
|
Parkside Town Commons, NC - Phase II
|
100%
|
Raleigh
|
Mid 2016
|
297,436
|
|
347,801
|
|
60.5
|
%
|
86.1
|
%
|
81,200
|
|
75,889
|
|
|
Frank Theatres, Golf Galaxy, Field & Stream, Stein Mart, Chuy's, Starbucks, Panera Bread
|
||
Tamiami Crossing, FL
|
100%
|
Naples
|
2H 2016
|
121,578
|
|
141,578
|
|
0.0
|
%
|
100.0
|
%
|
44,000
|
|
33,576
|
|
|
Stein Mart, Ross, Marshalls, Michaels, PetSmart, Ulta
|
||
Total
|
|
541,015
|
|
643,380
|
|
38.7
|
%
|
88.7
|
%
|
$
|
172,700
|
|
$
|
145,408
|
|
|
|
||
Cost incurred as of December 31, 2015 included in Construction in Progress on the balance sheet
|
|
|
$
|
91,733
|
|
|
|
____________________
|
|
|
|
|
|
|
|
|
||
1
|
Stabilization date represents the sooner of one year from project opening date and / or substantially occupied.
|
|||||||||
2
|
Projected Owned GLA represents gross leasable area we project we will own. It excludes square footage that we project will be attributable to non-owned outlot structures on land owned by us and expected to be ground leased to tenants. It also excludes non-owned anchor space.
|
|||||||||
3
|
Projected Total GLA includes Projected Owned GLA, projected square footage attributable to non-owned outlot structures on land that we own, and non-owned anchor space that currently exists or is under construction.
|
|||||||||
4
|
Includes tenants that have taken possession of their space or have begun paying rent.
|
|||||||||
5
|
Excludes outlot land parcels owned by the Company and ground leased to tenants. Includes leases under negotiation for approximately 16,728 square feet for which the Company has signed non-binding letters of intent.
|
|||||||||
6
|
Cost incurred is reclassified to fixed assets on the consolidated balance sheet on a pro-rata basis as portions of the asset are placed in service.
|
|||||||||
7
|
Additional NOI relating to redevelopment projects moved to the operating portfolio as near stabilization.
|
($ in thousands)
|
|
|
REDEVELOPMENT
|
Location
|
Description
|
Bolton Plaza
|
Jacksonville
|
Second phase; replace existing vacant shop space with 22,000 square foot junior anchor and center upgrades.
|
Bridgewater
|
Indianapolis
|
Second phase; creation of new outparcel building to relocate existing shop space. Replacing vacant shop space with 15,000 square foot junior anchor.
|
Burnt Store Promenade
|
Punta Gorda
|
New building construction of current grocer into 45,000 square foot space. New 20 year lease and center upgrades.
|
City Center*
|
White Plains
|
Pending construction start to reactivate street level retail components and enhance overall shopping experience within multilevel project.
|
Courthouse Shadows*
|
Naples
|
Recapture of natural lease expiration; demolition of the site to add a large format single tenant ground lease as well as an additional outparcel development.
|
Fishers Station*
|
Indianapolis
|
Demolition, expansion, and replacement of previous anchor.
|
Hamilton Crossing Centre*
|
Indianapolis
|
Recapture of lease expiration; substantially enhancing merchandising mix and replacing available space with new movie theatre for entertainment.
|
Portofino Shopping Center
|
Houston
|
Multiple phase project. Addition of two small shop buildings and a 33,000 square foot junior anchor. Also rightsizing of a 25,000 square foot junior anchor.
|
Rampart Commons
|
Las Vegas
|
Addition of new tenants replacing expiring leases. Upgrades to building façades and hardscape through the center.
|
Targeted Return **
|
|
9.5% - 10.5%
|
Expected Cost
|
|
$75,000 - $80,000
|
|
|
|
|
|
|
REPOSITION
1
|
Location
|
Description
|
Castleton Crossing
|
Indianapolis
|
Creation of new outparcel small shop building.
|
Centennial Center
|
Las Vegas
|
General building enhancements including improved access of main entry point. Addition of two restaurants to anchor the small shop building.
|
Centennial Gateway
|
Las Vegas
|
Recapture of a 13,950 square foot anchor location to provide retenanting opportunity to enhance overall quality of the center; also includes additional structural improvements and building upgrades.
|
Hitchcock Plaza
|
Aiken
|
Replacing vacant space with building conversion for two junior anchors and incremental shop space.
|
Landstown Commons
|
Virginia Beach
|
Relocation of Starbucks to create drive through. General improvement of the main street area, including façade improvements and addition of pedestrian elements.
|
Northdale Promenade
|
Tampa
|
Multi-phase project involving rightsizing of an existing shop tenant to accommodate construction of new junior anchor, and the demolition of shop space to add another junior anchor, enhance space visibility, and improve overall small shop mix.
|
Shops at Moore
|
Oklahoma City
|
Expansion of existing vacant space to be reconstructed and occupied with the addition of a new junior anchor.
|
Tarpon Bay
|
Naples
|
Recapture of a junior anchor space to enhance merchandising mix and cross shopping experience; also, upgrading exterior of the center and other building improvements.
|
Trussville Promenade
2
|
Birmingham
|
Replacing existing small shops with 22,000 square foot junior anchor.
|
Targeted Return **
|
|
9.5% - 10.5%
|
Expected Cost
|
|
$35,000 - $40,000
|
|
|
|
|
|
|
REPURPOSE
|
Location
|
Description
|
Beechwood Promenade*
|
Athens
|
Contemplating a mixed use opportunity for recaptured space given dynamic college town environment.
|
The Corner*
|
Indianapolis
|
Creation of a mixed use (retail and multi-family) development replacing an unanchored small shop center.
|
Targeted Return **
|
|
9.0% - 10.0%
|
Expected Cost
|
|
$20,000 - $25,000
|
|
|
|
|
|
|
Total Targeted Return
|
9.0% - 11.0%
|
|
Total Expected Cost
|
|
$130,000 - $145,000
|
____________________
|
|
|
|
||
1
|
Reposition refers to less substantial asset enhancements based on internal costs.
|
||||
2
|
Repositioning refers to Trussville I.
|
||||
*
|
Asterisk represents assets removed from the operating portfolio and in final planning stage. Projected cost and projected ROI will be added upon commencement of construction.
|
||||
**
|
These opportunities are merely potential at this time and are subject to various contingencies, many of which are beyond the Company's control. Targeted return is based upon our current expectations of capital expenditures, budgets, anticipated leases and certain other factors relating to such opportunities. The actual return on these investments may not meet our expectations.
|
Tenant
|
|
Number of
Locations |
|
Total GLA
|
|
Number of
Leases |
|
Company
Owned GLA |
|
Ground Lease GLA
|
|
Number of Anchor
Owned Locations |
|
Anchor
Owned GLA |
|||||||
Wal-Mart
|
|
14
|
|
|
2,376,540
|
|
|
6
|
|
|
203,742
|
|
|
811,956
|
|
|
8
|
|
|
1,360,842
|
|
Target
|
|
16
|
|
|
2,301,943
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
2,301,943
|
|
Lowe's Home Improvement
|
|
14
|
|
|
2,072,666
|
|
|
5
|
|
|
128,997
|
|
|
650,161
|
|
|
9
|
|
|
1,293,508
|
|
Publix
|
|
18
|
|
|
868,222
|
|
|
18
|
|
|
868,222
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Kohls
|
|
9
|
|
|
783,599
|
|
|
5
|
|
|
184,516
|
|
|
245,223
|
|
|
4
|
|
|
353,860
|
|
TJX Companies
1
|
|
21
|
|
|
634,317
|
|
|
21
|
|
|
634,317
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Ross Stores
|
|
17
|
|
|
485,673
|
|
|
17
|
|
|
485,673
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Bed Bath & Beyond
2
|
|
18
|
|
|
469,772
|
|
|
18
|
|
|
469,772
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Dick's Sporting Goods
|
|
9
|
|
|
440,502
|
|
|
9
|
|
|
440,502
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Petsmart
|
|
18
|
|
|
374,127
|
|
|
18
|
|
|
374,127
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
154
|
|
|
10,807,361
|
|
|
117
|
|
|
3,789,868
|
|
|
1,707,340
|
|
|
37
|
|
|
5,310,153
|
|
____________________
|
|
1
|
Includes TJ Maxx, Home Goods and Marshalls, all of which are owned by the same parent company.
|
2
|
Includes Buy Buy Baby, Christmas Tree Shops and Cost Plus, all of which are owned by the same parent company.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Tenant
|
|
Number
of Stores |
|
Leased GLA/NRA
2
|
|
% of Owned
GLA/NRA of the Portfolio |
|
Annualized
Base Rent 1 |
|
Annualized
Base Rent per Sq. Ft. |
|
% of Total
Portfolio Annualized Base Rent |
|||||||
Publix
|
|
18
|
|
868,222
|
|
|
5.5
|
%
|
|
$
|
8,439
|
|
|
$
|
9.72
|
|
|
3.4
|
%
|
TJX Companies
3
|
|
21
|
|
634,317
|
|
|
4.0
|
%
|
|
6,431
|
|
|
10.14
|
|
|
2.6
|
%
|
||
Petsmart
|
|
18
|
|
374,127
|
|
|
2.4
|
%
|
|
5,513
|
|
|
14.74
|
|
|
2.2
|
%
|
||
Bed Bath & Beyond
4
|
|
18
|
|
446,372
|
|
|
2.8
|
%
|
|
5,399
|
|
|
12.09
|
|
|
2.2
|
%
|
||
Ross Stores
|
|
17
|
|
485,673
|
|
|
3.1
|
%
|
|
5,214
|
|
|
10.74
|
|
|
2.1
|
%
|
||
Lowe's Home Improvement
|
|
5
|
|
128,997
|
|
|
0.8
|
%
|
|
5,039
|
|
|
6.47
|
|
|
2.1
|
%
|
||
Office Depot / Office Max
|
|
18
|
|
368,482
|
|
|
2.3
|
%
|
|
5,018
|
|
|
13.62
|
|
|
2.0
|
%
|
||
Dick's Sporting Goods
|
|
9
|
|
440,502
|
|
|
2.8
|
%
|
|
4,658
|
|
|
10.57
|
|
|
1.9
|
%
|
||
Michaels
|
|
13
|
|
278,111
|
|
|
1.7
|
%
|
|
3,697
|
|
|
13.29
|
|
|
1.5
|
%
|
||
Wal-Mart
|
|
6
|
|
203,742
|
|
|
1.3
|
%
|
|
3,655
|
|
|
3.60
|
|
|
1.5
|
%
|
||
LA Fitness
|
|
5
|
|
208,209
|
|
|
1.3
|
%
|
|
3,447
|
|
|
16.56
|
|
|
1.4
|
%
|
||
Nordstrom
|
|
5
|
|
170,545
|
|
|
1.1
|
%
|
|
3,122
|
|
|
18.30
|
|
|
1.3
|
%
|
||
Best Buy
|
|
6
|
|
213,604
|
|
|
1.3
|
%
|
|
3,024
|
|
|
14.16
|
|
|
1.2
|
%
|
||
Kohls
|
|
5
|
|
184,516
|
|
|
1.2
|
%
|
|
2,927
|
|
|
6.81
|
|
|
1.2
|
%
|
||
National Amusements
|
|
1
|
|
80,000
|
|
|
0.5
|
%
|
|
2,898
|
|
|
36.22
|
|
|
1.2
|
%
|
||
Toys R Us / Babies R Us
5
|
|
6
|
|
179,316
|
|
|
1.1
|
%
|
|
2,896
|
|
|
13.79
|
|
|
1.2
|
%
|
||
Petco
|
|
12
|
|
167,455
|
|
|
1.1
|
%
|
|
2,747
|
|
|
16.41
|
|
|
1.1
|
%
|
||
Walgreens
|
|
4
|
|
67,212
|
|
|
0.4
|
%
|
|
2,099
|
|
|
31.23
|
|
|
0.9
|
%
|
||
Frank Theaters
|
|
2
|
|
122,224
|
|
|
0.8
|
%
|
|
2,081
|
|
|
17.02
|
|
|
0.8
|
%
|
||
DSW
|
|
7
|
|
134,681
|
|
|
0.8
|
%
|
|
1,938
|
|
|
14.39
|
|
|
0.8
|
%
|
||
New York Sports Club
|
|
2
|
|
86,717
|
|
|
0.5
|
%
|
|
1,936
|
|
|
22.32
|
|
|
0.8
|
%
|
||
Burlington Coat Factory
|
|
3
|
|
247,400
|
|
|
1.6
|
%
|
|
1,792
|
|
|
7.24
|
|
|
0.7
|
%
|
||
Randall's Food & Drugs
|
|
3
|
|
133,990
|
|
|
0.8
|
%
|
|
1,774
|
|
|
13.24
|
|
|
0.7
|
%
|
||
Mattress Firm
|
|
17
|
|
69,258
|
|
|
0.4
|
%
|
|
1,773
|
|
|
25.60
|
|
|
0.7
|
%
|
||
Old Navy
|
|
8
|
|
130,404
|
|
|
0.8
|
%
|
|
1,762
|
|
|
13.51
|
|
|
0.7
|
%
|
||
TOTAL
|
|
229
|
|
6,424,076
|
|
|
40.4
|
%
|
|
$
|
89,277
|
|
|
$
|
11.13
|
|
|
36.4
|
%
|
____________________
|
|
1
|
Annualized base rent represents the monthly contractual rent for December 31, 2015 for each applicable tenant multiplied by 12. Annualized base rent does not include tenant reimbursements.
|
2
|
Excludes the estimated size of the structures located on land owned by the Company and ground leased to tenants.
|
3
|
Includes TJ Maxx, Marshalls and HomeGoods, all of which are owned by the same parent company.
|
4
|
Includes Buy Buy Baby, Christmas Tree Shops and Cost Plus, all of which are owned by the same parent company.
|
5
|
Annualized base rent and percent of total portfolio includes ground lease rent.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
|
Total Operating Portfolio Excluding Developments and Redevelopments
|
|
Developments and Redevelopments
|
|
Total Operating Portfolio Including Developments and Redevelopments
|
|||||||||||||||||||||||
|
|
Owned
GLA/NRA 1 |
|
Annualized
Base Rent |
|
Owned
GLA/NRA 1 |
|
Annualized
Base Rent |
|
Number of Properties
|
|
Owned
GLA/NRA 1 |
|
Annualized Base Rent - Ground Leases
|
|
Total Annualized
Base Rent |
|
Percent of
Annualized Base Rent |
|||||||||||
Florida
|
|
4,512,435
|
|
|
$
|
62,699
|
|
|
5,960
|
|
|
$
|
364
|
|
|
39
|
|
4,518,395
|
|
|
$
|
3,423
|
|
|
$
|
66,486
|
|
|
25.2%
|
Texas
|
|
2,272,090
|
|
|
32,566
|
|
|
—
|
|
|
—
|
|
|
12
|
|
2,272,090
|
|
|
1,071
|
|
|
33,637
|
|
|
12.8%
|
||||
Indiana
|
|
2,186,679
|
|
|
28,854
|
|
|
294,056
|
|
|
2,453
|
|
|
22
|
|
2,480,735
|
|
|
1,053
|
|
|
32,361
|
|
|
12.3%
|
||||
Nevada
|
|
928,982
|
|
|
20,245
|
|
|
—
|
|
|
—
|
|
|
7
|
|
928,982
|
|
|
3,737
|
|
|
23,982
|
|
|
9.1%
|
||||
North Carolina
|
|
740,157
|
|
|
13,014
|
|
|
541,962
|
|
|
1,699
|
|
|
9
|
|
1,282,119
|
|
|
3,029
|
|
|
17,743
|
|
|
6.7%
|
||||
Oklahoma
|
|
821,520
|
|
|
11,399
|
|
|
—
|
|
|
—
|
|
|
5
|
|
821,520
|
|
|
1,175
|
|
|
12,574
|
|
|
4.8%
|
||||
New York
|
|
—
|
|
|
—
|
|
|
365,905
|
|
|
9,195
|
|
|
1
|
|
365,905
|
|
|
—
|
|
|
9,195
|
|
|
3.5%
|
||||
Georgia
|
|
394,419
|
|
|
4,762
|
|
|
353,970
|
|
|
3,433
|
|
|
4
|
|
748,389
|
|
|
473
|
|
|
8,668
|
|
|
3.3%
|
||||
New Jersey
|
|
246,040
|
|
|
5,677
|
|
|
—
|
|
|
—
|
|
|
2
|
|
246,040
|
|
|
2,233
|
|
|
7,910
|
|
|
3.0%
|
||||
Virginia
|
|
399,047
|
|
|
7,011
|
|
|
—
|
|
|
—
|
|
|
1
|
|
399,047
|
|
|
294
|
|
|
7,306
|
|
|
2.8%
|
||||
Utah
|
|
384,692
|
|
|
6,206
|
|
|
—
|
|
|
—
|
|
|
2
|
|
384,692
|
|
|
162
|
|
|
6,367
|
|
|
2.4%
|
||||
Indiana - Office
|
|
369,556
|
|
|
6,077
|
|
|
—
|
|
|
—
|
|
|
2
|
|
369,556
|
|
|
—
|
|
|
6,077
|
|
|
2.3%
|
||||
Tennessee
|
|
406,412
|
|
|
5,959
|
|
|
—
|
|
|
—
|
|
|
2
|
|
406,412
|
|
|
—
|
|
|
5,959
|
|
|
2.3%
|
||||
South Carolina
|
|
515,232
|
|
|
5,398
|
|
|
—
|
|
|
—
|
|
|
3
|
|
515,232
|
|
|
—
|
|
|
5,398
|
|
|
2.0%
|
||||
Alabama
|
|
512,649
|
|
|
4,524
|
|
|
—
|
|
|
—
|
|
|
2
|
|
512,649
|
|
|
201
|
|
|
4,725
|
|
|
1.8%
|
||||
Connecticut
|
|
208,929
|
|
|
3,275
|
|
|
—
|
|
|
—
|
|
|
1
|
|
208,929
|
|
|
939
|
|
|
4,214
|
|
|
1.6%
|
||||
Illinois
|
|
310,865
|
|
|
4,143
|
|
|
—
|
|
|
—
|
|
|
3
|
|
310,865
|
|
|
—
|
|
|
4,143
|
|
|
1.6%
|
||||
Arizona
|
|
79,902
|
|
|
2,241
|
|
|
—
|
|
|
—
|
|
|
1
|
|
79,902
|
|
|
—
|
|
|
2,241
|
|
|
0.9%
|
||||
Ohio
|
|
236,230
|
|
|
2,109
|
|
|
—
|
|
|
—
|
|
|
1
|
|
236,230
|
|
|
—
|
|
|
2,109
|
|
|
0.8%
|
||||
Wisconsin
|
|
82,254
|
|
|
997
|
|
|
—
|
|
|
—
|
|
|
1
|
|
82,254
|
|
|
381
|
|
|
1,377
|
|
|
0.5%
|
||||
New Hampshire
|
|
78,892
|
|
|
986
|
|
|
—
|
|
|
—
|
|
|
1
|
|
78,892
|
|
|
85
|
|
|
1,071
|
|
|
0.4%
|
||||
|
|
15,686,982
|
|
|
$
|
228,142
|
|
|
1,561,853
|
|
|
$
|
17,144
|
|
|
121
|
|
17,248,835
|
|
|
$
|
18,256
|
|
|
$
|
263,543
|
|
|
100.0%
|
____________________
|
|
|
|
|
|
|
|
|
|
|
|
|||
1
|
Owned GLA/NRA represents gross leasable area or net leasable area owned by the Company.
It also excludes the square footage of Union Station Parking Garage. |
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Number of Expiring Leases
1
|
|
Expiring GLA/NRA
2
|
|
% of Total GLA/NRA Expiring
|
|
Expiring Annualized
Base Rent 3 |
|
% of Total Annualized Base Rent
|
|
Expiring Annualized Base Rent per Sq. Ft.
|
|
Expiring Ground Lease Revenue
|
||||||||||
2016
|
|
247
|
|
|
1,035,946
|
|
|
6.5
|
%
|
|
$
|
16,490
|
|
|
6.7
|
%
|
|
$
|
15.92
|
|
|
$
|
—
|
|
2017
|
|
273
|
|
|
1,716,666
|
|
|
10.8
|
%
|
|
27,805
|
|
|
11.4
|
%
|
|
16.20
|
|
|
226
|
|
|||
2018
|
|
345
|
|
|
2,165,695
|
|
|
13.7
|
%
|
|
35,350
|
|
|
14.5
|
%
|
|
16.32
|
|
|
1,588
|
|
|||
2019
|
|
254
|
|
|
1,668,015
|
|
|
10.5
|
%
|
|
24,673
|
|
|
10.1
|
%
|
|
14.79
|
|
|
819
|
|
|||
2020
|
|
245
|
|
|
2,185,112
|
|
|
13.8
|
%
|
|
29,339
|
|
|
12.0
|
%
|
|
13.43
|
|
|
1,559
|
|
|||
2021
|
|
180
|
|
|
1,399,263
|
|
|
8.8
|
%
|
|
20,677
|
|
|
8.5
|
%
|
|
14.78
|
|
|
757
|
|
|||
2022
|
|
99
|
|
|
937,164
|
|
|
5.9
|
%
|
|
15,330
|
|
|
6.3
|
%
|
|
16.36
|
|
|
1,048
|
|
|||
2023
|
|
107
|
|
|
976,817
|
|
|
6.0
|
%
|
|
15,100
|
|
|
6.0
|
%
|
|
15.46
|
|
|
360
|
|
|||
2024
|
|
92
|
|
|
1,028,054
|
|
|
6.5
|
%
|
|
19,793
|
|
|
8.1
|
%
|
|
19.25
|
|
|
381
|
|
|||
2025
|
|
75
|
|
|
706,087
|
|
|
4.5
|
%
|
|
11,838
|
|
|
4.9
|
%
|
|
16.77
|
|
|
768
|
|
|||
Beyond
|
|
104
|
|
|
2,074,143
|
|
|
13.0
|
%
|
|
28,892
|
|
|
11.8
|
%
|
|
13.93
|
|
|
10,750
|
|
|||
|
|
2,021
|
|
|
15,892,962
|
|
|
100.0
|
%
|
|
$
|
245,287
|
|
|
100.0
|
%
|
|
$
|
15.43
|
|
|
$
|
18,256
|
|
____________________
|
|
1
|
Lease expiration table reflects rents in place as of December 31, 2015 and does not include option periods; 2016 expirations include 48 month-to-month tenants. This column also excludes ground leases.
|
2
|
Expiring GLA excludes estimated square footage attributable to non-owned structures on land owned by the Company and ground leased to tenants.
|
3
|
Annualized base rent represents the monthly contractual rent for December 2015 for each applicable tenant multiplied by 12. Excludes tenant reimbursements and ground lease revenue.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
Number of Expiring Leases
2
|
|
Expiring GLA/NRA
3
|
|
% of Total GLA/NRA Expiring
|
|
Expiring Annualized Base Rent
4
|
|
% of Total Annualized Base Rent
|
|
Expiring Annualized Base Rent per Sq. Ft.
|
|
Expiring Ground Lease Revenue
|
||||||||||
2016
|
|
21
|
|
|
488,781
|
|
|
3.1
|
%
|
|
$
|
5,252
|
|
|
2.2
|
%
|
|
$
|
10.75
|
|
|
$
|
—
|
|
2017
|
|
42
|
|
|
1,058,414
|
|
|
6.7
|
%
|
|
12,633
|
|
|
5.2
|
%
|
|
11.94
|
|
|
—
|
|
|||
2018
|
|
50
|
|
|
1,388,073
|
|
|
8.8
|
%
|
|
16,248
|
|
|
6.7
|
%
|
|
11.71
|
|
|
1,194
|
|
|||
2019
|
|
34
|
|
|
1,100,242
|
|
|
6.9
|
%
|
|
10,834
|
|
|
4.4
|
%
|
|
9.85
|
|
|
—
|
|
|||
2020
|
|
42
|
|
|
1,674,340
|
|
|
10.6
|
%
|
|
17,209
|
|
|
7.1
|
%
|
|
10.28
|
|
|
1,111
|
|
|||
2021
|
|
36
|
|
|
949,042
|
|
|
6.0
|
%
|
|
10,124
|
|
|
4.2
|
%
|
|
10.67
|
|
|
289
|
|
|||
2022
|
|
27
|
|
|
647,329
|
|
|
4.1
|
%
|
|
8,625
|
|
|
3.5
|
%
|
|
13.32
|
|
|
745
|
|
|||
2023
|
|
25
|
|
|
664,649
|
|
|
4.1
|
%
|
|
7,808
|
|
|
3.1
|
%
|
|
11.75
|
|
|
260
|
|
|||
2024
|
|
22
|
|
|
760,926
|
|
|
4.8
|
%
|
|
13,449
|
|
|
5.5
|
%
|
|
17.67
|
|
|
260
|
|
|||
2025
|
|
19
|
|
|
464,436
|
|
|
2.9
|
%
|
|
6,221
|
|
|
2.6
|
%
|
|
13.40
|
|
|
381
|
|
|||
Beyond
|
|
45
|
|
|
1,849,490
|
|
|
11.6
|
%
|
|
23,308
|
|
|
9.5
|
%
|
|
12.60
|
|
|
6,384
|
|
|||
|
|
363
|
|
|
11,045,722
|
|
|
69.6
|
%
|
|
$
|
131,711
|
|
|
53.8
|
%
|
|
$
|
11.92
|
|
|
$
|
10,623
|
|
____________________
|
|
1
|
Retail anchor tenants are defined as tenants that occupy 10,000 square feet or more.
|
2
|
Lease expiration table reflects rents in place as of December 31, 2015 and does not include option periods.
|
3
|
Expiring GLA excludes square footage for non-owned ground lease structures on land we own and ground leased to tenants.
|
4
|
Annualized base rent represents the monthly contractual rent for December 2015 for each applicable tenant multiplied by 12. Excludes tenant reimbursements and ground lease revenue.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Number of Expiring Leases
1
|
|
Expiring GLA/NRA
2
|
|
% of Total GLA/NRA Expiring
|
|
Expiring Annualized Base Rent
3
|
|
% of Total Annualized Base Rent
|
|
Expiring Annualized Base Rent per Sq. Ft.
|
|
Expiring Ground Lease Revenue
|
|||||||
2016
|
|
224
|
|
539,251
|
|
|
3.3%
|
|
$
|
11,155
|
|
|
4.5%
|
|
$
|
20.69
|
|
|
$
|
—
|
|
2017
|
|
229
|
|
575,142
|
|
|
3.6%
|
|
13,672
|
|
|
5.6%
|
|
23.77
|
|
|
226
|
|
|||
2018
|
|
293
|
|
759,785
|
|
|
4.8%
|
|
18,714
|
|
|
7.7%
|
|
24.63
|
|
|
394
|
|
|||
2019
|
|
219
|
|
562,520
|
|
|
3.6%
|
|
13,738
|
|
|
5.6%
|
|
24.42
|
|
|
819
|
|
|||
2020
|
|
200
|
|
496,261
|
|
|
3.1%
|
|
11,841
|
|
|
4.8%
|
|
23.86
|
|
|
448
|
|
|||
2021
|
|
143
|
|
444,059
|
|
|
2.8%
|
|
10,412
|
|
|
4.3%
|
|
23.45
|
|
|
469
|
|
|||
2022
|
|
69
|
|
238,789
|
|
|
1.5%
|
|
5,831
|
|
|
2.4%
|
|
24.42
|
|
|
304
|
|
|||
2023
|
|
80
|
|
279,180
|
|
|
1.7%
|
|
6,667
|
|
|
2.6%
|
|
23.88
|
|
|
100
|
|
|||
2024
|
|
68
|
|
201,780
|
|
|
1.3%
|
|
5,313
|
|
|
2.2%
|
|
26.33
|
|
|
121
|
|
|||
2025
|
|
53
|
|
162,011
|
|
|
1.0%
|
|
4,451
|
|
|
1.8%
|
|
27.48
|
|
|
388
|
|
|||
Beyond
|
|
59
|
|
224,653
|
|
|
1.5%
|
|
5,584
|
|
|
2.5%
|
|
24.86
|
|
|
4,365
|
|
|||
|
|
1,637
|
|
4,483,431
|
|
|
28.1%
|
|
$
|
107,379
|
|
|
43.7%
|
|
$
|
23.95
|
|
|
$
|
7,633
|
|
____________________
|
|
1
|
Lease expiration table reflects rents in place as of December 31, 2015, and does not include option periods; 2016 expirations include 47 month-to-month tenants. This column also excludes ground leases.
|
2
|
Expiring GLA excludes estimated square footage attributable to non-owned structures on land we own and ground leased to tenants.
|
3
|
Annualized base rent represents the monthly contractual rent for December 2015 for each applicable tenant multiplied by 12. Excludes tenant reimbursements and ground lease revenue.
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|||||||||
|
|
Number of Expiring Leases
1
|
|
Expiring GLA/NRA
2
|
|
% of Total GLA/NRA Expiring
|
|
Expiring Annualized Base Rent
3
|
|
% of Total Annualized Base Rent
|
|
Expiring Annualized Base Rent per Sq. Ft.
|
|||||
2016
|
|
2
|
|
7,914
|
|
|
0.1%
|
|
$
|
84
|
|
|
—
|
|
$
|
10.59
|
|
2017
|
|
2
|
|
83110
|
|
|
0.6%
|
|
1,501
|
|
|
0.7%
|
|
18.06
|
|
||
2018
|
|
2
|
|
17,837
|
|
|
0.1%
|
|
387
|
|
|
0.2%
|
|
21.70
|
|
||
2019
|
|
1
|
|
5,253
|
|
|
—
|
|
101
|
|
|
—
|
|
19.25
|
|
||
2020
|
|
3
|
|
14,511
|
|
|
0.1%
|
|
288
|
|
|
0.1%
|
|
19.85
|
|
||
2021
|
|
1
|
|
6,162
|
|
|
—
|
|
142
|
|
|
0.1%
|
|
23.00
|
|
||
2022
|
|
3
|
|
51,046
|
|
|
0.3%
|
|
874
|
|
|
0.4%
|
|
17.11
|
|
||
2023
|
|
2
|
|
32,988
|
|
|
0.2%
|
|
625
|
|
|
0.3%
|
|
18.96
|
|
||
2024
4
|
|
2
|
|
65,348
|
|
|
0.4%
|
|
1,031
|
|
|
0.5%
|
|
15.77
|
|
||
2025
|
|
3
|
|
79,640
|
|
|
0.5%
|
|
1,165
|
|
|
0.5%
|
|
14.63
|
|
||
Beyond
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
||
|
|
21
|
|
363,809
|
|
|
2.3%
|
|
$
|
6,197
|
|
|
2.8%
|
|
$
|
17.03
|
|
____________________
|
|
1
|
Lease expiration table reflects rents in place as of December 31, 2015 and does not include option periods; 2016 expirations include one month-to-month tenant. This column also excludes ground leases.
|
2
|
Lease expiration table reflects rents in place as of December 31, 2015 and does not include option periods. This column also excludes ground leases.
|
3
|
Annualized base rent represents the monthly contractual rent for December 2015 for each applicable tenant multiplied by 12. Excludes tenant reimbursements.
|
4
|
Expiring annualized base rent includes $0.7 million from Kite Realty Group and subsidiaries.
|
____________________
|
|
1
|
Per share information has been restated for the effects of the Company’s one-for-four reverse common share split in August 2014.
|
Quarter
|
|
Record Date
|
|
Distribution
Per Share
1
|
|
Payment Date
|
||
4
th
2015
|
|
January 6, 2016
|
|
$
|
0.2725
|
|
|
January 13, 2016
|
3
rd
2015
|
|
October 6, 2015
|
|
$
|
0.2725
|
|
|
October 13, 2015
|
2
nd
2015
|
|
July 7, 2015
|
|
$
|
0.2725
|
|
|
July 14, 2015
|
1
st
2015
|
|
April 6, 2015
|
|
$
|
0.2725
|
|
|
April 13, 2015
|
4
th
2014
|
|
January 6, 2015
|
|
$
|
0.2600
|
|
|
January 13, 2015
|
3
rd
2014
|
|
October 6, 2014
|
|
$
|
0.2600
|
|
|
October 13, 2014
|
2
nd
2014
|
|
June 24, 2014
|
|
$
|
0.2600
|
|
|
July 1, 2014
|
1
st
2014
|
|
April 7, 2014
|
|
$
|
0.2600
|
|
|
April 14, 2014
|
____________________
|
|
1
|
Per share information has been restated for the effects of the Company’s one-for-four reverse common share split in August 2014.
|
Period
|
|
Total number
of shares
purchased
1
|
|
Average price
paid per share
|
|
Total number of
shares purchased
as part of publicly
announced plans
or programs
|
|
Maximum number
of shares that may
yet be purchased
under the plans or
programs
|
||||
January 1 - January 31
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
February 1 - February 31
|
|
20,123
|
|
|
$
|
29.22
|
|
|
—
|
|
|
N/A
|
March 1 - March 31
|
|
7,638
|
|
|
$
|
28.96
|
|
|
N/A
|
|
|
N/A
|
April 1 - April 30
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
May 1 - May 31
|
|
77
|
|
|
$
|
26.90
|
|
|
—
|
|
|
N/A
|
June 1 - June 30
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
July 1 - July 31
|
|
7,202
|
|
|
$
|
25.77
|
|
|
N/A
|
|
|
N/A
|
August 1 - August 31
|
|
715
|
|
|
$
|
25.68
|
|
|
N/A
|
|
|
N/A
|
September 1 - September 30
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
October 1 - October 31
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
November 1 - November 30
|
|
26
|
|
|
$
|
27.07
|
|
|
N/A
|
|
|
N/A
|
December 1 - December 31
|
|
—
|
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
Total
|
|
35,781
|
|
|
|
|
|
|
|
____________________
|
|
1
|
The number of shares purchased represents common shares surrendered by certain of our employees to satisfy their statutory minimum federal and state tax obligations associated with the vesting of restricted common shares of beneficial interest issued under our 2013 Plan. With respect to these shares, the price paid per share is based on the closing price of our common shares as of the date of the determination of the statutory minimum federal and state tax obligations.
|
|
($ in thousands)
|
|
Year Ended December 31 (Unaudited)
|
||||||||||||||||||
|
|
2015
1
|
|
2014
2
|
|
2013
3
|
|
2012
4
|
|
2011
5
|
||||||||||
Operating Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total rental related revenue
|
|
$
|
347,005
|
|
|
$
|
259,528
|
|
|
$
|
129,488
|
|
|
$
|
96,539
|
|
|
$
|
89,116
|
|
Expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Property operating
|
|
49,973
|
|
|
38,703
|
|
|
21,729
|
|
|
16,756
|
|
|
16,830
|
|
|||||
Real estate taxes
|
|
40,904
|
|
|
29,947
|
|
|
15,263
|
|
|
12,858
|
|
|
12,448
|
|
|||||
General, administrative, and other
|
|
18,709
|
|
|
13,043
|
|
|
8,211
|
|
|
7,117
|
|
|
6,274
|
|
|||||
Merger and acquisition costs
|
|
1,550
|
|
|
27,508
|
|
|
2,214
|
|
|
364
|
|
|
—
|
|
|||||
Litigation charge, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,007
|
|
|
—
|
|
|||||
Non-cash gain from release of assumed earnout liability
|
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impairment charge
|
|
1,592
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Depreciation and amortization
|
|
167,312
|
|
|
120,998
|
|
|
54,479
|
|
|
38,835
|
|
|
33,114
|
|
|||||
Total expenses
|
|
275,208
|
|
|
230,199
|
|
|
101,896
|
|
|
76,937
|
|
|
68,666
|
|
|||||
Operating income
|
|
71,797
|
|
|
29,329
|
|
|
27,592
|
|
|
19,602
|
|
|
20,450
|
|
|||||
Interest expense
|
|
(56,432
|
)
|
|
(45,513
|
)
|
|
(27,994
|
)
|
|
(23,392
|
)
|
|
(21,625
|
)
|
|||||
Income tax (expense) benefit of taxable REIT subsidiary
|
|
(186
|
)
|
|
(24
|
)
|
|
(262
|
)
|
|
106
|
|
|
1
|
|
|||||
Non-cash gain on debt extinguishment
|
|
5,645
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gain on settlement
|
|
4,520
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gain on sale of unconsolidated property
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,320
|
|
|||||
Remeasurement loss on consolidation of Parkside Town Commons, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,980
|
)
|
|
—
|
|
|||||
Other (expense) income, net
|
|
(95
|
)
|
|
(244
|
)
|
|
(62
|
)
|
|
209
|
|
|
607
|
|
|||||
Income (loss) from continuing operations
|
|
25,249
|
|
|
(16,452
|
)
|
|
(726
|
)
|
|
(11,455
|
)
|
|
3,753
|
|
|||||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from operations, excluding impairment charge
|
|
—
|
|
|
—
|
|
|
834
|
|
|
656
|
|
|
1,630
|
|
|||||
Impairment charge
|
|
—
|
|
|
—
|
|
|
(5,372
|
)
|
|
—
|
|
|
—
|
|
|||||
Non-cash gain on debt extinguishment
|
|
—
|
|
|
—
|
|
|
1,242
|
|
|
—
|
|
|
—
|
|
|||||
Gain (loss) on sale of operating properties
|
|
—
|
|
|
3,198
|
|
|
487
|
|
|
7,094
|
|
|
(398
|
)
|
|||||
Income (loss) from discontinued operations
|
|
—
|
|
|
3,198
|
|
|
(2,809
|
)
|
|
7,750
|
|
|
1,232
|
|
|||||
Income (loss) before gain on sale of operating properties
|
|
25,249
|
|
|
(13,254
|
)
|
|
(3,535
|
)
|
|
(3,705
|
)
|
|
4,985
|
|
|||||
Gain on sale of operating properties, net
|
|
4,066
|
|
|
8,578
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Consolidated net income (loss)
|
|
29,315
|
|
|
(4,676
|
)
|
|
(3,535
|
)
|
|
(3,705
|
)
|
|
4,985
|
|
|||||
Net (income) loss attributable to noncontrolling interests:
|
|
(2,198
|
)
|
|
(1,025
|
)
|
|
685
|
|
|
(629
|
)
|
|
(4
|
)
|
|||||
Net income (loss) attributable to Kite Realty Group Trust:
|
|
27,117
|
|
|
(5,701
|
)
|
|
(2,850
|
)
|
|
(4,334
|
)
|
|
4,981
|
|
|||||
Dividends on preferred shares
|
|
(7,877
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|
(7,920
|
)
|
|
(5,775
|
)
|
|||||
Adjustment for redemption of preferred shares
|
|
(3,797
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Net income (loss) attributable to common shareholders
|
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
$
|
(11,306
|
)
|
|
$
|
(12,254
|
)
|
|
$
|
(794
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) per common share – basic:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Income (loss) from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
$
|
0.19
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(1.04
|
)
|
|
$
|
(0.12
|
)
|
Income (loss) from discontinued operations attributable to Kite Realty Group Trust common shareholders
|
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|
0.32
|
|
|
0.08
|
|
|||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
|
$
|
0.19
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
|
$
|
(0.72
|
)
|
|
$
|
(0.04
|
)
|
Income (loss) per common share – diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Income (loss) from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
$
|
0.18
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(1.04
|
)
|
|
$
|
(0.12
|
)
|
Income (loss) from discontinued operations attributable to Kite Realty Group Trust common shareholders
|
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|
0.32
|
|
|
0.08
|
|
|||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
|
$
|
0.18
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
|
$
|
(0.72
|
)
|
|
$
|
(0.04
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average Common Shares outstanding – basic
|
|
83,421,904
|
|
|
58,353,448
|
|
|
23,535,434
|
|
|
16,721,315
|
|
|
15,889,331
|
|
|||||
Weighted average Common Shares outstanding – diluted
|
|
83,534,381
|
|
|
58,353,448
|
|
|
23,535,434
|
|
|
16,721,315
|
|
|
15,889,331
|
|
|||||
Distributions declared per Common Share
|
|
$
|
1.09
|
|
|
$
|
1.02
|
|
|
$
|
0.96
|
|
|
$
|
0.96
|
|
|
$
|
0.96
|
|
Net income (loss) attributable to Kite Realty Group Trust common shareholders:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income (loss) from continuing operations
6
|
|
$
|
15,443
|
|
|
$
|
(17,268
|
)
|
|
$
|
(8,686
|
)
|
|
$
|
(17,571
|
)
|
|
$
|
(1,891
|
)
|
Income (loss) from discontinued operations
|
|
—
|
|
|
3,111
|
|
|
(2,620
|
)
|
|
5,317
|
|
|
1,097
|
|
|||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
$
|
(11,306
|
)
|
|
$
|
(12,254
|
)
|
|
$
|
(794
|
)
|
____________________
|
|
1
|
In 2015, we disposed of nine operating properties. The operations of these properties are not reflected as discontinued operations as none of the disposals individually, nor in the aggregate, represent a strategic shift that has or will have a major effect on our operations and financial results.
|
2
|
In 2014, we disposed of a number of operating properties. Of our 2014 disposals, the only property’s operations reflected as discontinued operations for each of the years presented is 50th and 12th, as the other disposals individually or in the aggregate did not represent a strategic shift that has or will have a major effect on our operations and financial results. Further, the 50th and 12th operating property is included in discontinued operations, as the property was classified as held for sale as of December 31, 2013.
|
3
|
In 2013, we disposed of the following properties: Cedar Hill Village and Kedron Village. The operations of these properties are reflected as discontinued operations for each of the years presented above.
|
4
|
In 2012, we sold the following operating properties: Pen Products, Indiana State Motor Pool, Sandifur Plaza, Preston Commons, Zionsville Place, Coral Springs Plaza, 50 South Morton, South Elgin Commons, and Gateway Shopping Center. The operations of these properties are reflected as discontinued operations for each of the years presented above.
|
5
|
In December 2011, we sold our Martinsville Shops operating property. The operations of this property are reflected as discontinued operations for each of the years presented above.
|
6
|
Includes gain on sale of operating properties and preferred dividends.
|
($ in thousands)
|
|
As of December 31
|
||||||||||||||||||
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||||||
Balance Sheet Data (Unaudited):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment properties, net
|
|
$
|
3,500,845
|
|
|
$
|
3,417,655
|
|
|
$
|
1,644,478
|
|
|
$
|
1,200,336
|
|
|
$
|
1,095,721
|
|
Cash and cash equivalents
|
|
33,880
|
|
|
43,826
|
|
|
18,134
|
|
|
12,483
|
|
|
10,042
|
|
|||||
Assets held for sale
|
|
—
|
|
|
179,642
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total assets
|
|
3,766,038
|
|
|
3,874,216
|
|
|
1,763,927
|
|
|
1,288,657
|
|
|
1,193,266
|
|
|||||
Mortgage and other indebtedness
|
|
1,734,059
|
|
|
1,554,263
|
|
|
857,144
|
|
|
699,909
|
|
|
689,123
|
|
|||||
Liabilities held for sale
|
|
—
|
|
|
81,164
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total liabilities
|
|
1,946,974
|
|
|
1,846,986
|
|
|
962,894
|
|
|
774,365
|
|
|
737,807
|
|
|||||
Limited Partners' interests in Operating Partnership and other
|
|
92,315
|
|
|
125,082
|
|
|
43,928
|
|
|
37,670
|
|
|
41,836
|
|
|||||
Kite Realty Group Trust shareholders’ equity
|
|
1,725,976
|
|
|
1,898,784
|
|
|
753,557
|
|
|
473,086
|
|
|
409,372
|
|
|||||
Noncontrolling interests
|
|
773
|
|
|
3,364
|
|
|
3,548
|
|
|
3,536
|
|
|
4,251
|
|
|||||
Total liabilities and equity
|
|
3,766,038
|
|
|
3,874,216
|
|
|
1,763,927
|
|
|
1,288,657
|
|
|
1,193,266
|
|
•
|
the fair value of the building on an as-if-vacant basis and the fair value of land determined either by comparable market data, real estate tax assessments, independent appraisals or other relevant data;
|
•
|
above-market and below-market in-place lease values for acquired properties, which are based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over the remaining non-cancelable term of the leases. Any below-market renewal options are also considered in the in-place lease values. The capitalized above-market and below-market lease values are amortized as a reduction of or addition to rental income over the term of the lease. Should a tenant vacate, terminate its lease, or otherwise notify us of its intent to do so, the unamortized portion of the lease intangibles would be charged or credited to income;
|
•
|
the value of leases acquired. We utilize independent and internal sources for our estimates to determine the respective in-place lease values. Our estimates of value are made using methods similar to those used by independent appraisers. Factors we consider in our analysis include an estimate of costs to execute similar leases including tenant improvements, leasing commissions and foregone costs and rent received during the estimated lease-up period as if the space was vacant. The value of in-place leases is amortized to expense over the remaining initial terms of the respective leases; and
|
•
|
the fair value of any assumed financing that is determined to be above or below market terms. We utilize third party and independent sources for our estimates to determine the respective fair value of each mortgage payable. The fair market value of each mortgage payable is amortized to interest expense over the remaining initial terms of the respective loan.
|
•
|
Level 1 fair value inputs are quoted prices in active markets for identical instruments to which we have access.
|
•
|
Level 2 fair value inputs are inputs other than quoted prices included in Level 1 that are observable for similar instruments, either directly or indirectly, and appropriately considers counterparty creditworthiness in the valuations.
|
•
|
Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an instrument at the measurement date. The inputs are unobservable in the market and significant to the valuation estimate.
|
Property Name
|
|
MSA
|
|
Acquisition Date
|
|
Owned GLA
|
|
Shoppes of Eastwood
|
|
Orlando, FL
|
|
January 2013
|
|
69,037
|
|
Cool Springs Market
|
|
Nashville, TN
|
|
April 2013
|
|
230,948
|
|
Castleton Crossing
|
|
Indianapolis, IN
|
|
May 2013
|
|
291,172
|
|
Toringdon Market
|
|
Charlotte, NC
|
|
August 2013
|
|
60,539
|
|
Nine Property Portfolio
|
|
Various
|
|
November 2013
|
|
1,977,711
|
|
Merger with Inland Diversified (60 operating properties)
|
|
Various
|
|
July 2014
|
|
10,719,471
|
|
Rampart Commons
|
|
Las Vegas, NV
|
|
December 2014
|
|
81,292
|
|
Colleyville Downs
|
|
Dallas, TX
|
|
April 2015
|
|
185,848
|
|
Belle Isle Station
|
|
Oklahoma City, OK
|
|
May 2015
|
|
164,372
|
|
Livingston Shopping Center
|
|
New York - Newark
|
|
July 2015
|
|
139,657
|
|
Chapel Hill Shopping Center
|
|
Fort Worth / Dallas, TX
|
|
August 2015
|
|
126,755
|
|
Property Name
|
|
MSA
|
|
Disposition Date
|
|
Owned GLA
|
|
Kedron Village
1
|
|
Atlanta, GA
|
|
July 2013
|
|
157,345
|
|
Cedar Hill Village
1
|
|
Dallas, TX
|
|
September 2013
|
|
44,214
|
|
50
th
and 12
th
(Walgreens)
2
|
|
Seattle, WA
|
|
January 2014
|
|
14,500
|
|
Red Bank Commons
|
|
Evansville, IN
|
|
March 2014
|
|
34,258
|
|
Ridge Plaza
|
|
Oak Ridge, NJ
|
|
March 2014
|
|
115,088
|
|
Zionsville Walgreens
|
|
Zionsville, IN
|
|
September 2014
|
|
14,550
|
|
Sale of eight operating properties
|
|
Various
3
|
|
November & December 2014
|
|
805,644
|
|
Sale of seven operating properties
|
|
Various
3
|
|
March 2015
|
|
740,034
|
|
Cornelius Gateway
|
|
Portland, OR
|
|
December 2015
|
|
21,326
|
|
Four Corner Square
|
|
Seattle, WA
|
|
December 2015
|
|
107,998
|
|
____________________
|
|
1
|
Operating properties were classified in discontinued operations in the consolidated statements of operations for the year ended December 31, 2013.
|
2
|
Operating property was classified in discontinued operations in the consolidated statements of operations for the years ended December 31, 2014 and 2013.
|
3
|
Shortly after the merger we identified and sold certain properties located in multiple MSA's that were not consistent with the Company's strategic plan.
|
Property Name
|
|
MSA
|
|
Economic Occupancy Date
1
|
|
Owned GLA
|
|
Delray Marketplace
|
|
Delray Beach, FL
|
|
January 2013
|
|
260,092
|
|
Holly Springs Towne Center – Phase I
|
|
Raleigh, NC
|
|
March 2013
|
|
207,527
|
|
Parkside Town Commons – Phase I
|
|
Raleigh, NC
|
|
March 2014
|
|
55,463
|
|
Parkside Town Commons – Phase II
|
|
Raleigh, NC
|
|
September 2014
|
|
347,801
|
|
Holly Springs Towne Center – Phase II
|
|
Raleigh, NC
|
|
December 2015
|
|
154,001
|
|
____________________
|
|
1
|
Represents the earlier of 1) the date on which we started receiving rental payments under tenant leases or ground leases at the property or 2) the date the first tenant took possession of its space at the property.
|
Property Name
|
|
MSA
|
|
Transition to
Redevelopment
1
|
|
Transition to Operations
|
|
Owned GLA
|
|
Rangeline Crossing
|
|
Carmel, IN
|
|
June 2012
|
|
June 2013
|
|
99,282
|
|
Four Corner Square
2
|
|
Seattle, WA
|
|
September 2008
|
|
December 2013
|
|
107,998
|
|
King’s Lake Square
|
|
Naples, FL
|
|
July 2013
|
|
April 2014
|
|
87,073
|
|
Bolton Plaza
|
|
Jacksonville, FL
|
|
June 2008
|
|
September 2014
|
|
165,555
|
|
Gainesville Plaza
|
|
Gainesville, FL
|
|
June 2013
|
|
December 2015
|
|
162,659
|
|
Cool Springs Market
|
|
Nashville, TN
|
|
July 2015
|
|
December 2015
|
|
230,948
|
|
Courthouse Shadows
34
|
|
Naples, FL
|
|
June 2013
|
|
Pending
|
|
5,960
|
|
Hamilton Crossing Centre
3
|
|
Indianapolis, IN
|
|
June 2014
|
|
Pending
|
|
93,839
|
|
City Center
3
|
|
White Plains, NY
|
|
December 2015
|
|
Pending
|
|
365,905
|
|
Fishers Station
3
|
|
Indianapolis, IN
|
|
December 2015
|
|
Pending
|
|
173,717
|
|
Beechwood Promenade
3
|
|
Athens, GA
|
|
December 2015
|
|
Pending
|
|
353,970
|
|
The Corner
3
|
|
Indianapolis, IN
|
|
December 2015
|
|
Pending
|
|
26,500
|
|
____________________
|
|
1
|
Transition date represents the date the property was transferred from our operating portfolio into redevelopment status.
|
2
|
This operating property was sold in December 2015.
|
3
|
These operating properties have been identified as redevelopment properties as they have been excluded from the same property pool.
|
4
|
Our redevelopment plan is to demolish the site to add a large format single tenant ground lease with projected total GLA at the site of 140,710 square feet.
|
Tenant Name
|
|
Property Name
|
|
MSA
|
|
Owned GLA
|
|
Goodwill
|
|
Stoney Creek Commons
|
|
Noblesville, IN
|
|
19,030
|
|
Ross Dress For Less
|
|
Gainesville Plaza
|
|
Gainesville, FL
|
|
25,000
|
|
Carl's Patio
|
|
Delray Marketplace
|
|
Delray Beach, FL
|
|
10,256
|
|
Frank Theatres & CineBowl Grill
|
|
Parkside Town Commons – Phase II
|
|
Raleigh, NC
|
|
59,944
|
|
Staples
|
|
Cool Springs Market
|
|
Franklin, TN
|
|
12,000
|
|
TJ Maxx
|
|
Portofino Shopping Center
|
|
Shenandoah, TX
|
|
22,500
|
|
Kirklands
|
|
Landstown Commons
|
|
Virginia Beach, VA
|
|
10,150
|
|
Bed Bath & Beyond
|
|
Holly Springs Towne Center – Phase II
|
|
Holly Springs, NC
|
|
23,400
|
|
($ in thousands)
|
|
Years Ended December 31,
|
|
|
|||||||
|
|
2015
|
|
2014
|
|
% Change
|
|||||
Leased percentage
|
|
95.4
|
%
|
|
95.1
|
%
|
|
|
|||
Economic Occupancy percentage
1
|
|
93.9
|
%
|
|
93.7
|
%
|
|
|
|||
|
|
|
|
|
|
|
|||||
Net operating income - same properties
2
|
|
$
|
164,607
|
|
|
$
|
159,040
|
|
|
3.5
|
%
|
|
|
|
|
|
|
|
|||||
Reconciliation of Same Property NOI to Most Directly Comparable GAAP Measure:
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|||||
Net operating income - same properties
|
|
$
|
164,607
|
|
|
$
|
159,040
|
|
|
|
|
Net operating income - non-same activity
3
|
|
91,521
|
|
|
31,838
|
|
|
|
|
||
General, administrative and other
|
|
(18,709
|
)
|
|
(13,043
|
)
|
|
|
|
||
Merger and acquisition costs
|
|
(1,550
|
)
|
|
(27,508
|
)
|
|
|
|
||
Depreciation expense
|
|
(167,312
|
)
|
|
(120,998
|
)
|
|
|
|||
Non-cash gain from release of assumed earnout liability
|
|
4,832
|
|
|
—
|
|
|
|
|||
Impairment charge
|
|
(1,592
|
)
|
|
—
|
|
|
|
|
||
Interest expense
|
|
(56,432
|
)
|
|
(45,513
|
)
|
|
|
|
||
Gain on settlement
|
|
4,520
|
|
|
—
|
|
|
|
|||
Other expense, net
|
|
(281
|
)
|
|
(268
|
)
|
|
|
|
||
Discontinued operations
|
|
—
|
|
|
3,198
|
|
|
|
|
||
Non-cash gain on debt extinguishment
|
|
5,645
|
|
|
—
|
|
|
|
|
||
Gains on sales of operating properties
|
|
4,066
|
|
|
8,578
|
|
|
|
|
||
Net income attributable to noncontrolling interests
|
|
(2,198
|
)
|
|
(1,025
|
)
|
|
|
|||
Dividends on preferred shares
|
|
(7,877
|
)
|
|
(8,456
|
)
|
|
|
|||
Non-cash adjustment for redemption of preferred shares
|
|
(3,797
|
)
|
|
—
|
|
|
|
|||
Net income (loss) attributable to common shareholders
|
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
|
____________________
|
|
1
|
Excludes leases that are signed but for which tenants have not commenced payment of cash rent. Calculated as a weighted average based on the timing of cash rent commencement during the period.
|
2
|
Same property NOI excludes net gains from outlot sales, straight-line rent revenue, bad debt expense and recoveries, lease termination fees, amortization of lease intangibles and significant prior year expense recoveries and adjustments, if any.
|
3
|
Includes non-cash accounting items across the portfolio as well as net operating income from properties not included in the same property pool.
|
($ in thousands)
|
|
Years Ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Consolidated net income (loss)
|
|
$
|
29,315
|
|
|
$
|
(4,676
|
)
|
|
$
|
(3,535
|
)
|
Less: cash dividends on preferred shares
|
|
(7,877
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|||
Less: non-cash adjustment for redemption of preferred shares
|
|
(3,797
|
)
|
|
—
|
|
|
—
|
|
|||
Less: net income attributable to noncontrolling interests in properties
|
|
(1,854
|
)
|
|
(1,435
|
)
|
|
(121
|
)
|
|||
Less: gains on sales of operating properties
|
|
(4,066
|
)
|
|
(11,776
|
)
|
|
(487
|
)
|
|||
Add: impairment charge
|
|
1,592
|
|
|
—
|
|
|
5,372
|
|
|||
Add: depreciation and amortization of consolidated entities, net of noncontrolling interests
|
|
166,509
|
|
|
120,452
|
|
|
54,850
|
|
|||
Funds From Operations of the Kite Portfolio
1
|
|
179,822
|
|
|
94,109
|
|
|
47,623
|
|
|||
Less: Limited Partners' interests in Funds From Operations
|
|
(3,789
|
)
|
|
(2,541
|
)
|
|
(3,195
|
)
|
|||
Funds From Operations attributable to Kite Realty Group Trust common shareholders
1
|
|
$
|
176,033
|
|
|
$
|
91,568
|
|
|
$
|
44,428
|
|
|
|
|
|
|
|
|
||||||
Funds From Operations of the Kite Portfolio
1
|
|
$
|
179,822
|
|
|
$
|
94,109
|
|
|
$
|
47,623
|
|
Less: gain on settlement
|
|
(4,520
|
)
|
|
—
|
|
|
—
|
|
|||
Add: write-off of loan fees on early repayment of debt
|
|
—
|
|
|
—
|
|
|
488
|
|
|||
Add: merger and acquisition costs
|
|
1,550
|
|
|
27,508
|
|
|
1,648
|
|
|||
Add: adjustment for redemption of preferred shares (non-cash)
|
|
3,797
|
|
|
—
|
|
|
—
|
|
|||
Less: gain from release of assumed earnout liability (non-cash)
|
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|||
Less: gain on debt extinguishment (non-cash)
|
|
(5,645
|
)
|
|
—
|
|
|
(1,242
|
)
|
|||
Funds From Operations of the Kite Portfolio, as adjusted
|
|
$
|
170,172
|
|
|
$
|
121,617
|
|
|
$
|
48,517
|
|
____________________
|
|
1
|
“Funds From Operations of the Kite Portfolio" measures 100% of the operating performance of the Operating Partnership’s real estate properties and construction and service subsidiaries in which the Company owns an interest. “Funds From Operations attributable to Kite Realty Group Trust common shareholders” reflects a reduction for the redeemable noncontrolling weighted average diluted interest in the Operating Partnership.
|
($ in thousands)
|
|
Three Months Ended
December 31, |
||
Consolidated net income
|
|
$
|
11,256
|
|
Adjustments to net income:
|
|
|
|
|
Depreciation and amortization
|
|
43,116
|
|
|
Interest expense
|
|
15,437
|
|
|
Income tax expense of taxable REIT subsidiary
|
|
52
|
|
|
Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
|
|
69,861
|
|
|
Adjustments to EBITDA:
|
|
|
||
Unconsolidated EBITDA
|
|
33
|
|
|
Non-cash gain on debt extinguishment
|
|
(5,645
|
)
|
|
Gain on resolution of assumed contingency
|
|
(4,832
|
)
|
|
Impairment charge
|
|
1,592
|
|
|
Gain on sales of operating properties
|
|
(854
|
)
|
|
Other expense, net
|
|
61
|
|
|
Noncontrolling interest
|
|
(445
|
)
|
|
Adjusted EBITDA
|
|
59,771
|
|
|
|
|
|
||
Annualized Adjusted EBITDA
1
|
|
$
|
239,084
|
|
|
|
|
||
Company share of net debt:
|
|
|
|
|
Mortgage and other indebtedness
|
|
1,734,059
|
|
|
Less: Partner share of consolidated joint venture debt
|
|
(13,753
|
)
|
|
Less: Cash
|
|
(33,880
|
)
|
|
Less: Debt Premium
|
|
(16,521
|
)
|
|
Company Share of Net Debt
|
|
1,669,905
|
|
|
Net Debt to EBITDA
|
|
6.98x
|
|
|
Net Debt plus Preferred Shares to Annualized Adjusted EBITDA
|
|
6.98x
|
|
____________________
|
|
1
|
Represents Adjusted EBITDA for the three months ended December 31, 2015 (as shown in the table above) multiplied by four.
|
($ in thousands)
|
2015
|
|
2014
|
|
Net change 2014 to 2015
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Rental income (including tenant reimbursements)
|
$
|
334,029
|
|
|
$
|
252,228
|
|
|
$
|
81,801
|
|
Other property related revenue
|
12,976
|
|
|
7,300
|
|
|
5,676
|
|
|||
Total revenue
|
347,005
|
|
|
259,528
|
|
|
87,477
|
|
|||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Property operating
|
49,973
|
|
|
38,703
|
|
|
11,270
|
|
|||
Real estate taxes
|
40,904
|
|
|
29,947
|
|
|
10,957
|
|
|||
General, administrative, and other
|
18,709
|
|
|
13,043
|
|
|
5,666
|
|
|||
Merger and acquisition costs
|
1,550
|
|
|
27,508
|
|
|
(25,958
|
)
|
|||
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
—
|
|
|
(4,832
|
)
|
|||
Impairment charge
|
1,592
|
|
|
—
|
|
|
1,592
|
|
|||
Depreciation and amortization
|
167,312
|
|
|
120,998
|
|
|
46,314
|
|
|||
Total expenses
|
275,208
|
|
|
230,199
|
|
|
45,009
|
|
|||
Operating income
|
71,797
|
|
|
29,329
|
|
|
42,468
|
|
|||
Interest expense
|
(56,432
|
)
|
|
(45,513
|
)
|
|
(10,919
|
)
|
|||
Income tax expense of taxable REIT subsidiary
|
(186
|
)
|
|
(24
|
)
|
|
(162
|
)
|
|||
Non-cash gain on debt extinguishment
|
5,645
|
|
|
—
|
|
|
5,645
|
|
|||
Gain on settlement
|
4,520
|
|
|
—
|
|
|
4,520
|
|
|||
Other expense, net
|
(95
|
)
|
|
(244
|
)
|
|
149
|
|
|||
Income (loss) from continuing operations
|
25,249
|
|
|
(16,452
|
)
|
|
41,701
|
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|||
Gain on sales of operating properties, net
|
—
|
|
|
3,198
|
|
|
(3,198
|
)
|
|||
Income (loss) from discontinued operations
|
—
|
|
|
3,198
|
|
|
(3,198
|
)
|
|||
Income (loss) before gain on sale of operating properties
|
25,249
|
|
|
(13,254
|
)
|
|
38,503
|
|
|||
Gain on sale of operating properties, net
|
4,066
|
|
|
8,578
|
|
|
(4,512
|
)
|
|||
Consolidated net income (loss)
|
29,315
|
|
|
(4,676
|
)
|
|
33,991
|
|
|||
Net income attributable to noncontrolling interests
|
(2,198
|
)
|
|
(1,025
|
)
|
|
(1,173
|
)
|
|||
Net income (loss) attributable to Kite Realty Group Trust
|
27,117
|
|
|
(5,701
|
)
|
|
32,818
|
|
|||
Dividends on preferred shares
|
(7,877
|
)
|
|
(8,456
|
)
|
|
579
|
|
|||
Non-cash adjustment for redemption of preferred shares
|
(3,797
|
)
|
|
—
|
|
|
(3,797
|
)
|
|||
Net income (loss) attributable to common shareholders
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
$
|
29,600
|
|
|
|
|
|
|
|
||||||
Property operating expense to total revenue ratio
|
14.4
|
%
|
|
14.9
|
%
|
|
(0.5
|
)%
|
($ in thousands)
|
Net change 2014 to 2015
|
||
Properties acquired during 2014 or 2015 and retained
|
$
|
82,672
|
|
Development properties that became operational or were partially operational in 2014 and/or 2015
|
3,468
|
|
|
Properties sold during 2014 or 2015 including properties acquired in the Merger
|
(11,420
|
)
|
|
Properties under redevelopment during 2014 and/or 2015 including properties acquired in the Merger
|
6,090
|
|
|
Properties fully operational during 2014 and 2015 and other
|
991
|
|
|
Total
|
$
|
81,801
|
|
($ in thousands)
|
Net change 2014 to 2015
|
||
Properties acquired during 2014 or 2015 and retained
|
$
|
9,876
|
|
Development properties that became operational or were partially operational in 2014 and/or 2015
|
767
|
|
|
Properties sold during 2014 or 2015 including properties acquired in the Merger
|
(1,616
|
)
|
|
Properties under redevelopment during 2014 and/or 2015 including properties acquired in the Merger
|
1,811
|
|
|
Properties fully operational during 2014 and 2015 and other
|
432
|
|
|
Total
|
$
|
11,270
|
|
($ in thousands)
|
Net change 2014 to 2015
|
||
Properties acquired during 2014 or 2015 and retained
|
$
|
10,297
|
|
Development properties that became operational or were partially operational in 2014 and/or 2015
|
215
|
|
|
Properties sold during 2014 or 2015 including properties acquired in the Merger
|
(1,213
|
)
|
|
Properties under redevelopment during 2014 and/or 2015 including properties acquired in the Merger
|
1,012
|
|
|
Properties fully operational during 2014 and 2015 and other
|
646
|
|
|
Total
|
$
|
10,957
|
|
($ in thousands)
|
Net change 2014 to 2015
|
||
Properties acquired during 2014 or 2015 and retained
|
$
|
45,414
|
|
Development properties that became operational or were partially operational in 2014 and/or 2015
|
2,514
|
|
|
Properties sold during 2014 or 2015 including properties acquired in the Merger
|
(3,456
|
)
|
|
Properties under redevelopment during 2014 and/or 2015 including properties acquired in the Merger
|
3,870
|
|
|
Properties fully operational during 2014 and 2015 and other
|
(2,028
|
)
|
|
Total
|
$
|
46,314
|
|
($ in thousands)
|
2014
|
|
2013
|
|
Net change 2013 to 2014
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Rental income (including tenant reimbursements)
|
$
|
252,228
|
|
|
$
|
118,059
|
|
|
$
|
134,169
|
|
Other property related revenue
|
7,300
|
|
|
11,429
|
|
|
(4,129
|
)
|
|||
Total revenue
|
259,528
|
|
|
129,488
|
|
|
130,040
|
|
|||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Property operating
|
38,703
|
|
|
21,729
|
|
|
16,974
|
|
|||
Real estate taxes
|
29,947
|
|
|
15,263
|
|
|
14,684
|
|
|||
General, administrative, and other
|
13,043
|
|
|
8,211
|
|
|
4,832
|
|
|||
Merger and acquisition costs
|
27,508
|
|
|
2,214
|
|
|
25,294
|
|
|||
Depreciation and amortization
|
120,998
|
|
|
54,479
|
|
|
66,519
|
|
|||
Total expenses
|
230,199
|
|
|
101,896
|
|
|
128,303
|
|
|||
Operating income
|
29,329
|
|
|
27,592
|
|
|
1,737
|
|
|||
Interest expense
|
(45,513
|
)
|
|
(27,994
|
)
|
|
(17,519
|
)
|
|||
Income tax expense of taxable REIT subsidiary
|
(24
|
)
|
|
(262
|
)
|
|
238
|
|
|||
Other expense, net
|
(244
|
)
|
|
(62
|
)
|
|
(182
|
)
|
|||
Loss from continuing operations
|
(16,452
|
)
|
|
(726
|
)
|
|
(15,726
|
)
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|||
Discontinued operations
|
—
|
|
|
834
|
|
|
(834
|
)
|
|||
Impairment charge
|
—
|
|
|
(5,372
|
)
|
|
5,372
|
|
|||
Non-cash gain on debt extinguishment
|
—
|
|
|
1,242
|
|
|
(1,242
|
)
|
|||
Gain on sale of operating properties
|
3,198
|
|
|
487
|
|
|
2,711
|
|
|||
Income (loss) from discontinued operations
|
3,198
|
|
|
(2,809
|
)
|
|
6,007
|
|
|||
Loss before gain on sale of operating properties
|
(13,254
|
)
|
|
(3,535
|
)
|
|
(9,719
|
)
|
|||
Gain on sale of operating properties
|
8,578
|
|
|
—
|
|
|
8,578
|
|
|||
Consolidated net loss
|
(4,676
|
)
|
|
(3,535
|
)
|
|
(1,141
|
)
|
|||
Net (income) loss attributable to noncontrolling interests
|
(1,025
|
)
|
|
685
|
|
|
(1,710
|
)
|
|||
Net loss attributable to Kite Realty Group Trust
|
(5,701
|
)
|
|
(2,850
|
)
|
|
(2,851
|
)
|
|||
Dividends on preferred shares
|
(8,456
|
)
|
|
(8,456
|
)
|
|
—
|
|
|||
Net loss attributable to Kite Realty Group Trust common shareholders
|
$
|
(14,157
|
)
|
|
$
|
(11,306
|
)
|
|
$
|
(2,851
|
)
|
|
|
|
|
|
|
||||||
Property operating expense to total revenue ratio
|
14.9
|
%
|
|
16.8
|
%
|
|
(1.9
|
)%
|
($ in thousands)
|
Net change 2013 to 2014
|
||
Properties acquired through merger with Inland Diversified
|
$
|
85,310
|
|
Properties acquired during 2013 and 2014
|
32,816
|
|
|
Development properties that became operational or were partially
operational in 2013 and/or 2014
|
4,775
|
|
|
Properties sold during 2014
|
(2,486
|
)
|
|
Properties sold to Inland Real Estate during 2014
|
6,662
|
|
|
Properties under redevelopment during 2013 and/or 2014
|
2,025
|
|
|
Properties fully operational during 2013 and 2014 and other
|
5,067
|
|
|
Total
|
$
|
134,169
|
|
($ in thousands)
|
Net change 2013 to 2014
|
||
Properties acquired through merger with Inland Diversified
|
$
|
8,022
|
|
Properties acquired during 2013 and 2014
|
5,714
|
|
|
Development properties that became operational or were partially
operational in 2013 and/or 2014
|
1,063
|
|
|
Properties sold during 2014
|
(274
|
)
|
|
Properties sold to Inland Real Estate during 2014
|
943
|
|
|
Properties under redevelopment during 2013 and/or 2014
|
497
|
|
|
Properties fully operational during 2013 and 2014 and other
|
1,009
|
|
|
Total
|
$
|
16,974
|
|
($ in thousands)
|
Net change 2013 to 2014
|
||
Properties acquired through merger with Inland Diversified
|
$
|
10,317
|
|
Properties acquired during 2013 and 2014
|
3,513
|
|
|
Development properties that became operational or were partially
operational in 2013 and/or 2014
|
701
|
|
|
Properties sold during 2014
|
(258
|
)
|
|
Properties sold to Inland Real Estate during 2014
|
682
|
|
|
Properties under redevelopment during 2013 and/or 2014
|
57
|
|
|
Properties fully operational during 2013 and 2014 and other
|
(328
|
)
|
|
Total
|
$
|
14,684
|
|
($ in thousands)
|
Net change 2013 to 2014
|
||
Properties acquired through merger with Inland Diversified
|
$
|
41,851
|
|
Properties acquired during 2013 and 2014
|
20,794
|
|
|
Development properties that became operational or were partially
operational in 2013 and/or 2014
|
4,424
|
|
|
Properties sold during 2014
|
(764
|
)
|
|
Properties sold to Inland Real Estate during 2014
|
2,357
|
|
|
Properties under redevelopment during 2013 and/or 2014
|
(3,407
|
)
|
|
Properties fully operational during 2013 and 2014 and other
|
1,264
|
|
|
Total
|
$
|
66,519
|
|
|
Year to Date
|
|
Cumulative
|
||||
($ in thousands)
|
December 31, 2015
|
|
December 31, 2015
|
||||
Developments
|
$
|
52,858
|
|
|
$
|
145,408
|
|
Redevelopments
|
2,649
|
|
|
N/A
|
|
||
Recently completed developments
1
|
12,138
|
|
|
N/A
|
|
||
Miscellaneous other activity, net
|
15,033
|
|
|
N/A
|
|
||
Recurring operating capital expenditures (primarily tenant improvement payments)
|
9,886
|
|
|
N/A
|
|
||
Total
|
$
|
92,564
|
|
|
$
|
145,408
|
|
____________________
|
|
1
|
This classification includes Parkside Town Commons - Phase I, Delray Marketplace, Holly Springs Towne Center – Phase I, Bolton Plaza, Gainesville Plaza, and Cool Springs.
|
•
|
Net proceeds of
$170.0 million
related to the sale of seven operating properties in early 2015 and the sale of Four Corner and Cornelius Gateway operating properties in December 2015 compared to net proceeds of
$191.1 million
related to the sale of eight operating properties in late 2014 and the sale of Red Bank Commons, Ridge Plaza, and 50
th
and 12
th
operating properties in early 2014;
|
•
|
Net cash outflow of
$166.4 million
related to 2015 acquisitions compared to a net cash outflow of
$22.5 million
related to the 2014 acquisition of Rampart Commons;
|
•
|
Decrease in capital expenditures of
$2.0 million
, in addition to a decrease in the change in construction payables of
$19.5 million
. In 2015, there was significant construction activity at Parkside Town Commons - Phase II, Tamiami Crossing, and Holly Springs Towne Center - Phase II.
|
•
|
We drew
$102.6 million
on the unsecured revolving credit facility to redeem all the outstanding shares of our Series A Preferred Shares;
$59 million
to fund a portion of the acquisitions of Colleyville Downs, Belle Isle Station, Livingston Shopping Center and Chapel Hill Shopping Center;
$30 million
to fund the acquisition of our partner's interest in our City Center operating property; and
$14.7 million
on construction loans related to development projects;
|
•
|
We retired the
$12.2 million
loan secured by our Indian River operating property, the
$26.2 million
loan secured by our Plaza Volente operating property and the
$50.1 million
loan secured by our Landstown Commons operating property;
|
•
|
We exercised the accordion option feature on the existing unsecured term loan to increase our total borrowings from $230 million to $400 million. The $170 million of proceeds were utilized to pay down our unsecured revolving credit facility by $140 million and to retire loans totaling $30.5 million that were secured by our Draper Peaks and Beacon Hill operating properties;
|
•
|
We issued $250 million of senior unsecured notes;
|
•
|
In September 2015, we paid off the remaining balance of $199.6 million on our unsecured revolving credit facility and the $33 million loan secured by our Crossing at Killingly operating property, using proceeds from the issuance of the senior unsecured notes, and then in December 2015, we entered into a new
$33 million
loan secured by our Crossing at Killingly operating property;
|
•
|
In connection with the sale of seven properties in March 2015, we retired the $24 million loan secured by the Regal Court property. We paid down our unsecured revolving credit facility by $27 million utilizing a portion of proceeds from these property sales. In addition in December 2015, we paid down our unsecured revolving credit facility utilizing gross proceeds of
$44.9 million
from the sales of Four Corner Square and Cornelius Gateway;
|
•
|
We entered into a seven-year unsecured term loan for up to
$200 million
, and in December 2015 drew $100 million on the seven-year unsecured term loan and used the proceeds to pay down the unsecured revolving credit facility that was initially utilized to retire the $90 million loan secured by our City Center operating property.
|
•
|
Distributions to common shareholders and Common Unit holders of
$93.1 million
; and
|
•
|
Distributions to preferred shareholders of
$8.6 million
.
|
•
|
Net proceeds of $191.1 million related to the sales of the Red Bank Commons, Ridge Plaza, 50
th
and 12
th
, Zionsville Walgreens and eight operating properties in 2014 compared to net proceeds of $7.3 million in 2013;
|
•
|
Net proceeds of $18.6 million related to the sale of marketable securities in 2014. These securities were acquired as part of the Merger;
|
•
|
Net cash acquired of $108.7 million upon completion of the Merger. A portion of this cash was utilized to retire construction loans and other indebtedness while the remainder was retained for working capital including payment of Merger related costs;
|
•
|
Net cash outflow of $407.2 million related to 2013 acquisitions compared to net cash outflows of $19.7 million in 2014;
|
•
|
Decrease in capital expenditures of $18.0 million, offset by an increase in construction payables of $12.6 million as significant construction was ongoing at Gainesville Plaza, Parkside Town Commons – Phase I & II, Holly Springs Towne Center – Phase II and Tamiami Crossing in 2014.
|
•
|
In 2014, we drew $66.7 million on the unsecured revolving credit facility to fund the acquisition of Rampart Commons, redevelopment and tenant improvement costs;
|
•
|
In 2014, we drew $50.8 million on construction loans related to development projects;
|
•
|
In 2014, we paid down $51.7 million on the unsecured revolving credit facility utilizing a portion of proceeds from property sales and cash on hand;
|
•
|
In July, we retired loans totaling $41.6 million that were secured by land at 951 and 41 in Naples, Florida, Four Corner Square, and Rangeline Crossing utilizing cash on hand obtained as part of the Merger;
|
•
|
We retired loans totaling $8.6 million that were secured by the 50th and 12th and Zionsville Walgreens operating properties upon the sale of these properties;
|
•
|
In December 2014, we retired the $15.8 million loan secured by our Eastgate Pavilion operating property, the $1.9 million loan secured by our Bridgewater Marketplace operating property, the $34.0 million loan secured by our Holly Springs – Phase I development property and the $15.2 million loan secured by Wheatland Town Crossing utilizing a portion of proceeds from property sales;
|
•
|
In December 2014, we paid down $4.0 million on the loan secured by Delray Marketplace operating property;
|
•
|
Distributions to common shareholders and operating partnership unit holders of $49.6 million; and
|
•
|
Distributions to preferred shareholders of $8.5 million.
|
($ in thousands)
|
|
Consolidated
Long-term Debt and Interest 2 |
|
Development Activity and Tenant
Allowances 1 |
|
Operating Ground
Leases |
|
Employment
Contracts 3 |
|
Total |
||||||||||
2016
|
|
$
|
327,443
|
|
|
$
|
9,769
|
|
|
$
|
1,494
|
|
|
$
|
1,870
|
|
|
$
|
340,576
|
|
2017
|
|
72,598
|
|
|
—
|
|
|
1,494
|
|
|
935
|
|
|
75,027
|
|
|||||
2018
|
|
135,825
|
|
|
—
|
|
|
1,132
|
|
|
—
|
|
|
136,957
|
|
|||||
2019
|
|
447,405
|
|
|
—
|
|
|
1,103
|
|
|
—
|
|
|
448,508
|
|
|||||
2020
|
|
89,383
|
|
|
—
|
|
|
1,088
|
|
|
—
|
|
|
90,471
|
|
|||||
Thereafter
|
|
983,789
|
|
|
—
|
|
|
44,583
|
|
|
—
|
|
|
1,028,372
|
|
|||||
Total
|
|
$
|
2,056,443
|
|
|
$
|
9,769
|
|
|
$
|
50,894
|
|
|
$
|
2,805
|
|
|
$
|
2,119,911
|
|
____________________
|
|
1
|
Tenant allowances include commitments made to tenants at our operating and under construction development and redevelopment properties.
|
2
|
Our long-term debt consists of both variable and fixed-rate debt and includes both principal and interest. Interest expense for variable-rate debt was calculated using the interest rates as of December 31, 2015.
|
3
|
We have entered into employment agreements with certain members of senior management. The term of each employment agreement expires on June 30, 2017, with automatic one-year renewals each July 1st thereafter unless we or the individual elects not to renew the agreement.
|
($ in thousands)
|
|
December 31,
2015 |
|
December 31,
2014 |
||||
Senior unsecured notes
|
|
$
|
250,000
|
|
|
$
|
—
|
|
Unsecured revolving credit facility
|
|
20,000
|
|
|
160,000
|
|
||
Unsecured term loans
|
|
500,000
|
|
|
230,000
|
|
||
Notes payable secured by properties under construction - variable rate
|
|
132,776
|
|
|
119,347
|
|
||
Mortgage notes payable - fixed rate
|
|
756,494
|
|
|
810,959
|
|
||
Mortgage notes payable - variable rate
|
|
58,268
|
|
|
205,798
|
|
||
Net premiums on acquired debt
|
|
16,521
|
|
|
28,159
|
|
||
Total mortgage and other indebtedness
|
|
1,734,059
|
|
|
1,554,263
|
|
||
Mortgage notes - properties held for sale
|
|
—
|
|
|
67,452
|
|
||
Total
|
|
$
|
1,734,059
|
|
|
$
|
1,621,715
|
|
($ in thousands)
|
Amount
|
|
Weighted Average
Maturity (Years) |
|
Weighted Average
Interest Rate |
|
Percentage
of Total |
|||||
Fixed rate debt
1
|
$
|
1,502,190
|
|
|
5.4
|
|
|
4.17
|
%
|
|
88
|
%
|
Variable Rate Debt
|
215,348
|
|
|
4.0
|
|
|
1.97
|
%
|
|
12
|
%
|
|
Net Premiums on Acquired Debt
|
16,521
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
Total
|
$
|
1,734,059
|
|
|
5.2
|
|
|
3.90
|
%
|
|
100
|
%
|
____________________
|
|
1
|
Calculations on fixed rate debt include the portion of variable rate debt that has been hedged; therefore, calculations on variable rate debt exclude the portion of variable rate debt that has been hedged. $495.7 million in variable rate debt is hedged for a weighted average 2.0 years.
|
(a)
|
|
Documents filed as part of this report:
|
||
|
|
(1)
|
|
Financial Statements:
|
|
|
|
|
Consolidated financial statements for the Company listed on the index immediately preceding the financial statements at the end of this report.
|
|
|
(2)
|
|
Financial Statement Schedule:
|
|
|
|
|
Financial statement schedule for the Company listed on the index immediately preceding the financial statements at the end of this report.
|
|
|
(3)
|
|
Exhibits:
|
|
|
|
|
The Company files as part of this report the exhibits listed on the Exhibit Index.
|
(b)
|
|
Exhibits:
|
||
|
|
The Company files as part of this report the exhibits listed on the Exhibit Index.
|
||
(c)
|
|
Financial Statement Schedule:
|
||
|
|
The Company files as part of this report the financial statement schedule listed on the index immediately preceding the financial statements at the end of this report.
|
|
KITE REALTY GROUP TRUST
|
|
|
|
(Registrant)
|
|
|
|
|
|
/s/ John A. Kite
|
|
|
John A. Kite
|
February 26, 2016
|
|
Chairman and Chief Executive Officer
|
(Date)
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
February 26, 2016
|
|
Chief Financial Officer
|
(Date)
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
KITE REALTY GROUP L.P. AND SUBSIDIARIES
|
|
|
|
(Registrant)
|
|
|
|
|
|
/s/ John A. Kite
|
|
|
John A. Kite
|
February 26, 2016
|
|
Chairman and Chief Executive Officer
|
(Date)
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
February 26, 2016
|
|
Chief Financial Officer
|
(Date)
|
|
(Principal Financial Officer)
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ John A. Kite
|
|
Chairman, Chief Executive Officer, and Trustee
(Principal Executive Officer)
|
|
February 26, 2016
|
(John A. Kite)
|
|
|
||
|
|
|
|
|
/s/ William E. Bindley
|
|
Trustee
|
|
February 26, 2016
|
(William E. Bindley)
|
|
|
|
|
|
|
|
|
|
/s/ Victor J. Coleman
|
|
Trustee
|
|
February 26, 2016
|
(Victor J. Coleman)
|
|
|
|
|
|
|
|
|
|
/s/ Christie B. Kelly
|
|
Trustee
|
|
February 26, 2016
|
(Christie B. Kelly)
|
|
|
|
|
|
|
|
|
|
/s/ David R. O’Reilly
|
|
Trustee
|
|
February 26, 2016
|
(David R. O’Reilly)
|
|
|
|
|
|
|
|
|
|
/s/ Barton R. Peterson
|
|
Trustee
|
|
February 26, 2016
|
(Barton R. Peterson)
|
|
|
|
|
|
|
|
|
|
/s/ Lee A. Daniels
|
|
Trustee
|
|
February 26, 2016
|
(Lee A. Daniels)
|
|
|
|
|
|
|
|
|
|
/s/ Gerald W. Grupe
|
|
Trustee
|
|
February 26, 2016
|
(Gerald W. Grupe)
|
|
|
|
|
|
|
|
|
|
/s/ Charles H. Wurtzebach
|
|
Trustee
|
|
February 26, 2016
|
(Charles H. Wurtzebach)
|
|
|
|
|
|
|
|
|
|
/s/ Daniel R. Sink
|
|
Chief Financial Officer (Principal Financial Officer)
|
|
February 26, 2016
|
(Daniel R. Sink)
|
|
|
|
|
|
|
|
|
|
/s/ Thomas R. Olinger
|
|
Senior Vice President, Chief Accounting Officer
|
|
February 26, 2016
|
(Thomas R. Olinger)
|
|
|
|
|
|
Page
|
Consolidated Financial Statements:
|
|
|
|
|
|
|
Kite Realty Group Trust:
|
|
|
|
|
|
F-1
|
|
|
|
|
|
Kite Realty Group, L.P. and subsidiaries
|
|
|
|
|
|
F-2
|
|
|
|
|
|
Kite Realty Group Trust:
|
|
|
|
|
|
F-3
|
|
|
|
|
|
F-4
|
|
|
|
|
|
F-5
|
|
|
|
|
|
F-6
|
|
|
|
|
|
Kite Realty Group, L.P. and subsidiaries
|
|
|
F-7
|
|
|
|
|
|
F-8
|
|
|
|
|
|
F-9
|
|
|
|
|
|
F-10
|
|
|
|
|
|
Kite Realty Group Trust and Kite Realty Group, L.P. and subsidiaries:
|
|
|
|
|
|
F-11
|
|
|
|
|
Financial Statement Schedule:
|
|
|
|
|
|
|
Kite Realty Group Trust and Kite Realty Group, L.P. and subsidiaries:
|
|
|
|
|
|
F-44
|
|
|
|
|
|
F-49
|
|
|
|
|
|
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.
|
|
|
December 31,
2015 |
|
December 31,
2014 |
||||
Assets:
|
|
|
|
|
|||
Investment properties, at cost
|
$
|
3,933,140
|
|
|
$
|
3,732,748
|
|
Less: accumulated depreciation
|
(432,295
|
)
|
|
(315,093
|
)
|
||
|
3,500,845
|
|
|
3,417,655
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
33,880
|
|
|
43,826
|
|
||
Tenant and other receivables, including accrued straight-line rent of $23,809 and $18,630 respectively, net of allowance for uncollectible accounts
|
51,101
|
|
|
48,097
|
|
||
Restricted cash and escrow deposits
|
13,476
|
|
|
16,171
|
|
||
Deferred costs and intangibles, net
|
157,884
|
|
|
159,978
|
|
||
Prepaid and other assets
|
8,852
|
|
|
8,847
|
|
||
Assets held for sale (see Note 9)
|
—
|
|
|
179,642
|
|
||
Total Assets
|
$
|
3,766,038
|
|
|
$
|
3,874,216
|
|
|
|
|
|
||||
Liabilities and Equity:
|
|
|
|
|
|
||
Mortgage and other indebtedness
|
$
|
1,734,059
|
|
|
$
|
1,554,263
|
|
Accounts payable and accrued expenses
|
81,356
|
|
|
75,150
|
|
||
Deferred revenue and intangibles, net and other liabilities
|
131,559
|
|
|
136,409
|
|
||
Liabilities held for sale (see Note 9)
|
—
|
|
|
81,164
|
|
||
Total Liabilities
|
1,946,974
|
|
|
1,846,986
|
|
||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
Limited partners' interests in Operating Partnership and other redeemable noncontrolling interests
|
92,315
|
|
|
125,082
|
|
||
Equity:
|
|
|
|
|
|
||
Kite Realty Group Trust Shareholders’ Equity
|
|
|
|
|
|
||
Preferred Shares, $.01 par value, 40,000,000 shares authorized, 0 and 4,100,000 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively
|
—
|
|
|
102,500
|
|
||
Common Shares, $.01 par value, 225,000,000 shares authorized, 83,334,865 and 83,490,663 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively
|
833
|
|
|
835
|
|
||
Additional paid in capital and other
|
2,050,545
|
|
|
2,044,425
|
|
||
Accumulated other comprehensive loss
|
(2,145
|
)
|
|
(1,175
|
)
|
||
Accumulated deficit
|
(323,257
|
)
|
|
(247,801
|
)
|
||
Total Kite Realty Group Trust Shareholders' Equity
|
1,725,976
|
|
|
1,898,784
|
|
||
Noncontrolling Interests
|
773
|
|
|
3,364
|
|
||
Total Equity
|
1,726,749
|
|
|
1,902,148
|
|
||
Total Liabilities and Equity
|
$
|
3,766,038
|
|
|
$
|
3,874,216
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Revenue:
|
|
|
|
|
|
|
|
||||
Minimum rent
|
$
|
263,794
|
|
|
$
|
199,455
|
|
|
$
|
93,637
|
|
Tenant reimbursements
|
70,235
|
|
|
52,773
|
|
|
24,422
|
|
|||
Other property related revenue
|
12,976
|
|
|
7,300
|
|
|
11,429
|
|
|||
Total revenue
|
347,005
|
|
|
259,528
|
|
|
129,488
|
|
|||
Expenses:
|
|
|
|
|
|
|
|||||
Property operating
|
49,973
|
|
|
38,703
|
|
|
21,729
|
|
|||
Real estate taxes
|
40,904
|
|
|
29,947
|
|
|
15,263
|
|
|||
General, administrative, and other
|
18,709
|
|
|
13,043
|
|
|
8,211
|
|
|||
Merger and acquisition costs
|
1,550
|
|
|
27,508
|
|
|
2,214
|
|
|||
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|||
Impairment charge
|
1,592
|
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization
|
167,312
|
|
|
120,998
|
|
|
54,479
|
|
|||
Total expenses
|
275,208
|
|
|
230,199
|
|
|
101,896
|
|
|||
Operating income
|
71,797
|
|
|
29,329
|
|
|
27,592
|
|
|||
Interest expense
|
(56,432
|
)
|
|
(45,513
|
)
|
|
(27,994
|
)
|
|||
Income tax expense of taxable REIT subsidiary
|
(186
|
)
|
|
(24
|
)
|
|
(262
|
)
|
|||
Non-cash gain on debt extinguishment
|
5,645
|
|
|
—
|
|
|
—
|
|
|||
Gain on settlement
|
4,520
|
|
|
—
|
|
|
—
|
|
|||
Other expense, net
|
(95
|
)
|
|
(244
|
)
|
|
(62
|
)
|
|||
Income (loss) from continuing operations
|
25,249
|
|
|
(16,452
|
)
|
|
(726
|
)
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|||
Operating income from discontinued operations
|
—
|
|
|
—
|
|
|
834
|
|
|||
Impairment charge
|
—
|
|
|
—
|
|
|
(5,372
|
)
|
|||
Non-cash gain on debt extinguishment
|
—
|
|
|
—
|
|
|
1,242
|
|
|||
Gain on sales of operating properties, net
|
—
|
|
|
3,198
|
|
|
487
|
|
|||
Income (loss) from discontinued operations
|
—
|
|
|
3,198
|
|
|
(2,809
|
)
|
|||
Income (loss) before gain on sale of operating properties
|
25,249
|
|
|
(13,254
|
)
|
|
(3,535
|
)
|
|||
Gain on sale of operating properties, net
|
4,066
|
|
|
8,578
|
|
|
—
|
|
|||
Consolidated net income (loss)
|
29,315
|
|
|
(4,676
|
)
|
|
(3,535
|
)
|
|||
Net (income) loss attributable to noncontrolling interests
|
(2,198
|
)
|
|
(1,025
|
)
|
|
685
|
|
|||
Net income (loss) attributable to Kite Realty Group Trust
|
27,117
|
|
|
(5,701
|
)
|
|
(2,850
|
)
|
|||
Dividends on preferred shares
|
(7,877
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|||
Non-cash adjustment for redemption of preferred shares
|
(3,797
|
)
|
|
—
|
|
|
—
|
|
|||
Net income (loss) attributable to common shareholders
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
$
|
(11,306
|
)
|
|
|
|
|
|
|
||||||
Net income (loss) per common share – basic:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations attributable to Kite Realty Group Trust common shareholders
|
$
|
0.19
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
Income (loss) from discontinued operations attributable to Kite Realty Group Trust common shareholders
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
$
|
0.19
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
Net income (loss) per common share – diluted:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations attributable to Kite Realty Group Trust common shareholders
|
$
|
0.18
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
Income (loss) from discontinued operations attributable to Kite Realty Group Trust common shareholders
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
$
|
0.18
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding - basic
|
83,421,904
|
|
|
58,353,448
|
|
|
23,535,434
|
|
|||
Weighted average common shares outstanding - diluted
|
83,534,381
|
|
|
58,353,448
|
|
|
23,535,434
|
|
|||
|
|
|
|
|
|
||||||
Dividends declared per common share
|
$
|
1.09
|
|
|
$
|
1.02
|
|
|
$
|
0.96
|
|
|
|
|
|
|
|
||||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations
|
$
|
15,443
|
|
|
$
|
(17,268
|
)
|
|
$
|
(8,686
|
)
|
Income (loss) from discontinued operations
|
—
|
|
|
3,111
|
|
|
(2,620
|
)
|
|||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
$
|
15,443
|
|
|
$
|
(14,157
|
)
|
|
$
|
(11,306
|
)
|
|
|
|
|
|
|
||||||
Consolidated net income (loss)
|
$
|
29,315
|
|
|
$
|
(4,676
|
)
|
|
$
|
(3,535
|
)
|
Change in fair value of derivatives
|
(995
|
)
|
|
(2,621
|
)
|
|
7,136
|
|
|||
Total comprehensive income (loss)
|
28,320
|
|
|
(7,297
|
)
|
|
3,601
|
|
|||
Comprehensive (income) loss attributable to noncontrolling interests
|
(2,173
|
)
|
|
(932
|
)
|
|
161
|
|
|||
Comprehensive income (loss) attributable to Kite Realty Group Trust
|
$
|
26,147
|
|
|
$
|
(8,229
|
)
|
|
$
|
3,762
|
|
|
Preferred Shares
|
|
Common Shares
|
|
Additional
Paid-in Capital
|
|
Accumulated Other
Comprehensive
(Loss) Income
|
|
Accumulated
Deficit
|
|
Total
|
||||||||||||||||||
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
||||||||||||||||||||||
Balances, December 31, 2012
|
4,100,000
|
|
|
$
|
102,500
|
|
|
19,432,174
|
|
|
$
|
194
|
|
|
$
|
514,093
|
|
|
$
|
(5,259
|
)
|
|
$
|
(138,044
|
)
|
|
$
|
473,484
|
|
Stock compensation activity
|
—
|
|
|
—
|
|
|
169,696
|
|
|
2
|
|
|
2,508
|
|
|
—
|
|
|
—
|
|
|
2,510
|
|
||||||
Issuance of common shares, net
|
—
|
|
|
—
|
|
|
13,081,250
|
|
|
131
|
|
|
313,767
|
|
|
—
|
|
|
—
|
|
|
313,898
|
|
||||||
Common shares issued under employee share purchase plan
|
—
|
|
|
—
|
|
|
934
|
|
|
—
|
|
|
22
|
|
|
—
|
|
|
—
|
|
|
22
|
|
||||||
Other comprehensive income attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,612
|
|
|
—
|
|
|
6,612
|
|
||||||
Distributions declared to common shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23,780
|
)
|
|
(23,780
|
)
|
||||||
Distributions to preferred shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,456
|
)
|
|
(8,456
|
)
|
||||||
Net loss attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,850
|
)
|
|
(2,850
|
)
|
||||||
Exchange of redeemable noncontrolling interest for common stock
|
—
|
|
|
—
|
|
|
22,500
|
|
|
—
|
|
|
582
|
|
|
—
|
|
|
—
|
|
|
582
|
|
||||||
Adjustments to redeemable noncontrolling interests – Operating Partnership
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,465
|
)
|
|
—
|
|
|
—
|
|
|
(8,465
|
)
|
||||||
Balances, December 31, 2013
|
4,100,000
|
|
|
$
|
102,500
|
|
|
32,706,554
|
|
|
$
|
327
|
|
|
$
|
822,507
|
|
|
$
|
1,353
|
|
|
$
|
(173,130
|
)
|
|
$
|
753,557
|
|
Common shares issued under employee share purchase plan
|
—
|
|
|
—
|
|
|
1,812
|
|
|
—
|
|
|
46
|
|
|
—
|
|
|
—
|
|
|
46
|
|
||||||
Common shares issued as part of Merger, net of offering costs
|
—
|
|
|
—
|
|
|
50,272,308
|
|
|
503
|
|
|
1,232,684
|
|
|
—
|
|
|
—
|
|
|
1,233,187
|
|
||||||
Common shares retired in connection with reverse share split
|
—
|
|
|
—
|
|
|
(2,436
|
)
|
|
—
|
|
|
(60
|
)
|
|
—
|
|
|
—
|
|
|
(60
|
)
|
||||||
Stock compensation activity
|
—
|
|
|
—
|
|
|
490,425
|
|
|
5
|
|
|
3,294
|
|
|
—
|
|
|
—
|
|
|
3,299
|
|
||||||
Other comprehensive loss attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,528
|
)
|
|
—
|
|
|
(2,528
|
)
|
||||||
Distributions declared to common shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(60,514
|
)
|
|
(60,514
|
)
|
||||||
Distributions to preferred shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,456
|
)
|
|
(8,456
|
)
|
||||||
Net loss attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,701
|
)
|
|
(5,701
|
)
|
||||||
Exchange of redeemable noncontrolling interests for common shares
|
—
|
|
|
—
|
|
|
22,000
|
|
|
—
|
|
|
567
|
|
|
—
|
|
|
—
|
|
|
567
|
|
||||||
Adjustment to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,613
|
)
|
|
—
|
|
|
—
|
|
|
(14,613
|
)
|
||||||
Balances, December 31, 2014
|
4,100,000
|
|
|
$
|
102,500
|
|
|
83,490,663
|
|
|
$
|
835
|
|
|
$
|
2,044,425
|
|
|
$
|
(1,175
|
)
|
|
$
|
(247,801
|
)
|
|
$
|
1,898,784
|
|
Stock compensation activity
|
—
|
|
|
—
|
|
|
(173,798
|
)
|
|
(2
|
)
|
|
3,744
|
|
|
—
|
|
|
—
|
|
|
3,742
|
|
||||||
Other comprehensive loss attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(970
|
)
|
|
—
|
|
|
(970
|
)
|
||||||
Distributions declared to common shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(90,899
|
)
|
|
(90,899
|
)
|
||||||
Distributions to preferred shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,877
|
)
|
|
(7,877
|
)
|
||||||
Redemption of preferred shares
|
(4,100,000
|
)
|
|
(102,500
|
)
|
|
—
|
|
|
—
|
|
|
3,797
|
|
|
—
|
|
|
(3,797
|
)
|
|
(102,500
|
)
|
||||||
Net income attributable to Kite Realty Group Trust
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,117
|
|
|
27,117
|
|
||||||
Acquisition of partners' interests in consolidated joint ventures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,445
|
|
|
—
|
|
|
—
|
|
|
1,445
|
|
||||||
Exchange of redeemable noncontrolling interests for common shares
|
—
|
|
|
—
|
|
|
18,000
|
|
|
—
|
|
|
487
|
|
|
—
|
|
|
—
|
|
|
487
|
|
||||||
Adjustment to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,353
|
)
|
|
—
|
|
|
—
|
|
|
(3,353
|
)
|
||||||
Balances, December 31, 2015
|
—
|
|
|
$
|
—
|
|
|
83,334,865
|
|
|
$
|
833
|
|
|
$
|
2,050,545
|
|
|
$
|
(2,145
|
)
|
|
$
|
(323,257
|
)
|
|
$
|
1,725,976
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Cash flow from operating activities:
|
|
|
|
|
|
|
|
||||
Consolidated net income (loss)
|
$
|
29,315
|
|
|
$
|
(4,676
|
)
|
|
$
|
(3,535
|
)
|
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Gain on sale of operating properties, net of tax
|
(4,066
|
)
|
|
(11,776
|
)
|
|
(487
|
)
|
|||
Impairment charge
|
1,592
|
|
|
—
|
|
|
5,372
|
|
|||
Gain on debt extinguishment
|
(5,645
|
)
|
|
—
|
|
|
(1,242
|
)
|
|||
Straight-line rent
|
(5,638
|
)
|
|
(4,744
|
)
|
|
(3,496
|
)
|
|||
Depreciation and amortization
|
170,521
|
|
|
123,862
|
|
|
57,757
|
|
|||
Provision for credit losses, net of recoveries
|
4,331
|
|
|
1,740
|
|
|
922
|
|
|||
Compensation expense for equity awards
|
4,580
|
|
|
2,914
|
|
|
1,932
|
|
|||
Amortization of debt fair value adjustment
|
(5,834
|
)
|
|
(3,468
|
)
|
|
(127
|
)
|
|||
Amortization of in-place lease liabilities
|
(3,347
|
)
|
|
(4,521
|
)
|
|
(2,674
|
)
|
|||
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
|||
Tenant receivables
|
(1,510
|
)
|
|
(10,044
|
)
|
|
(1,690
|
)
|
|||
Deferred costs and other assets
|
(6,646
|
)
|
|
(5,355
|
)
|
|
(9,062
|
)
|
|||
Accounts payable, accrued expenses, deferred revenue, and other liabilities
|
(903
|
)
|
|
(41,375
|
)
|
|
8,688
|
|
|||
Payments on assumed earnout liability
|
(2,581
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash provided by operating activities
|
169,337
|
|
|
42,557
|
|
|
52,358
|
|
|||
Cash flow from investing activities:
|
|
|
|
|
|
|
|
|
|||
Acquisitions of interests in properties
|
(166,411
|
)
|
|
(22,506
|
)
|
|
(407,215
|
)
|
|||
Capital expenditures, net
|
(92,564
|
)
|
|
(94,553
|
)
|
|
(112,581
|
)
|
|||
Net proceeds from sales of operating properties
|
170,016
|
|
|
191,126
|
|
|
7,293
|
|
|||
Net proceeds from sales of marketable securities acquired from Merger
|
—
|
|
|
18,601
|
|
|
—
|
|
|||
Net cash received from Merger
|
—
|
|
|
108,666
|
|
|
—
|
|
|||
Change in construction payables
|
4,562
|
|
|
(14,950
|
)
|
|
(2,396
|
)
|
|||
Collection of note receivable
|
—
|
|
|
542
|
|
|
—
|
|
|||
Net cash (used in) provided by investing activities
|
(84,397
|
)
|
|
186,926
|
|
|
(514,899
|
)
|
|||
Cash flow from financing activities:
|
|
|
|
|
|
|
|
|
|||
Common share issuance proceeds, net of costs
|
—
|
|
|
—
|
|
|
314,771
|
|
|||
Payments for redemption of preferred shares
|
(102,500
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchases of common shares upon the vesting of restricted shares
|
(1,002
|
)
|
|
(378
|
)
|
|
(261
|
)
|
|||
Offering costs
|
—
|
|
|
(1,966
|
)
|
|
—
|
|
|||
Purchase of redeemable noncontrolling interests
|
(33,998
|
)
|
|
—
|
|
|
—
|
|
|||
Loan proceeds
|
984,303
|
|
|
146,495
|
|
|
528,590
|
|
|||
Loan transaction costs
|
(4,913
|
)
|
|
(4,270
|
)
|
|
(2,138
|
)
|
|||
Loan payments
|
(835,019
|
)
|
|
(285,244
|
)
|
|
(342,033
|
)
|
|||
Distributions paid – common shareholders
|
(89,379
|
)
|
|
(46,656
|
)
|
|
(20,594
|
)
|
|||
Distributions paid – preferred shareholders
|
(8,582
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|||
Distributions paid – redeemable noncontrolling interests
|
(3,681
|
)
|
|
(2,992
|
)
|
|
(1,579
|
)
|
|||
Distributions to noncontrolling interests
|
(115
|
)
|
|
(324
|
)
|
|
(108
|
)
|
|||
Net cash (used in) provided by financing activities
|
(94,886
|
)
|
|
(203,791
|
)
|
|
468,192
|
|
|||
(Decrease) increase in cash and cash equivalents
|
(9,946
|
)
|
|
25,692
|
|
|
5,651
|
|
|||
Cash and cash equivalents, beginning of year
|
43,826
|
|
|
18,134
|
|
|
12,483
|
|
|||
Cash and cash equivalents, end of year
|
$
|
33,880
|
|
|
$
|
43,826
|
|
|
$
|
18,134
|
|
Supplemental disclosures
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest, net of capitalized interest
|
$
|
61,306
|
|
|
$
|
48,526
|
|
|
$
|
31,577
|
|
Cash paid for taxes
|
$
|
281
|
|
|
$
|
87
|
|
|
$
|
45
|
|
|
December 31,
2015 |
|
December 31,
2014 |
||||
Assets:
|
|
|
|
|
|||
Investment properties, at cost
|
$
|
3,933,140
|
|
|
$
|
3,732,748
|
|
Less: accumulated depreciation
|
(432,295
|
)
|
|
(315,093
|
)
|
||
|
3,500,845
|
|
|
3,417,655
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
33,880
|
|
|
43,826
|
|
||
Tenant and other receivables, including accrued straight-line rent of $23,809 and $18,630 respectively, net of allowance for uncollectible accounts
|
51,101
|
|
|
48,097
|
|
||
Restricted cash and escrow deposits
|
13,476
|
|
|
16,171
|
|
||
Deferred costs and intangibles, net
|
157,884
|
|
|
159,978
|
|
||
Prepaid and other assets
|
8,852
|
|
|
8,847
|
|
||
Assets held for sale (see Note 9)
|
—
|
|
|
179,642
|
|
||
Total Assets
|
$
|
3,766,038
|
|
|
$
|
3,874,216
|
|
|
|
|
|
||||
Liabilities and Equity:
|
|
|
|
|
|
||
Mortgage and other indebtedness
|
$
|
1,734,059
|
|
|
$
|
1,554,263
|
|
Accounts payable and accrued expenses
|
81,356
|
|
|
75,150
|
|
||
Deferred revenue and intangibles, net and other liabilities
|
131,559
|
|
|
136,409
|
|
||
Liabilities held for sale (see Note 9)
|
—
|
|
|
81,164
|
|
||
Total Liabilities
|
1,946,974
|
|
|
1,846,986
|
|
||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
Limited partners' interests in Operating Partnership and other redeemable noncontrolling interests
|
92,315
|
|
|
125,082
|
|
||
Partners Equity:
|
|
|
|
||||
Parent Company:
|
|
|
|
||||
Preferred equity, 0 and 4,100,000 units issued and outstanding at December 31, 2015 and December 31, 2014, respectively
|
—
|
|
|
102,500
|
|
||
Common equity, 83,334,865 and 83,490,663 units issued and outstanding at December 31, 2015 and December 31, 2014, respectively
|
1,728,121
|
|
|
1,797,459
|
|
||
Accumulated other comprehensive loss
|
(2,145
|
)
|
|
(1,175
|
)
|
||
Total Partners Equity
|
1,725,976
|
|
|
1,898,784
|
|
||
Noncontrolling Interests
|
773
|
|
|
3,364
|
|
||
Total Equity
|
1,726,749
|
|
|
1,902,148
|
|
||
Total Liabilities and Equity
|
$
|
3,766,038
|
|
|
$
|
3,874,216
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Revenue:
|
|
|
|
|
|
|
|
||||
Minimum rent
|
$
|
263,794
|
|
|
$
|
199,455
|
|
|
$
|
93,637
|
|
Tenant reimbursements
|
70,235
|
|
|
52,773
|
|
|
24,422
|
|
|||
Other property related revenue
|
12,976
|
|
|
7,300
|
|
|
11,429
|
|
|||
Total revenue
|
347,005
|
|
|
259,528
|
|
|
129,488
|
|
|||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Property operating
|
49,973
|
|
|
38,703
|
|
|
21,729
|
|
|||
Real estate taxes
|
40,904
|
|
|
29,947
|
|
|
15,263
|
|
|||
General, administrative, and other
|
18,709
|
|
|
13,043
|
|
|
8,211
|
|
|||
Merger and acquisition costs
|
1,550
|
|
|
27,508
|
|
|
2,214
|
|
|||
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|||
Impairment charge
|
1,592
|
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization
|
167,312
|
|
|
120,998
|
|
|
54,479
|
|
|||
Total expenses
|
275,208
|
|
|
230,199
|
|
|
101,896
|
|
|||
Operating income
|
71,797
|
|
|
29,329
|
|
|
27,592
|
|
|||
Interest expense
|
(56,432
|
)
|
|
(45,513
|
)
|
|
(27,994
|
)
|
|||
Income tax expense of taxable REIT subsidiary
|
(186
|
)
|
|
(24
|
)
|
|
(262
|
)
|
|||
Non-cash gain on debt extinguishment
|
5,645
|
|
|
—
|
|
|
—
|
|
|||
Gain on settlement
|
4,520
|
|
|
—
|
|
|
—
|
|
|||
Other expense, net
|
(95
|
)
|
|
(244
|
)
|
|
(62
|
)
|
|||
Loss from continuing operations
|
25,249
|
|
|
(16,452
|
)
|
|
(726
|
)
|
|||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|||
Operating income from discontinued operations
|
—
|
|
|
—
|
|
|
834
|
|
|||
Impairment charge
|
—
|
|
|
—
|
|
|
(5,372
|
)
|
|||
Non-cash gain on debt extinguishment
|
—
|
|
|
—
|
|
|
1,242
|
|
|||
Gain on sales of operating properties, net
|
—
|
|
|
3,198
|
|
|
487
|
|
|||
Income (loss) from discontinued operations
|
—
|
|
|
3,198
|
|
|
(2,809
|
)
|
|||
Income (loss) before gain on sale of operating properties
|
25,249
|
|
|
(13,254
|
)
|
|
(3,535
|
)
|
|||
Gain on sale of operating properties, net
|
4,066
|
|
|
8,578
|
|
|
—
|
|
|||
Consolidated net income (loss)
|
29,315
|
|
|
(4,676
|
)
|
|
(3,535
|
)
|
|||
Net (income) loss attributable to noncontrolling interests
|
(1,854
|
)
|
|
(1,435
|
)
|
|
(121
|
)
|
|||
Dividends on preferred units
|
(7,877
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|||
Non-cash adjustment for redemption of preferred shares
|
(3,797
|
)
|
|
—
|
|
|
—
|
|
|||
Net income (loss) attributable to common unitholders
|
$
|
15,787
|
|
|
$
|
(14,567
|
)
|
|
$
|
(12,112
|
)
|
|
|
|
|
|
|
||||||
Allocation of net income (loss):
|
|
|
|
|
|
||||||
Limited Partners
|
$
|
344
|
|
|
$
|
(410
|
)
|
|
$
|
(806
|
)
|
Parent Company
|
15,443
|
|
|
(14,157
|
)
|
|
(11,306
|
)
|
|||
|
$
|
15,787
|
|
|
$
|
(14,567
|
)
|
|
$
|
(12,112
|
)
|
|
|
|
|
|
|
||||||
Net income (loss) per unit - basic:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations attributable to common unitholders
|
$
|
0.19
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
Income (loss) from discontinued operations attributable to common unitholders
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|||
Net income (loss) attributable to common unitholders
|
$
|
0.19
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
Net income (loss) per unit - diluted:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations attributable to common unitholders
|
$
|
0.19
|
|
|
$
|
(0.29
|
)
|
|
$
|
(0.37
|
)
|
Income (loss) from discontinued operations attributable to common unitholders
|
—
|
|
|
0.05
|
|
|
(0.11
|
)
|
|||
Net income (loss) attributable to common unitholders
|
$
|
0.19
|
|
|
$
|
(0.24
|
)
|
|
$
|
(0.48
|
)
|
|
|
|
|
|
|
||||||
Weighted average common units outstanding - basic
|
85,219,827
|
|
|
60,010,480
|
|
|
25,217,287
|
|
|||
Weighted average common units outstanding - diluted
|
85,332,303
|
|
|
60,250,900
|
|
|
25,278,273
|
|
|||
|
|
|
|
|
|
||||||
Distributions declared per common unit
|
$
|
1.09
|
|
|
$
|
1.02
|
|
|
$
|
0.96
|
|
|
|
|
|
|
|
||||||
Net income (loss) attributable to common unitholders:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
15,787
|
|
|
$
|
(17,765
|
)
|
|
$
|
(9,303
|
)
|
Income (loss) from discontinued operations
|
—
|
|
|
3,198
|
|
|
(2,809
|
)
|
|||
Net income (loss) attributable to common unitholders
|
$
|
15,787
|
|
|
$
|
(14,567
|
)
|
|
$
|
(12,112
|
)
|
|
|
|
|
|
|
||||||
Consolidated net income (loss)
|
$
|
29,315
|
|
|
$
|
(4,676
|
)
|
|
$
|
(3,535
|
)
|
Change in fair value of derivatives
|
(995
|
)
|
|
(2,621
|
)
|
|
7,136
|
|
|||
Total comprehensive income (loss)
|
28,320
|
|
|
(7,297
|
)
|
|
3,601
|
|
|||
Comprehensive (income) loss attributable to noncontrolling interests
|
(1,854
|
)
|
|
(1,435
|
)
|
|
(121
|
)
|
|||
Comprehensive income (loss) attributable to common unitholders
|
$
|
26,466
|
|
|
$
|
(8,732
|
)
|
|
$
|
3,480
|
|
|
General Partner
|
|
Total
|
||||||||||||
Common Equity
|
|
Preferred Equity
|
|
Accumulated
Other
Comprehensive
(Loss) Income
|
|
||||||||||
|
|
|
|
|
|
|
|||||||||
Balances, December 31, 2012
|
$
|
376,243
|
|
|
$
|
102,500
|
|
|
$
|
(5,259
|
)
|
|
$
|
473,484
|
|
Stock compensation activity
|
2,510
|
|
|
—
|
|
|
—
|
|
|
2,510
|
|
||||
Capital contribution from Parent Company
|
313,920
|
|
|
—
|
|
|
—
|
|
|
313,920
|
|
||||
Other comprehensive income attributable to Parent Company
|
—
|
|
|
—
|
|
|
6,612
|
|
|
6,612
|
|
||||
Distributions declared to Parent Company
|
(23,780
|
)
|
|
—
|
|
|
—
|
|
|
(23,780
|
)
|
||||
Distributions to preferred unitholders
|
—
|
|
|
(8,456
|
)
|
|
—
|
|
|
(8,456
|
)
|
||||
Net loss
|
(11,306
|
)
|
|
8,456
|
|
|
—
|
|
|
(2,850
|
)
|
||||
Conversion of Limited Partner Units to shares of the Parent Company
|
582
|
|
|
—
|
|
|
—
|
|
|
582
|
|
||||
Adjustments to redeemable noncontrolling interests – Operating Partnership
|
(8,465
|
)
|
|
—
|
|
|
—
|
|
|
(8,465
|
)
|
||||
Balances, December 31, 2013
|
$
|
649,704
|
|
|
$
|
102,500
|
|
|
$
|
1,353
|
|
|
$
|
753,557
|
|
Capital contribution as part of Merger, net of offering costs
|
1,233,233
|
|
|
—
|
|
|
—
|
|
|
1,233,233
|
|
||||
Common units retired in connection with reverse share split
|
(60
|
)
|
|
—
|
|
|
—
|
|
|
(60
|
)
|
||||
Stock compensation activity
|
3,299
|
|
|
—
|
|
|
—
|
|
|
3,299
|
|
||||
Other comprehensive loss attributable to Parent Company
|
—
|
|
|
—
|
|
|
(2,528
|
)
|
|
(2,528
|
)
|
||||
Distributions declared to Parent Company
|
(60,514
|
)
|
|
—
|
|
|
—
|
|
|
(60,514
|
)
|
||||
Distributions to preferred unitholders
|
—
|
|
|
(8,456
|
)
|
|
—
|
|
|
(8,456
|
)
|
||||
Net loss
|
(14,157
|
)
|
|
8,456
|
|
|
—
|
|
|
(5,701
|
)
|
||||
Conversion of Limited Partner Units to shares of the Parent Company
|
567
|
|
|
—
|
|
|
—
|
|
|
567
|
|
||||
Adjustment to redeemable noncontrolling interests
|
(14,613
|
)
|
|
—
|
|
|
—
|
|
|
(14,613
|
)
|
||||
Balances, December 31, 2014
|
$
|
1,797,459
|
|
|
$
|
102,500
|
|
|
$
|
(1,175
|
)
|
|
$
|
1,898,784
|
|
Stock compensation activity
|
3,742
|
|
|
—
|
|
|
—
|
|
|
3,742
|
|
||||
Other comprehensive loss attributable to Parent Company
|
—
|
|
|
—
|
|
|
(970
|
)
|
|
(970
|
)
|
||||
Distributions declared to Parent Company
|
(90,899
|
)
|
|
—
|
|
|
—
|
|
|
(90,899
|
)
|
||||
Distributions to preferred unitholders
|
—
|
|
|
(7,877
|
)
|
|
—
|
|
|
(7,877
|
)
|
||||
Redemption of preferred units
|
3,797
|
|
|
(102,500
|
)
|
|
—
|
|
|
(98,703
|
)
|
||||
Net income
|
15,443
|
|
|
7,877
|
|
|
—
|
|
|
23,320
|
|
||||
Acquisition of partners' interests in consolidated joint ventures
|
1,445
|
|
|
—
|
|
|
—
|
|
|
1,445
|
|
||||
Conversion of Limited Partner Units to shares of the Parent Company
|
487
|
|
|
—
|
|
|
—
|
|
|
487
|
|
||||
Adjustment to redeemable noncontrolling interests
|
(3,353
|
)
|
|
—
|
|
|
—
|
|
|
(3,353
|
)
|
||||
Balances, December 31, 2015
|
$
|
1,728,121
|
|
|
$
|
—
|
|
|
$
|
(2,145
|
)
|
|
$
|
1,725,976
|
|
|
Year Ended December 31,
|
||||||||||
|
2015
|
|
2014
|
|
2013
|
||||||
Cash flow from operating activities:
|
|
|
|
|
|
|
|
||||
Consolidated net income (loss)
|
$
|
29,315
|
|
|
$
|
(4,676
|
)
|
|
$
|
(3,535
|
)
|
Adjustments to reconcile consolidated net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Gain on sale of operating properties, net of tax
|
(4,066
|
)
|
|
(11,776
|
)
|
|
(487
|
)
|
|||
Impairment charge
|
1,592
|
|
|
—
|
|
|
5,372
|
|
|||
Gain on debt extinguishment
|
(5,645
|
)
|
|
—
|
|
|
(1,242
|
)
|
|||
Straight-line rent
|
(5,638
|
)
|
|
(4,744
|
)
|
|
(3,496
|
)
|
|||
Depreciation and amortization
|
170,521
|
|
|
123,862
|
|
|
57,757
|
|
|||
Provision for credit losses, net of recoveries
|
4,331
|
|
|
1,740
|
|
|
922
|
|
|||
Compensation expense for equity awards
|
4,580
|
|
|
2,914
|
|
|
1,932
|
|
|||
Amortization of debt fair value adjustment
|
(5,834
|
)
|
|
(3,468
|
)
|
|
(127
|
)
|
|||
Amortization of in-place lease liabilities
|
(3,347
|
)
|
|
(4,521
|
)
|
|
(2,674
|
)
|
|||
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
—
|
|
|
—
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
|||
Tenant receivables
|
(1,510
|
)
|
|
(10,044
|
)
|
|
(1,690
|
)
|
|||
Deferred costs and other assets
|
(6,646
|
)
|
|
(5,355
|
)
|
|
(9,062
|
)
|
|||
Accounts payable, accrued expenses, deferred revenue, and other liabilities
|
(903
|
)
|
|
(41,375
|
)
|
|
8,688
|
|
|||
Payments on assumed earnout liability
|
(2,581
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash provided by operating activities
|
169,337
|
|
|
42,557
|
|
|
52,358
|
|
|||
Cash flow from investing activities:
|
|
|
|
|
|
|
|
|
|||
Acquisitions of interests in properties
|
(166,411
|
)
|
|
(22,506
|
)
|
|
(407,215
|
)
|
|||
Capital expenditures, net
|
(92,564
|
)
|
|
(94,553
|
)
|
|
(112,581
|
)
|
|||
Net proceeds from sales of operating properties
|
170,016
|
|
|
191,126
|
|
|
7,293
|
|
|||
Net proceeds from sales of marketable securities acquired from Merger
|
—
|
|
|
18,601
|
|
|
—
|
|
|||
Net cash received from Merger
|
—
|
|
|
108,666
|
|
|
—
|
|
|||
Change in construction payables
|
4,562
|
|
|
(14,950
|
)
|
|
(2,396
|
)
|
|||
Collection of note receivable
|
—
|
|
|
542
|
|
|
—
|
|
|||
Net cash provided by (used in) investing activities
|
(84,397
|
)
|
|
186,926
|
|
|
(514,899
|
)
|
|||
Cash flow from financing activities:
|
|
|
|
|
|
|
|
|
|||
Contributions from the Parent Company
|
—
|
|
|
—
|
|
|
314,771
|
|
|||
Payments for redemption of preferred units
|
(102,500
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchases of common shares upon the vesting of restricted shares
|
(1,002
|
)
|
|
(378
|
)
|
|
(261
|
)
|
|||
Offering costs
|
—
|
|
|
(1,966
|
)
|
|
—
|
|
|||
Purchase of redeemable noncontrolling interests
|
(33,998
|
)
|
|
—
|
|
|
—
|
|
|||
Loan proceeds
|
984,303
|
|
|
146,495
|
|
|
528,590
|
|
|||
Loan transaction costs
|
(4,913
|
)
|
|
(4,270
|
)
|
|
(2,138
|
)
|
|||
Loan payments
|
(835,019
|
)
|
|
(285,244
|
)
|
|
(342,033
|
)
|
|||
Distributions paid – common unitholders
|
(89,379
|
)
|
|
(46,656
|
)
|
|
(20,594
|
)
|
|||
Distributions paid – preferred unitholders
|
(8,582
|
)
|
|
(8,456
|
)
|
|
(8,456
|
)
|
|||
Distributions paid – redeemable noncontrolling interests
|
(3,681
|
)
|
|
(2,992
|
)
|
|
(1,579
|
)
|
|||
Distributions to noncontrolling interests
|
(115
|
)
|
|
(324
|
)
|
|
(108
|
)
|
|||
Net cash (used in) provided by financing activities
|
(94,886
|
)
|
|
(203,791
|
)
|
|
468,192
|
|
|||
(Decrease) increase in cash and cash equivalents
|
(9,946
|
)
|
|
25,692
|
|
|
5,651
|
|
|||
Cash and cash equivalents, beginning of year
|
43,826
|
|
|
18,134
|
|
|
12,483
|
|
|||
Cash and cash equivalents, end of year
|
$
|
33,880
|
|
|
$
|
43,826
|
|
|
$
|
18,134
|
|
Supplemental disclosures
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest, net of capitalized interest
|
$
|
61,306
|
|
|
$
|
48,526
|
|
|
$
|
31,577
|
|
Cash paid for taxes
|
$
|
281
|
|
|
$
|
87
|
|
|
$
|
45
|
|
($ in thousands)
|
|
Balance at
|
||||||
|
|
December 31,
2015 |
|
December 31,
2014 |
||||
Investment properties, at cost:
|
|
|
|
|
||||
Land
|
|
$
|
805,646
|
|
|
$
|
778,780
|
|
Buildings and improvements
|
|
2,946,976
|
|
|
2,785,780
|
|
||
Furniture, equipment and other
|
|
6,960
|
|
|
6,398
|
|
||
Land held for development
|
|
34,975
|
|
|
35,907
|
|
||
Construction in progress
|
|
138,583
|
|
|
125,883
|
|
||
|
|
$
|
3,933,140
|
|
|
$
|
3,732,748
|
|
•
|
our ability to refinance debt and sell the property without the consent of any other partner or owner;
|
•
|
the inability of any other partner or owner to replace the Company as manager of the property; or
|
•
|
being the primary beneficiary of a VIE. The primary beneficiary is defined as the entity that has (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.
|
•
|
the fair value of the building on an as-if-vacant basis and the fair value of land determined either by comparable market data, real estate tax assessments, independent appraisals or other relevant data;
|
•
|
above-market and below-market in-place lease values for acquired properties, which are based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over the remaining non-cancelable term of the leases. Any below-market renewal options are also considered in the in-place lease values. The capitalized above-market and below-market lease values are amortized as a reduction of or addition to rental income over the term of the lease. Should a tenant vacate, terminate its lease, or otherwise notify us of its intent to do so, the unamortized portion of the lease intangibles would be charged or credited to income;
|
•
|
the value of leases acquired. We utilize independent and internal sources for our estimates to determine the respective in-place lease values. Our estimates of value are made using methods similar to those used by independent appraisers. Factors we consider in our analysis include an estimate of costs to execute similar leases including tenant improvements, leasing commissions and foregone costs and rent received during the estimated lease-up period as if the space was vacant. The value of in-place leases is amortized to expense over the remaining initial terms of the respective leases; and
|
•
|
the fair value of any assumed financing that is determined to be above or below market terms. We utilize third party and independent sources for our estimates to determine the respective fair value of each mortgage payable. The fair market value of each mortgage payable is amortized to interest expense over the remaining initial terms of the respective loan.
|
•
|
Level 1 fair value inputs are quoted prices in active markets for identical instruments to which we have access.
|
•
|
Level 2 fair value inputs are inputs other than quoted prices included in Level 1 that are observable for similar instruments, either directly or indirectly, and appropriately considers counterparty creditworthiness in the valuations.
|
•
|
Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an instrument at the measurement date. The inputs are unobservable in the market and significant to the valuation estimate.
|
($ in thousands)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Balance, beginning of year
|
|
$
|
2,433
|
|
|
$
|
1,328
|
|
|
$
|
755
|
|
Provision for credit losses, net of recoveries
|
|
4,331
|
|
|
1,740
|
|
|
922
|
|
|||
Accounts written off
|
|
(2,439
|
)
|
|
(635
|
)
|
|
(349
|
)
|
|||
Balance, end of year
|
|
$
|
4,325
|
|
|
$
|
2,433
|
|
|
$
|
1,328
|
|
($ in thousands)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Noncontrolling interests balance January 1
|
|
$
|
3,364
|
|
|
$
|
3,548
|
|
|
$
|
3,535
|
|
Net income allocable to noncontrolling interests,
excluding redeemable noncontrolling interests |
|
111
|
|
|
140
|
|
|
121
|
|
|||
Distributions to noncontrolling interests
|
|
(115
|
)
|
|
(324
|
)
|
|
(108
|
)
|
|||
Acquisition of partner's interest in Beacon Hill operating property
|
|
(2,353
|
)
|
|
—
|
|
|
—
|
|
|||
Partner's share of loss on sale of Cornelius Gateway operating property
|
|
(234
|
)
|
|
—
|
|
|
—
|
|
|||
Noncontrolling interests balance at December 31
|
|
$
|
773
|
|
|
$
|
3,364
|
|
|
$
|
3,548
|
|
|
|
Year Ended December 31,
|
|||||||
|
|
2015
|
|
2014
|
|
2013
|
|||
Parent Company’s weighted average interest in
Operating Partnership |
|
97.9
|
%
|
|
97.2
|
%
|
|
93.3
|
%
|
Limited partners' weighted average interests in
Operating Partnership |
|
2.1
|
%
|
|
2.8
|
%
|
|
6.7
|
%
|
($ in thousands)
|
|
2015
|
|
2014
|
|
2013
|
||||||
Redeemable noncontrolling interests balance January 1
|
|
$
|
125,082
|
|
|
$
|
43,928
|
|
|
$
|
37,670
|
|
Acquired redeemable noncontrolling interests from merger
|
|
—
|
|
|
69,356
|
|
|
—
|
|
|||
Acquisition of partner's interest in City Center operating property
|
|
(33,998
|
)
|
|
—
|
|
|
—
|
|
|||
Net income (loss) allocable to redeemable noncontrolling interests
|
|
2,087
|
|
|
891
|
|
|
(806
|
)
|
|||
Distributions declared to redeemable noncontrolling interests
|
|
(3,773
|
)
|
|
(3,021
|
)
|
|
(1,587
|
)
|
|||
Other, net
|
|
2,917
|
|
|
13,928
|
|
|
8,651
|
|
|||
Total limited partners' interests in Operating Partnership and other redeemable noncontrolling interests balance at December 31
|
|
$
|
92,315
|
|
|
$
|
125,082
|
|
|
$
|
43,928
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
Limited partners' interests in Operating Partnership
|
|
$
|
50,085
|
|
|
$
|
47,320
|
|
|
$
|
43,928
|
|
Other redeemable noncontrolling interests in certain subsidiaries
|
|
42,230
|
|
|
77,762
|
|
|
—
|
|
|||
Total limited partners' interests in Operating Partnership and other redeemable noncontrolling interests balance at December 31
|
|
$
|
92,315
|
|
|
$
|
125,082
|
|
|
$
|
43,928
|
|
|
|
Aggregate Intrinsic Value
|
|
Weighted-Average Remaining
Contractual Term (in years)
|
|
Options
|
|
Weighted-Average
Exercise Price
|
|||||
Outstanding at January 1, 2015
|
|
|
|
|
|
248,991
|
|
|
$
|
33.88
|
|
||
Granted
|
|
|
|
|
|
—
|
|
|
—
|
|
|||
Exercised
|
|
|
|
|
|
(1,250
|
)
|
|
10.56
|
|
|||
Expired
|
|
|
|
|
|
(14,375
|
)
|
|
60.68
|
|
|||
Forfeited
|
|
|
|
|
|
—
|
|
|
—
|
|
|||
Outstanding at December 31, 2015
|
|
$
|
1,282,272
|
|
|
2.95
|
|
233,366
|
|
|
$
|
32.36
|
|
Exercisable at December 31, 2015
|
|
$
|
1,272,738
|
|
|
2.94
|
|
231,875
|
|
|
$
|
32.44
|
|
Exercisable at December 31, 2014
|
|
|
|
|
|
243,686
|
|
|
$
|
34.16
|
|
|
|
Number of Restricted
Shares
|
|
Weighted Average
Grant Date Fair
Value per share
|
|||
Restricted shares outstanding at January 1, 2015
|
|
615,453
|
|
|
$
|
22.87
|
|
Shares granted
|
|
121,075
|
|
|
28.10
|
|
|
Shares forfeited
|
|
(358
|
)
|
|
21.49
|
|
|
Shares canceled
|
|
(274,835
|
)
|
|
21.25
|
|
|
Shares vested
|
|
(105,001
|
)
|
|
23.86
|
|
|
Restricted shares outstanding at December 31, 2015
|
|
356,334
|
|
|
$
|
25.61
|
|
($ in thousands)
|
|
2015
|
|
2014
|
||||
Deferred financing costs
|
|
$
|
19,052
|
|
|
$
|
14,575
|
|
Acquired lease intangible assets
|
|
138,796
|
|
|
142,823
|
|
||
Deferred leasing costs and other
|
|
54,902
|
|
|
48,149
|
|
||
|
|
212,750
|
|
|
205,547
|
|
||
Less—accumulated amortization
|
|
(54,866
|
)
|
|
(36,583
|
)
|
||
Total
|
|
157,884
|
|
|
168,964
|
|
||
Deferred costs and intangibles, net – properties held for sale
|
|
—
|
|
|
(8,986
|
)
|
||
Total
|
|
$
|
157,884
|
|
|
$
|
159,978
|
|
($ in thousands)
|
Amortization of above market leases
|
|
Amortization of deferred leasing costs
|
|
Total
|
||||||
2016
|
$
|
5,252
|
|
|
$
|
16,737
|
|
|
$
|
21,989
|
|
2017
|
4,293
|
|
|
13,866
|
|
|
18,159
|
|
|||
2018
|
2,724
|
|
|
10,045
|
|
|
12,769
|
|
|||
2019
|
1,475
|
|
|
7,507
|
|
|
8,982
|
|
|||
2020
|
1,279
|
|
|
6,560
|
|
|
7,839
|
|
|||
Thereafter
|
5,307
|
|
|
35,279
|
|
|
40,586
|
|
|||
Total
|
$
|
20,330
|
|
|
$
|
89,994
|
|
|
$
|
110,324
|
|
($ in thousands)
|
|
For the year ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Amortization of deferred financing costs
|
|
$
|
3,209
|
|
|
$
|
2,864
|
|
|
$
|
2,434
|
|
Amortization of deferred leasing costs, lease intangibles and other
|
|
25,187
|
|
|
17,291
|
|
|
5,605
|
|
|||
Amortization of above market lease intangibles
|
|
6,860
|
|
|
4,787
|
|
|
534
|
|
($ in thousands)
|
|
2015
|
|
2014
|
||||
Unamortized in-place lease liabilities
|
|
$
|
112,405
|
|
|
$
|
125,336
|
|
Retainages payable and other
|
|
5,636
|
|
|
2,852
|
|
||
Assumed earnout liability (Note 15)
|
|
1,380
|
|
|
9,664
|
|
||
Tenant rents received in advance
|
|
12,138
|
|
|
10,841
|
|
||
Total
|
|
131,559
|
|
|
148,693
|
|
||
Deferred revenue, intangibles, net and other liabilities – liabilities held for sale
|
|
—
|
|
|
(12,284
|
)
|
||
Total
|
|
$
|
131,559
|
|
|
$
|
136,409
|
|
($ in thousands)
|
|
||
2016
|
$
|
8,198
|
|
2017
|
7,143
|
|
|
2018
|
6,414
|
|
|
2019
|
5,855
|
|
|
2020
|
5,442
|
|
|
Thereafter
|
79,353
|
|
|
Total
|
$
|
112,405
|
|
Property Name
|
|
MSA
|
|
Acquisition Date
|
|
|
|
|
|
Colleyville Downs
|
|
Dallas, TX
|
|
April 2015
|
Belle Isle Station
|
|
Oklahoma City, OK
|
|
May 2015
|
Livingston Shopping Center
|
|
New York
-
Newark
|
|
July 2015
|
Chapel Hill Shopping Center
|
|
Fort Worth, TX
|
|
August 2015
|
($ in thousands)
|
|
||
Investment properties, net
|
$
|
176,223
|
|
Lease-related intangible assets, net
|
17,436
|
|
|
Other assets
|
435
|
|
|
Total acquired assets
|
194,094
|
|
|
|
|
|
|
Mortgage and other indebtedness
|
18,473
|
|
|
Accounts payable and accrued expenses
|
2,125
|
|
|
Deferred revenue and other liabilities
|
8,269
|
|
|
Total assumed liabilities
|
28,867
|
|
|
|
|
|
|
Fair value of acquired net assets
|
$
|
165,227
|
|
Property Name
|
|
MSA
|
|
Acquisition Date
|
|
Purchase Price
($ in millions)
|
||
|
|
|
|
|
|
|
||
Merger with Inland Diversified
|
|
Various
|
|
July 2014
|
|
$
|
2,128.6
|
|
|
|
|
|
|
|
|
||
Rampart Commons
|
|
Las Vegas, NV
|
|
December 2014
|
|
32.3
|
|
|
|
Low
|
|
High
|
||||
Lease-up period (months)
|
|
6
|
|
|
18
|
|
||
Net rental rate per square foot – Anchors (greater than 10,000 square feet)
|
|
$
|
5.00
|
|
|
$
|
30.00
|
|
Net rental rate per square foot – Small Shops
|
|
$
|
11.00
|
|
|
$
|
53.00
|
|
Discount rate
|
|
5.75
|
%
|
|
9.25
|
%
|
($ in thousands)
|
|
||
Assets:
|
|
||
Investment properties, net
|
$
|
2,095,567
|
|
Deferred costs, net
|
143,210
|
|
|
Investments in marketable securities
|
18,602
|
|
|
Cash and cash equivalents
|
108,666
|
|
|
Accounts receivable, prepaid expenses, and other
|
20,157
|
|
|
Total assets
|
$
|
2,386,202
|
|
|
|
|
|
Liabilities:
|
|
|
|
Mortgage and other indebtedness, including debt premium of $33,298
|
$
|
892,909
|
|
Deferred revenue and other liabilities
|
129,935
|
|
|
Accounts payable and accrued expenses
|
59,314
|
|
|
Total Liabilities
|
1,082,158
|
|
|
|
|
|
|
Noncontrolling interests
|
69,356
|
|
|
Common stock issued
|
1,234,688
|
|
|
Total estimated fair value of acquired net assets
|
$
|
2,386,202
|
|
($ in thousands)
|
Year ended December 31,
|
||
|
2014
|
||
Revenue
|
$
|
92,212
|
|
Expenses:
|
|
|
|
Property operating
|
14,262
|
|
|
Real estate taxes and other
|
11,254
|
|
|
Depreciation and amortization
|
43,257
|
|
|
Interest expense
|
14,845
|
|
|
Total expenses
|
83,618
|
|
|
Gain on sale and other (1)
|
2,153
|
|
|
Net income impact from 2014 acquisitions prior to income allocable to noncontrolling interests
|
10,747
|
|
|
Income allocable to noncontrolling interests
|
(1,284
|
)
|
|
Impact from 2014 acquisitions on income attributable to Kite Realty Trust
|
$
|
9,463
|
|
____________________
|
|
1
|
We sold eight properties that were acquired through the Merger in November and December 2014.
|
($ in thousands)
|
|
Twelve Months Ended
December 31,
(unaudited)
|
||||||
|
|
2014
|
|
2013
|
||||
Total revenue
|
|
$
|
355,716
|
|
|
$
|
357,506
|
|
Consolidated net income
|
|
26,911
|
|
|
2,219
|
|
Property Name
|
|
MSA
|
|
Acquisition Date
|
|
Purchase Price
($ in millions)
|
||
|
|
|
|
|
|
|
||
Shoppes of Eastwood
|
|
Orlando, FL
|
|
January 2013
|
|
$
|
11.6
|
|
Cool Springs Market
|
|
Nashville, TN
|
|
April 2013
|
|
37.6
|
|
|
Castleton Crossing
|
|
Indianapolis, IN
|
|
May 2013
|
|
39.0
|
|
|
Toringdon Market
|
|
Charlotte, NC
|
|
August 2013
|
|
15.9
|
|
|
|
|
|
|
|
|
|
||
Nine Property Portfolio
|
|
Various
|
|
November 2013
|
|
304.0
|
|
($ in thousands)
|
Allocation to opening
balance sheet
|
||
Investment properties, net
|
$
|
419,080
|
|
Lease-related intangible assets
|
19,537
|
|
|
Other assets
|
293
|
|
|
Total acquired assets
|
438,910
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
2,204
|
|
|
Deferred revenue and other liabilities
|
29,291
|
|
|
Total assumed liabilities
|
31,495
|
|
|
|
|
|
|
Fair value of acquired net assets
|
$
|
407,415
|
|
Property Name
|
|
MSA
|
|
Owned GLA
|
|
Sold in late 2014
|
|
|
|
|
|
Copps Grocery
|
|
Stevens Point, WI
|
|
69,911
|
|
Fox Point
|
|
Neenah, WI
|
|
171,121
|
|
Harvest Square
|
|
Harvest, AL
|
|
70,590
|
|
Landing at Ocean Isle Beach
|
|
Ocean Isle Beach, NC
|
|
53,220
|
|
Branson Hills Plaza
1
|
|
Branson, MO
|
|
289,986
|
|
Shoppes at Branson Hills
|
|
Branson, MO
|
|
|
|
Shoppes at Prairie Ridge
|
|
Pleasant Prairie, WI
|
|
128,431
|
|
Heritage Square
|
|
Conyers, GA
|
|
22,385
|
|
|
|
|
|
|
|
Sold in early 2015
|
|
|
|
|
|
Eastside Junction
|
|
Athens, AL
|
|
79,700
|
|
Fairgrounds Crossing
|
|
Hot Springs, AR
|
|
151,927
|
|
Hawk Ridge
|
|
Saint Louis, MO
|
|
75,951
|
|
Prattville Town Center
|
|
Prattville, AL
|
|
168,842
|
|
Regal Court
|
|
Shreveport, LA
|
|
151,719
|
|
Whispering Ridge
|
|
Omaha, NE
|
|
69,676
|
|
Walgreens Plaza
|
|
Jacksonville, NC
|
|
42,219
|
|
____________________
|
|
1
|
Owned GLA includes Branson Hills Plaza and Shoppes at Branson Hills.
|
($ in thousands)
|
December 31,
|
||
|
2014
|
||
Assets:
|
|
||
Investment properties, at cost
|
$
|
170,782
|
|
Less: accumulated depreciation
|
(1,313
|
)
|
|
|
169,469
|
|
|
|
|
|
|
Accounts receivable, prepaids and other assets
|
1,187
|
|
|
Deferred costs and intangibles, net
|
8,986
|
|
|
Total assets held for sale
|
$
|
179,642
|
|
|
|
|
|
Liabilities:
|
|
|
|
Mortgage and other indebtedness, including net premium
|
$
|
67,452
|
|
Accounts payable and accrued expenses
|
1,428
|
|
|
Deferred revenue, intangibles and other liabilities
|
12,284
|
|
|
Total liabilities held for sale
|
$
|
81,164
|
|
($ in thousands)
|
|
Year ended December 31,
|
||||||
|
|
2014
|
|
2013
|
||||
Revenue
|
|
$
|
—
|
|
|
$
|
2,565
|
|
Expenses:
|
|
|
|
|
|
|
||
Property operating
|
|
—
|
|
|
117
|
|
||
Real estate taxes and other
|
|
—
|
|
|
199
|
|
||
Depreciation and amortization
|
|
—
|
|
|
844
|
|
||
Impairment charge
|
|
—
|
|
|
5,372
|
|
||
Total expenses
|
|
—
|
|
|
6,532
|
|
||
Operating loss
|
|
—
|
|
|
(3,967
|
)
|
||
Interest expense
|
|
—
|
|
|
(571
|
)
|
||
Loss from discontinued operations
|
|
—
|
|
|
(4,538
|
)
|
||
Gain on debt extinguishment
|
|
—
|
|
|
1,242
|
|
||
Gain on sale of operating properties, net
|
|
3,198
|
|
|
487
|
|
||
Total income (loss) from discontinued operations
|
|
$
|
3,198
|
|
|
$
|
(2,809
|
)
|
|
|
|
|
|
||||
Income (loss) from discontinued operations attributable to Kite Realty Group Trust common shareholders
|
|
$
|
3,111
|
|
|
$
|
(2,620
|
)
|
Income (loss) from discontinued operations attributable to noncontrolling interests
|
|
87
|
|
|
(189
|
)
|
||
Total income (loss) from discontinued operations
|
|
$
|
3,198
|
|
|
$
|
(2,809
|
)
|
($ in thousands)
|
|
Balance at December 31,
|
||||||
Description
|
|
2015
|
|
2014
|
||||
Senior Unsecured Notes
|
|
|
|
|
||||
Maturing at various dates through September 2027; interest rates ranging from 4.23% to 4.57% at December 31, 2015
|
|
$
|
250,000
|
|
|
$
|
—
|
|
Unsecured Revolving Credit Facility
|
|
|
|
|
||||
Matures July 2018
1
; borrowing level up to $339.5 million available at December 31, 2015 and $500 million at December 31, 2014; interest at LIBOR + 1.40%
2
or 1.83% at December 31, 2015 and interest at LIBOR + 1.40%
2
or 1.57% at December 31, 2014
|
|
20,000
|
|
|
160,000
|
|
||
Unsecured Term Loans
|
|
|
|
|
|
|
||
$400 million matures July 2019
3
; interest at LIBOR + 1.35%
2
or 1.78% at December 31, 2015 and interest at LIBOR + 1.35%
2
or 1.52% at December 31, 2014; $100 million matures October 2022; interest at LIBOR + 1.60%
2
or 2.03% at December 31, 2015
|
|
500,000
|
|
|
230,000
|
|
||
Construction Loans—Variable Rate
|
|
|
|
|
|
|
||
Generally interest only; maturing at various dates through 2016; interest at LIBOR + 1.75%-2.10%, ranging from 2.18% to 2.53% at December 31, 2015 and interest at LIBOR+1.75%-2.10%, ranging from 1.92% to 2.27% at December 31, 2014
|
|
132,776
|
|
|
119,347
|
|
||
Mortgage Notes Payable—Fixed Rate
|
|
|
|
|
|
|
||
Generally due in monthly installments of principal and interest; maturing at various dates through 2030; interest rates ranging from 3.78% to 6.78% at December 31, 2015 and interest rates ranging from 3.81% to 6.78% at December 31, 2014
|
|
756,494
|
|
|
810,959
|
|
||
Mortgage Notes Payable—Variable Rate
|
|
|
|
|
|
|
||
Due in monthly installments of principal and interest; maturing at various dates through 2023; interest at LIBOR + 1.70%-2.25%, ranging from 2.13% to 2.68% at December 31, 2015 and interest at LIBOR + 1.75%-2.75%, ranging from 1.92% to 2.92% at December 31, 2014
|
|
58,268
|
|
|
205,798
|
|
||
Net premium on acquired indebtedness
|
|
16,521
|
|
|
28,159
|
|
||
Total mortgage and other indebtedness
|
|
$
|
1,734,059
|
|
|
$
|
1,554,263
|
|
____________________
|
|
1
|
The maturity date may be extended at the Company’s option for up to two additional periods of six months each, subject to certain conditions.
|
2
|
The interest rates on our unsecured revolving credit facility and unsecured term loans varied at certain parts of the year due to provisions in the agreement and the amendment and restatement of the agreement.
|
3
|
The maturity date may be extended for an additional six months at the Company’s option subject to certain conditions.
|
($ in thousands)
|
|
Annual Principal Payments
|
|
Term Maturity
1
|
|
Total
|
||||||
2016
|
|
$
|
5,666
|
|
|
$
|
261,041
|
|
|
$
|
266,707
|
|
2017
|
|
5,103
|
|
|
17,026
|
|
|
22,129
|
|
|||
2018
|
|
5,335
|
|
|
62,584
|
|
|
67,919
|
|
|||
2019
|
|
5,255
|
|
|
20,000
|
|
|
25,255
|
|
|||
2020
|
|
5,200
|
|
|
442,339
|
|
|
447,539
|
|
|||
Thereafter
|
|
12,196
|
|
|
875,793
|
|
|
887,989
|
|
|||
|
|
$
|
38,755
|
|
|
$
|
1,678,783
|
|
|
$
|
1,717,538
|
|
Unamortized Premiums
|
|
|
|
|
|
16,521
|
|
|||||
Total
|
|
|
|
|
|
$
|
1,734,059
|
|
____________________
|
|
1
|
This presentation reflects the Company's exercise of its options to extend the maturity dates by one year to July 1, 2019 for the Company's unsecured credit facility and its option to extend the maturity date by six months to January 1, 2020 for the Company's unsecured term loan.
|
•
|
In 2015, we drew
$102.6 million
on the unsecured revolving credit facility to redeem all the outstanding shares of our Series A Cumulative Redeemable Perpetual Preferred Shares;
$59 million
to fund a portion of the acquisitions of Colleyville Downs, Belle Isle Station, Livingston Shopping Center and Chapel Hill Shopping Center;
$30 million
to fund the acquisition of our partner's interest in our City Center operating property; and
$14.7 million
on construction loans related to development projects;
|
•
|
In 2015, we retired the
$12.2 million
loan secured by our Indian River operating property, the
$26.2 million
loan secured by our Plaza Volente operating property and the
$50.1 million
loan secured by our Landstown Commons operating property;
|
•
|
In December 2015, we entered into a new
$33 million
loan secured by our Crossing at Killingly operating property and paid down
$44.9 million
on the unsecured revolving credit facility utilizing proceeds from our property sales;
|
•
|
In August 2015, in connection with the acquisition of Chapel Hill Shopping Center, we assumed a
$18.3 million
loan secured by the operating property. As part of the estimated fair value determination, a debt premium of
$0.2 million
was recorded;
|
•
|
In March 2015, we used a portion of the proceeds from the sale of
seven
operating properties to retire the
$24 million
loan secured by the Regal Court property and to pay down
$27 million
on the unsecured revolving credit facility; and
|
•
|
We made scheduled principal payments on indebtedness totaling
$6.5 million
.
|
($ in thousands)
|
|
||
2016
|
$
|
255,764
|
|
2017
|
238,169
|
|
|
2018
|
203,888
|
|
|
2019
|
174,547
|
|
|
2020
|
150,735
|
|
|
Thereafter
|
743,848
|
|
|
Total
|
$
|
1,766,951
|
|
($ in thousands)
|
|
||
2016
|
$
|
1,494
|
|
2017
|
1,494
|
|
|
2018
|
1,132
|
|
|
2019
|
1,103
|
|
|
2020
|
1,088
|
|
|
Thereafter
|
44,583
|
|
|
Total
|
$
|
50,894
|
|
($ in thousands)
|
|
|
Quarter Ended
June 30, 2015 |
|
Quarter Ended
September 30, 2015 |
|
Quarter Ended
December 31, 2015 |
|||||||||
Total revenue
|
|
$
|
86,828
|
|
|
$
|
83,735
|
|
|
$
|
87,147
|
|
|
89,295
|
|
|
Operating income
|
|
18,483
|
|
|
16,099
|
|
|
16,911
|
|
|
20,307
|
|
||||
Income from continuing operations
|
|
4,499
|
|
|
7,235
|
|
|
2,961
|
|
|
10,402
|
|
||||
Gain on sale of operating properties, net
|
|
3,363
|
|
|
—
|
|
|
—
|
|
|
854
|
|
||||
Consolidated net income
|
|
7,862
|
|
|
7,235
|
|
|
2,961
|
|
|
11,256
|
|
||||
Net income from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
7,179
|
|
|
6,727
|
|
|
2,526
|
|
|
10,685
|
|
||||
Net income attributable to Kite Realty Group Trust common shareholders
|
|
5,065
|
|
|
4,613
|
|
|
412
|
|
|
$
|
5,353
|
|
|||
Net income per common share – basic and diluted:
|
|
|
|
|
|
|
|
|
||||||||
Net income from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
0.06
|
|
|
0.06
|
|
|
0.00
|
|
|
0.06
|
|
||||
Net income attributable to Kite Realty Group Trust common shareholders
|
|
0.06
|
|
|
0.06
|
|
|
0.00
|
|
|
0.06
|
|
||||
Weighted average Common Shares outstanding - basic
|
|
83,532,092
|
|
|
83,506,078
|
|
|
83,325,074
|
|
|
83,327,664
|
|
||||
Weighted average Common Shares outstanding - diluted
|
|
83,625,352
|
|
|
83,803,879
|
|
|
83,433,379
|
|
|
83,438,844
|
|
($ in thousands)
|
|
Quarter Ended
March 31, 2014 |
|
Quarter Ended
June 30, 2014 |
|
Quarter Ended
September 30, 2014 |
|
Quarter Ended
December 31, 2014 |
||||||||
Total revenue
|
|
$
|
42,660
|
|
|
$
|
40,843
|
|
|
$
|
88,576
|
|
|
$
|
87,448
|
|
Operating income
|
|
5,206
|
|
|
4,319
|
|
|
(1,316
|
)
|
|
21,120
|
|
||||
(Loss) income from continuing operations
|
|
(2,217
|
)
|
|
(3,196
|
)
|
|
(16,729
|
)
|
|
5,786
|
|
||||
Income (loss) from discontinued operations
|
|
3,198
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Gain on sale of operating properties, net
|
|
3,490
|
|
|
—
|
|
|
2,749
|
|
|
2,243
|
|
||||
Consolidated net income (loss)
|
|
4,471
|
|
|
(3,196
|
)
|
|
(13,980
|
)
|
|
8,029
|
|
||||
Net income (loss) from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
4,332
|
|
|
(2,976
|
)
|
|
(14,284
|
)
|
|
7,227
|
|
||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
|
2,218
|
|
|
(5,090
|
)
|
|
(16,398
|
)
|
|
5,113
|
|
||||
Net (loss) income per common share – basic and diluted:
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income from continuing operations attributable to Kite Realty Group Trust common shareholders
|
|
0.00
|
|
|
(0.16
|
)
|
|
(0.20
|
)
|
|
0.06
|
|
||||
Net income (loss) attributable to Kite Realty Group Trust common shareholders
|
|
0.08
|
|
|
(0.16
|
)
|
|
(0.20
|
)
|
|
0.06
|
|
||||
Weighted average Common Shares outstanding - basic
|
|
32,755,898
|
|
|
32,884,467
|
|
|
83,455,900
|
|
|
83,478,680
|
|
||||
Weighted average Common Shares outstanding - diluted
|
|
32,755,898
|
|
|
32,884,467
|
|
|
83,455,900
|
|
|
83,727,400
|
|
($ in thousands)
|
Twelve Months Ended
December 31, 2015 |
||
Earnout liability – beginning of period
|
$
|
9,664
|
|
Decreases:
|
|
|
|
Settlement of earnout obligations
|
(2,581
|
)
|
|
Adjustments to estimated fair value determination during the Merger measurement period
|
(871
|
)
|
|
Non-cash gain from release of assumed earnout liability
|
(4,832
|
)
|
|
Earnout liability – end of period
|
$
|
1,380
|
|
($ in thousands)
|
|
Year Ended
December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Assumption of mortgages upon completion of Merger including debt premium of $33,298
|
|
$
|
—
|
|
|
$
|
892,909
|
|
|
$
|
—
|
|
Properties and other assets acquired upon completion of Merger
|
|
—
|
|
|
2,367,600
|
|
|
—
|
|
|||
Marketable securities acquired upon completion of Merger
|
|
—
|
|
|
18,602
|
|
|
—
|
|
|||
Assumption of debt in connection with acquisition of Rampart Commons including debt premium of $2,221
|
|
—
|
|
|
14,586
|
|
|
—
|
|
|||
Accrued distribution to preferred shareholders
|
|
—
|
|
|
705
|
|
|
705
|
|
|||
Extinguishment of mortgages upon transfer of Tranche I operating properties
|
|
—
|
|
|
75,800
|
|
|
—
|
|
|||
Assumption of mortgages by buyer upon sale of properties
|
|
40,303
|
|
|
—
|
|
|
—
|
|
|||
Assumption of debt in connection with acquisition of Chapel Hill Shopping Center including debt premium of $212
|
|
18,462
|
|
|
—
|
|
|
—
|
|
|||
Extinguishment of mortgage upon transfer of Kedron Village operating property
|
|
—
|
|
|
—
|
|
|
29,195
|
|
|||
Net assets of Kedron Village transferred to lender (excluding non-recourse debt)
|
|
—
|
|
|
—
|
|
|
27,953
|
|
($ in thousands)
|
|
|
|
Initial Cost
|
|
Cost Capitalized
Subsequent to Acquisition/Development
|
|
Gross Carrying Amount
Close of Period
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Accumulated
|
|
Year Built /
|
|
Year
|
||||||||||||||||||
Name
|
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
|
Renovated
|
|
Acquired
|
||||||||||||||||||
Operating Properties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
12th Street Plaza
|
|
$
|
—
|
|
|
$
|
2,624
|
|
|
$
|
13,432
|
|
|
$
|
—
|
|
|
$
|
190
|
|
|
$
|
2,624
|
|
|
$
|
13,622
|
|
|
$
|
16,246
|
|
|
$
|
2,103
|
|
|
1978/2003
|
|
2012
|
54th & College *
|
|
—
|
|
|
2,672
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,672
|
|
|
—
|
|
|
2,672
|
|
|
—
|
|
|
2008
|
|
NA
|
|||||||||
Bayonne Crossing
|
|
45,000
|
|
|
47,809
|
|
|
44,297
|
|
|
—
|
|
|
627
|
|
|
47,809
|
|
|
44,924
|
|
|
92,733
|
|
|
2,874
|
|
|
2011
|
|
2014
|
|||||||||
Bayport Commons
|
|
12,325
|
|
|
7,413
|
|
|
21,846
|
|
|
—
|
|
|
1,373
|
|
|
7,413
|
|
|
23,219
|
|
|
30,632
|
|
|
4,952
|
|
|
2008
|
|
NA
|
|||||||||
Beacon Hill *
|
|
—
|
|
|
3,293
|
|
|
13,528
|
|
|
—
|
|
|
798
|
|
|
3,293
|
|
|
14,326
|
|
|
17,619
|
|
|
3,215
|
|
|
2006
|
|
NA
|
|||||||||
Bell Oaks Centre
|
|
6,548
|
|
|
1,230
|
|
|
12,742
|
|
|
—
|
|
|
97
|
|
|
1,230
|
|
|
12,839
|
|
|
14,069
|
|
|
1,007
|
|
|
2008
|
|
2014
|
|||||||||
Belle Isle *
|
|
—
|
|
|
9,130
|
|
|
41,493
|
|
|
—
|
|
|
—
|
|
|
9,130
|
|
|
41,493
|
|
|
50,623
|
|
|
1,437
|
|
|
2000
|
|
2015
|
|||||||||
Bolton Plaza *
|
|
—
|
|
|
3,733
|
|
|
18,995
|
|
|
—
|
|
|
761
|
|
|
3,733
|
|
|
19,756
|
|
|
23,489
|
|
|
6,523
|
|
|
1986/2014
|
|
NA
|
|||||||||
Boulevard Crossing
|
|
11,290
|
|
|
4,386
|
|
|
9,521
|
|
|
—
|
|
|
2,000
|
|
|
4,386
|
|
|
11,521
|
|
|
15,907
|
|
|
4,093
|
|
|
2004
|
|
NA
|
|||||||||
Bridgewater Marketplace *
|
|
—
|
|
|
3,407
|
|
|
8,694
|
|
|
—
|
|
|
81
|
|
|
3,407
|
|
|
8,775
|
|
|
12,182
|
|
|
2,103
|
|
|
2008
|
|
NA
|
|||||||||
Burlington Coat Factory *
|
|
—
|
|
|
29
|
|
|
2,773
|
|
|
—
|
|
|
—
|
|
|
29
|
|
|
2,773
|
|
|
2,802
|
|
|
1,024
|
|
|
1992/2000
|
|
2000
|
|||||||||
Burnt Store Promenade *
|
|
—
|
|
|
5,107
|
|
|
6,214
|
|
|
—
|
|
|
75
|
|
|
5,107
|
|
|
6,289
|
|
|
11,396
|
|
|
1,261
|
|
|
1989
|
|
2013
|
|||||||||
Cannery Corner
|
|
—
|
|
|
6,267
|
|
|
10,559
|
|
|
—
|
|
|
78
|
|
|
6,267
|
|
|
10,637
|
|
|
16,904
|
|
|
802
|
|
|
2008
|
|
2014
|
|||||||||
Castleton Crossing *
|
|
—
|
|
|
9,761
|
|
|
29,400
|
|
|
—
|
|
|
140
|
|
|
9,761
|
|
|
29,540
|
|
|
39,301
|
|
|
4,625
|
|
|
1975
|
|
2013
|
|||||||||
Chapel Hill Shopping Center
|
|
18,250
|
|
|
—
|
|
|
35,215
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,215
|
|
|
35,215
|
|
|
592
|
|
|
2001
|
|
2015
|
|||||||||
Centennial Center
|
|
70,455
|
|
|
58,960
|
|
|
73,080
|
|
|
—
|
|
|
436
|
|
|
58,960
|
|
|
73,516
|
|
|
132,476
|
|
|
8,306
|
|
|
2002
|
|
2014
|
|||||||||
Centennial Gateway
|
|
44,385
|
|
|
5,305
|
|
|
49,295
|
|
|
—
|
|
|
171
|
|
|
5,305
|
|
|
49,466
|
|
|
54,771
|
|
|
4,079
|
|
|
2005
|
|
2014
|
|||||||||
Centre Point Commons
|
|
14,410
|
|
|
2,918
|
|
|
22,813
|
|
|
—
|
|
|
243
|
|
|
2,918
|
|
|
23,056
|
|
|
25,974
|
|
|
1,632
|
|
|
2007
|
|
2014
|
|||||||||
Clay Marketplace *
|
|
—
|
|
|
1,398
|
|
|
8,753
|
|
|
—
|
|
|
25
|
|
|
1,398
|
|
|
8,778
|
|
|
10,176
|
|
|
1,015
|
|
|
1966/2003
|
|
2013
|
|||||||||
Cobblestone Plaza *
|
|
—
|
|
|
11,221
|
|
|
46,276
|
|
|
—
|
|
|
147
|
|
|
11,221
|
|
|
46,423
|
|
|
57,644
|
|
|
7,118
|
|
|
2011
|
|
NA
|
|||||||||
Colonial Square
|
|
25,000
|
|
|
11,743
|
|
|
31,568
|
|
|
—
|
|
|
190
|
|
|
11,743
|
|
|
31,758
|
|
|
43,501
|
|
|
1,818
|
|
|
2010
|
|
2014
|
|||||||||
Colleyville Downs *
|
|
—
|
|
|
5,446
|
|
|
38,696
|
|
|
—
|
|
|
—
|
|
|
5,446
|
|
|
38,696
|
|
|
44,142
|
|
|
1,678
|
|
|
2014
|
|
2015
|
|||||||||
Cool Creek Commons *
|
|
16,330
|
|
|
6,062
|
|
|
13,971
|
|
|
—
|
|
|
1,430
|
|
|
6,062
|
|
|
15,401
|
|
|
21,463
|
|
|
4,875
|
|
|
2005
|
|
NA
|
|||||||||
Cool Springs Market *
|
|
—
|
|
|
12,684
|
|
|
23,082
|
|
|
—
|
|
|
2,026
|
|
|
12,684
|
|
|
25,108
|
|
|
37,792
|
|
|
4,394
|
|
|
1995
|
|
2013
|
|||||||||
Cove Center *
|
|
—
|
|
|
2,036
|
|
|
18,603
|
|
|
—
|
|
|
489
|
|
|
2,036
|
|
|
19,092
|
|
|
21,128
|
|
|
5,531
|
|
|
1984/2008
|
|
2012
|
|||||||||
Crossing at Killingly Commons
|
|
33,000
|
|
|
21,999
|
|
|
35,242
|
|
|
—
|
|
|
141
|
|
|
21,999
|
|
|
35,383
|
|
|
57,382
|
|
|
2,537
|
|
|
2010
|
|
2014
|
|||||||||
Delray Marketplace
|
|
56,833
|
|
|
18,750
|
|
|
90,524
|
|
|
1,284
|
|
|
3,200
|
|
|
20,034
|
|
|
93,724
|
|
|
113,758
|
|
|
8,555
|
|
|
2013
|
|
NA
|
|||||||||
DePauw University Bookstore & Café
|
|
—
|
|
|
64
|
|
|
663
|
|
|
—
|
|
|
45
|
|
|
64
|
|
|
708
|
|
|
772
|
|
|
179
|
|
|
2012
|
|
NA
|
|||||||||
Draper Crossing *
|
|
—
|
|
|
9,054
|
|
|
28,540
|
|
|
—
|
|
|
159
|
|
|
9,054
|
|
|
28,699
|
|
|
37,753
|
|
|
2,591
|
|
|
2012
|
|
2014
|
|||||||||
Draper Peaks *
|
|
—
|
|
|
11,498
|
|
|
48,877
|
|
|
522
|
|
|
557
|
|
|
12,020
|
|
|
49,434
|
|
|
61,454
|
|
|
3,634
|
|
|
2012
|
|
2014
|
|||||||||
Eastern Beltway
|
|
34,100
|
|
|
23,221
|
|
|
49,648
|
|
|
—
|
|
|
96
|
|
|
23,221
|
|
|
49,744
|
|
|
72,965
|
|
|
4,650
|
|
|
1998/2006
|
|
2014
|
|||||||||
Eastgate
|
|
—
|
|
|
4,073
|
|
|
21,350
|
|
|
—
|
|
|
47
|
|
|
4,073
|
|
|
21,397
|
|
|
25,470
|
|
|
2,071
|
|
|
2002
|
|
2014
|
|||||||||
Eastgate Pavilion *
|
|
—
|
|
|
8,122
|
|
|
19,807
|
|
|
—
|
|
|
858
|
|
|
8,122
|
|
|
20,665
|
|
|
28,787
|
|
|
7,711
|
|
|
1995
|
|
2004
|
|||||||||
Eddy Street Commons
|
|
23,946
|
|
|
1,900
|
|
|
37,858
|
|
|
—
|
|
|
556
|
|
|
1,900
|
|
|
38,414
|
|
|
40,314
|
|
|
7,604
|
|
|
2009
|
|
NA
|
|||||||||
Estero Town Commons *
|
|
—
|
|
|
8,973
|
|
|
9,968
|
|
|
—
|
|
|
85
|
|
|
8,973
|
|
|
10,053
|
|
|
19,026
|
|
|
2,352
|
|
|
2006
|
|
NA
|
|||||||||
Fox Lake Crossing *
|
|
—
|
|
|
5,685
|
|
|
9,324
|
|
|
—
|
|
|
240
|
|
|
5,685
|
|
|
9,564
|
|
|
15,249
|
|
|
3,204
|
|
|
2002
|
|
2005
|
|||||||||
Gainesville Plaza *
|
|
—
|
|
|
5,437
|
|
|
18,237
|
|
|
—
|
|
|
776
|
|
|
5,437
|
|
|
19,013
|
|
|
24,450
|
|
|
3,770
|
|
|
2015
|
|
2004
|
|
|
|
|
Initial Cost
|
|
Cost Capitalized
Subsequent to Acquisition/Development
|
|
Gross Carrying Amount
Close of Period
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Accumulated
|
|
Year Built /
|
|
Year
|
|||||||||
Name
|
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
|
Renovated
|
|
Acquired
|
|||||||||
Operating Properties (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Geist Pavilion
|
|
10,557
|
|
|
1,368
|
|
|
9,481
|
|
|
—
|
|
|
1,674
|
|
|
1,368
|
|
|
11,155
|
|
|
12,523
|
|
|
3,890
|
|
|
2006
|
|
NA
|
Glendale Town Center *
|
|
—
|
|
|
1,494
|
|
|
44,230
|
|
|
—
|
|
|
1,618
|
|
|
1,494
|
|
|
45,848
|
|
|
47,342
|
|
|
24,226
|
|
|
1958/2008
|
|
1999
|
Greyhound Commons *
|
|
—
|
|
|
2,629
|
|
|
794
|
|
|
—
|
|
|
887
|
|
|
2,629
|
|
|
1,681
|
|
|
4,310
|
|
|
532
|
|
|
2005
|
|
NA
|
Hamilton Crossing - Phase II & III *
|
|
—
|
|
|
2,859
|
|
|
23,709
|
|
|
—
|
|
|
56
|
|
|
2,859
|
|
|
23,765
|
|
|
26,624
|
|
|
1,555
|
|
|
2008
|
|
2014
|
Hitchcock Plaza *
|
|
—
|
|
|
4,260
|
|
|
22,076
|
|
|
—
|
|
|
36
|
|
|
4,260
|
|
|
22,112
|
|
|
26,372
|
|
|
1,252
|
|
|
2006
|
|
2014
|
Holly Springs Towne Center *
|
|
—
|
|
|
12,319
|
|
|
46,897
|
|
|
—
|
|
|
2,524
|
|
|
12,319
|
|
|
49,421
|
|
|
61,740
|
|
|
4,114
|
|
|
2013
|
|
NA
|
Hunters Creek Promenade *
|
|
—
|
|
|
8,335
|
|
|
12,842
|
|
|
—
|
|
|
357
|
|
|
8,335
|
|
|
13,199
|
|
|
21,534
|
|
|
1,178
|
|
|
1994
|
|
2013
|
Indian River Square *
|
|
—
|
|
|
5,100
|
|
|
6,359
|
|
|
—
|
|
|
545
|
|
|
5,100
|
|
|
6,904
|
|
|
12,004
|
|
|
2,099
|
|
|
1997/2004
|
|
2005
|
International Speedway Square *
|
|
19,694
|
|
|
7,769
|
|
|
18,057
|
|
|
—
|
|
|
9,288
|
|
|
7,769
|
|
|
27,345
|
|
|
35,114
|
|
|
12,673
|
|
|
1999
|
|
NA
|
King's Lake Square *
|
|
—
|
|
|
4,519
|
|
|
15,754
|
|
|
—
|
|
|
242
|
|
|
4,519
|
|
|
15,996
|
|
|
20,515
|
|
|
6,042
|
|
|
1986/2014
|
|
2003
|
Kingwood Commons *
|
|
—
|
|
|
5,715
|
|
|
31,012
|
|
|
—
|
|
|
22
|
|
|
5,715
|
|
|
31,034
|
|
|
36,749
|
|
|
3,558
|
|
|
1999
|
|
2013
|
Lake City Commons *
|
|
—
|
|
|
3,415
|
|
|
10,242
|
|
|
—
|
|
|
26
|
|
|
3,415
|
|
|
10,268
|
|
|
13,683
|
|
|
761
|
|
|
2008
|
|
2014
|
Lake City Commons- Phase II
|
|
—
|
|
|
1,277
|
|
|
2,247
|
|
|
—
|
|
|
16
|
|
|
1,277
|
|
|
2,263
|
|
|
3,540
|
|
|
167
|
|
|
2011
|
|
2014
|
Lake Mary Plaza
|
|
5,080
|
|
|
1,413
|
|
|
8,726
|
|
|
—
|
|
|
34
|
|
|
1,413
|
|
|
8,760
|
|
|
10,173
|
|
|
503
|
|
|
2009
|
|
2014
|
Lakewood Promenade *
|
|
—
|
|
|
1,783
|
|
|
25,604
|
|
|
—
|
|
|
546
|
|
|
1,783
|
|
|
26,150
|
|
|
27,933
|
|
|
3,407
|
|
|
1948/1998
|
|
2013
|
Landstown Commons *
|
|
—
|
|
|
19,329
|
|
|
92,114
|
|
|
—
|
|
|
1,925
|
|
|
19,329
|
|
|
94,039
|
|
|
113,368
|
|
|
6,979
|
|
|
2007
|
|
2014
|
Lima Marketplace
|
|
8,383
|
|
|
4,703
|
|
|
15,732
|
|
|
—
|
|
|
548
|
|
|
4,703
|
|
|
16,280
|
|
|
20,983
|
|
|
1,217
|
|
|
2008
|
|
2014
|
Lithia Crossing *
|
|
—
|
|
|
3,065
|
|
|
10,049
|
|
|
—
|
|
|
5,361
|
|
|
3,065
|
|
|
15,410
|
|
|
18,475
|
|
|
2,876
|
|
|
1993/2003
|
|
2011
|
Livingston Shopping Center *
|
|
—
|
|
|
10,372
|
|
|
35,693
|
|
|
—
|
|
|
—
|
|
|
10,372
|
|
|
35,693
|
|
|
46,065
|
|
|
618
|
|
|
1997
|
|
2015
|
Lowe's Plaza
|
|
—
|
|
|
2,125
|
|
|
6,100
|
|
|
—
|
|
|
1
|
|
|
2,125
|
|
|
6,101
|
|
|
8,226
|
|
|
510
|
|
|
2007
|
|
2014
|
Market Street Village *
|
|
—
|
|
|
9,764
|
|
|
17,123
|
|
|
—
|
|
|
2,025
|
|
|
9,764
|
|
|
19,148
|
|
|
28,912
|
|
|
6,033
|
|
|
1970/2004
|
|
2005
|
Memorial Commons *
|
|
—
|
|
|
1,568
|
|
|
14,651
|
|
|
—
|
|
|
309
|
|
|
1,568
|
|
|
14,960
|
|
|
16,528
|
|
|
848
|
|
|
2008
|
|
2014
|
Merrimack Village Center
|
|
5,445
|
|
|
1,921
|
|
|
12,787
|
|
|
—
|
|
|
—
|
|
|
1,921
|
|
|
12,787
|
|
|
14,708
|
|
|
976
|
|
|
2007
|
|
2014
|
Miramar Square
|
|
31,625
|
|
|
26,392
|
|
|
31,027
|
|
|
489
|
|
|
449
|
|
|
26,881
|
|
|
31,476
|
|
|
58,357
|
|
|
2,258
|
|
|
2008
|
|
2014
|
Mullins Crossing *
|
|
20,471
|
|
|
10,582
|
|
|
42,403
|
|
|
—
|
|
|
294
|
|
|
10,582
|
|
|
42,697
|
|
|
53,279
|
|
|
4,260
|
|
|
2005
|
|
2014
|
Naperville Marketplace
|
|
7,940
|
|
|
5,364
|
|
|
11,830
|
|
|
—
|
|
|
—
|
|
|
5,364
|
|
|
11,830
|
|
|
17,194
|
|
|
2,977
|
|
|
2008
|
|
NA
|
Northcrest Shopping Center
|
|
15,780
|
|
|
4,044
|
|
|
33,985
|
|
|
—
|
|
|
31
|
|
|
4,044
|
|
|
34,016
|
|
|
38,060
|
|
|
1,962
|
|
|
2008
|
|
2014
|
Northdale Promenade *
|
|
—
|
|
|
1,718
|
|
|
23,123
|
|
|
—
|
|
|
367
|
|
|
1,718
|
|
|
23,490
|
|
|
25,208
|
|
|
3,707
|
|
|
1985/2002
|
|
2013
|
Oleander Place *
|
|
—
|
|
|
863
|
|
|
6,159
|
|
|
—
|
|
|
—
|
|
|
863
|
|
|
6,159
|
|
|
7,022
|
|
|
1,232
|
|
|
2012
|
|
2011
|
Palm Coast Landing
|
|
22,550
|
|
|
4,962
|
|
|
38,013
|
|
|
—
|
|
|
186
|
|
|
4,962
|
|
|
38,199
|
|
|
43,161
|
|
|
2,485
|
|
|
2010
|
|
2014
|
Parkside Town Commons- Phase I
|
|
18,804
|
|
|
2,568
|
|
|
39,720
|
|
|
540
|
|
|
850
|
|
|
3,108
|
|
|
40,570
|
|
|
43,678
|
|
|
2,185
|
|
|
2015
|
|
NA
|
Perimeter Woods
|
|
33,330
|
|
|
35,793
|
|
|
27,277
|
|
|
—
|
|
|
41
|
|
|
35,793
|
|
|
27,318
|
|
|
63,111
|
|
|
1,655
|
|
|
2008
|
|
2014
|
Pine Ridge Crossing
|
|
16,646
|
|
|
5,640
|
|
|
17,088
|
|
|
—
|
|
|
1,044
|
|
|
5,640
|
|
|
18,132
|
|
|
23,772
|
|
|
4,876
|
|
|
1993
|
|
2006
|
Plaza at Cedar Hill *
|
|
—
|
|
|
5,782
|
|
|
37,855
|
|
|
—
|
|
|
10,011
|
|
|
5,782
|
|
|
47,866
|
|
|
53,648
|
|
|
16,850
|
|
|
2000
|
|
2004
|
Plaza Volente *
|
|
—
|
|
|
4,600
|
|
|
29,074
|
|
|
—
|
|
|
746
|
|
|
4,600
|
|
|
29,820
|
|
|
34,420
|
|
|
9,650
|
|
|
2004
|
|
2005
|
Pleasant Hill Commons
|
|
6,752
|
|
|
3,350
|
|
|
10,128
|
|
|
—
|
|
|
133
|
|
|
3,350
|
|
|
10,261
|
|
|
13,611
|
|
|
799
|
|
|
2008
|
|
2014
|
Portofino Shopping Center *
|
|
—
|
|
|
4,754
|
|
|
75,761
|
|
|
—
|
|
|
1,478
|
|
|
4,754
|
|
|
77,239
|
|
|
81,993
|
|
|
8,986
|
|
|
1999
|
|
2013
|
Publix at Acworth
|
|
5,872
|
|
|
1,357
|
|
|
8,229
|
|
|
39
|
|
|
1,078
|
|
|
1,396
|
|
|
9,307
|
|
|
10,703
|
|
|
3,104
|
|
|
1996
|
|
2004
|
|
|
|
|
Initial Cost
|
|
Cost Capitalized
Subsequent to Acquisition/Development
|
|
Gross Carrying Amount
Close of Period
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Accumulated
|
|
Year Built /
|
|
Year
|
|||||||||
Name
|
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
|
Renovated
|
|
Acquired
|
|||||||||
Operating Properties (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Publix at St. Cloud *
|
|
—
|
|
|
2,735
|
|
|
11,820
|
|
|
—
|
|
|
35
|
|
|
2,735
|
|
|
11,855
|
|
|
14,590
|
|
|
1,131
|
|
|
2003
|
|
2014
|
Publix at Woodruff *
|
|
—
|
|
|
1,783
|
|
|
7,344
|
|
|
—
|
|
|
155
|
|
|
1,783
|
|
|
7,499
|
|
|
9,282
|
|
|
2,322
|
|
|
1997
|
|
2012
|
Rampart Commons
|
|
11,855
|
|
|
1,136
|
|
|
29,097
|
|
|
—
|
|
|
831
|
|
|
1,136
|
|
|
29,928
|
|
|
31,064
|
|
|
1,810
|
|
|
1998
|
|
2014
|
Rangeline Crossing *
|
|
—
|
|
|
2,043
|
|
|
18,490
|
|
|
—
|
|
|
58
|
|
|
2,043
|
|
|
18,548
|
|
|
20,591
|
|
|
4,467
|
|
|
1986/2013
|
|
NA
|
Riverchase Plaza
|
|
9,987
|
|
|
3,889
|
|
|
11,422
|
|
|
—
|
|
|
1,197
|
|
|
3,889
|
|
|
12,619
|
|
|
16,508
|
|
|
3,522
|
|
|
1991/2001
|
|
2006
|
Rivers Edge *
|
|
—
|
|
|
5,647
|
|
|
31,439
|
|
|
—
|
|
|
122
|
|
|
5,647
|
|
|
31,561
|
|
|
37,208
|
|
|
5,446
|
|
|
2011
|
|
2008
|
Saxon Crossing
|
|
11,400
|
|
|
3,764
|
|
|
16,822
|
|
|
—
|
|
|
4
|
|
|
3,764
|
|
|
16,826
|
|
|
20,590
|
|
|
1,206
|
|
|
2009
|
|
2014
|
Shoppes at Plaza Green *
|
|
—
|
|
|
3,749
|
|
|
24,652
|
|
|
—
|
|
|
1,192
|
|
|
3,749
|
|
|
25,844
|
|
|
29,593
|
|
|
4,332
|
|
|
2000
|
|
2012
|
Shoppes of Eastwood *
|
|
—
|
|
|
1,688
|
|
|
10,581
|
|
|
—
|
|
|
391
|
|
|
1,688
|
|
|
10,972
|
|
|
12,660
|
|
|
2,346
|
|
|
1997
|
|
2013
|
Shops at Eagle Creek *
|
|
—
|
|
|
5,378
|
|
|
8,016
|
|
|
199
|
|
|
4,692
|
|
|
5,577
|
|
|
12,708
|
|
|
18,285
|
|
|
3,525
|
|
|
1998
|
|
2003
|
Shops at Julington Creek
|
|
4,785
|
|
|
2,372
|
|
|
8,011
|
|
|
—
|
|
|
46
|
|
|
2,372
|
|
|
8,057
|
|
|
10,429
|
|
|
640
|
|
|
2011
|
|
2014
|
Shops at Moore
|
|
21,300
|
|
|
8,030
|
|
|
33,535
|
|
|
—
|
|
|
73
|
|
|
8,030
|
|
|
33,608
|
|
|
41,638
|
|
|
3,138
|
|
|
2010
|
|
2014
|
Silver Springs Pointe
|
|
8,800
|
|
|
9,685
|
|
|
7,720
|
|
|
—
|
|
|
189
|
|
|
9,685
|
|
|
7,909
|
|
|
17,594
|
|
|
1,065
|
|
|
2001
|
|
2014
|
South Elgin Commons *
|
|
—
|
|
|
3,916
|
|
|
22,140
|
|
|
—
|
|
|
25
|
|
|
3,916
|
|
|
22,165
|
|
|
26,081
|
|
|
1,554
|
|
|
2011
|
|
2014
|
Stoney Creek Commons *
|
|
—
|
|
|
628
|
|
|
4,599
|
|
|
—
|
|
|
5,830
|
|
|
628
|
|
|
10,429
|
|
|
11,057
|
|
|
2,239
|
|
|
2000
|
|
NA
|
Sunland Towne Centre *
|
|
23,610
|
|
|
14,773
|
|
|
22,587
|
|
|
—
|
|
|
4,958
|
|
|
14,773
|
|
|
27,545
|
|
|
42,318
|
|
|
8,836
|
|
|
1996
|
|
2004
|
Tarpon Springs Plaza *
|
|
—
|
|
|
4,273
|
|
|
24,483
|
|
|
—
|
|
|
167
|
|
|
4,273
|
|
|
24,650
|
|
|
28,923
|
|
|
6,356
|
|
|
2007
|
|
NA
|
Temple Terrace *
|
|
—
|
|
|
2,245
|
|
|
9,321
|
|
|
—
|
|
|
50
|
|
|
2,245
|
|
|
9,371
|
|
|
11,616
|
|
|
556
|
|
|
2012
|
|
2014
|
The Centre at Panola *
|
|
2,271
|
|
|
1,986
|
|
|
8,191
|
|
|
—
|
|
|
330
|
|
|
1,986
|
|
|
8,521
|
|
|
10,507
|
|
|
3,118
|
|
|
2001
|
|
2004
|
The Corner
|
|
14,750
|
|
|
3,772
|
|
|
24,642
|
|
|
—
|
|
|
62
|
|
|
3,772
|
|
|
24,704
|
|
|
28,476
|
|
|
1,452
|
|
|
2008
|
|
2014
|
The Landing at Tradition *
|
|
—
|
|
|
18,505
|
|
|
46,399
|
|
|
—
|
|
|
395
|
|
|
18,505
|
|
|
46,794
|
|
|
65,299
|
|
|
4,097
|
|
|
2007
|
|
2014
|
Toringdon Market *
|
|
—
|
|
|
5,448
|
|
|
9,694
|
|
|
—
|
|
|
16
|
|
|
5,448
|
|
|
9,710
|
|
|
15,158
|
|
|
1,272
|
|
|
2004
|
|
2013
|
Traders Point
|
|
42,724
|
|
|
9,443
|
|
|
37,203
|
|
|
—
|
|
|
591
|
|
|
9,443
|
|
|
37,794
|
|
|
47,237
|
|
|
12,729
|
|
|
2005
|
|
NA
|
Traders Point II *
|
|
—
|
|
|
2,376
|
|
|
6,876
|
|
|
—
|
|
|
904
|
|
|
2,376
|
|
|
7,780
|
|
|
10,156
|
|
|
2,356
|
|
|
2005
|
|
NA
|
Tradition Village Center *
|
|
—
|
|
|
3,140
|
|
|
14,905
|
|
|
—
|
|
|
58
|
|
|
3,140
|
|
|
14,963
|
|
|
18,103
|
|
|
1,185
|
|
|
2006
|
|
2014
|
Trussville Promenade *
|
|
—
|
|
|
9,123
|
|
|
45,433
|
|
|
—
|
|
|
481
|
|
|
9,123
|
|
|
45,914
|
|
|
55,037
|
|
|
5,769
|
|
|
1999
|
|
2013
|
University Town Center
|
|
18,690
|
|
|
4,125
|
|
|
31,759
|
|
|
—
|
|
|
112
|
|
|
4,125
|
|
|
31,871
|
|
|
35,996
|
|
|
2,202
|
|
|
2009
|
|
2014
|
University Town Center - Phase II
|
|
20,700
|
|
|
7,902
|
|
|
24,262
|
|
|
—
|
|
|
4
|
|
|
7,902
|
|
|
24,266
|
|
|
32,168
|
|
|
1,999
|
|
|
2012
|
|
2014
|
Village at Bay Park
|
|
9,183
|
|
|
8,248
|
|
|
11,050
|
|
|
—
|
|
|
7
|
|
|
8,248
|
|
|
11,057
|
|
|
19,305
|
|
|
1,300
|
|
|
2005
|
|
2014
|
Village Walk
|
|
—
|
|
|
2,554
|
|
|
12,432
|
|
|
—
|
|
|
30
|
|
|
2,554
|
|
|
12,462
|
|
|
15,016
|
|
|
731
|
|
|
2009
|
|
2014
|
Waterford Lakes Village *
|
|
—
|
|
|
2,317
|
|
|
7,420
|
|
|
—
|
|
|
278
|
|
|
2,317
|
|
|
7,698
|
|
|
10,015
|
|
|
3,071
|
|
|
1997
|
|
2004
|
Waxahachie Crossing
|
|
7,750
|
|
|
1,411
|
|
|
16,323
|
|
|
—
|
|
|
37
|
|
|
1,411
|
|
|
16,360
|
|
|
17,771
|
|
|
1,153
|
|
|
2010
|
|
2014
|
Westside Market *
|
|
—
|
|
|
4,194
|
|
|
17,723
|
|
|
—
|
|
|
48
|
|
|
4,194
|
|
|
17,771
|
|
|
21,965
|
|
|
819
|
|
|
2013
|
|
2014
|
Wheatland Towne Crossing *
|
|
—
|
|
|
6,622
|
|
|
31,122
|
|
|
—
|
|
|
—
|
|
|
6,622
|
|
|
31,122
|
|
|
37,744
|
|
|
1,924
|
|
|
2012
|
|
2014
|
Whitehall Pike
|
|
5,732
|
|
|
3,695
|
|
|
6,112
|
|
|
—
|
|
|
236
|
|
|
3,695
|
|
|
6,348
|
|
|
10,043
|
|
|
4,127
|
|
|
1999
|
|
NA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total Operating Properties
|
|
854,338
|
|
|
750,876
|
|
|
2,532,460
|
|
|
3,073
|
|
|
86,489
|
|
|
753,949
|
|
|
2,618,949
|
|
|
3,372,898
|
|
|
382,710
|
|
|
|
|
|
|
|
|
|
Initial Cost
|
|
C
ost Capitalized
Subsequent to Acquisition/Development
|
|
Gross Carrying Amount
Close of Period
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Building &
|
|
|
|
Accumulated
|
|
Year Built /
|
|
Year
|
||||||||||||||||||
Name
|
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
|
Renovated
|
|
Acquired
|
||||||||||||||||||
Office Properties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Thirty South
|
|
18,100
|
|
|
1,643
|
|
|
9,715
|
|
|
—
|
|
|
18,617
|
|
|
1,643
|
|
|
28,332
|
|
|
29,975
|
|
|
11,647
|
|
|
1905/2002
|
|
2001
|
|||||||||
Union Station Parking Garage *
|
|
—
|
|
|
904
|
|
|
2,650
|
|
|
—
|
|
|
884
|
|
|
904
|
|
|
3,534
|
|
|
4,438
|
|
|
1,417
|
|
|
1986
|
|
2001
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Total Office Properties
|
|
18,100
|
|
|
2,547
|
|
|
12,365
|
|
|
—
|
|
|
19,501
|
|
|
2,547
|
|
|
31,866
|
|
|
34,413
|
|
|
13,064
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Development and Redevelopment Properties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Beechwood Promenade *
|
|
—
|
|
|
2,734
|
|
|
45,763
|
|
|
—
|
|
|
—
|
|
|
2,734
|
|
|
45,763
|
|
|
48,497
|
|
|
4,939
|
|
|
NA
|
|
NA
|
|||||||||
City Center *
|
|
—
|
|
|
20,565
|
|
|
162,307
|
|
|
—
|
|
|
—
|
|
|
20,565
|
|
|
162,307
|
|
|
182,872
|
|
|
9,778
|
|
|
NA
|
|
NA
|
|||||||||
Courthouse Shadows *
|
|
—
|
|
|
4,999
|
|
|
16,275
|
|
|
—
|
|
|
—
|
|
|
4,999
|
|
|
16,275
|
|
|
21,274
|
|
|
4,064
|
|
|
NA
|
|
NA
|
|||||||||
Fishers Station
|
|
7,168
|
|
|
3,736
|
|
|
12,373
|
|
|
—
|
|
|
—
|
|
|
3,736
|
|
|
12,373
|
|
|
16,109
|
|
|
6,018
|
|
|
NA
|
|
NA
|
|||||||||
Hamilton Crossing Centre
|
|
10,794
|
|
|
5,549
|
|
|
10,257
|
|
|
—
|
|
|
—
|
|
|
5,549
|
|
|
10,257
|
|
|
15,806
|
|
|
3,424
|
|
|
NA
|
|
NA
|
|||||||||
Holly Springs Towne Center - Phase II *
|
|
—
|
|
|
12,444
|
|
|
31,022
|
|
|
—
|
|
|
—
|
|
|
12,444
|
|
|
31,022
|
|
|
43,466
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Parkside Town Commons - Phase II
|
|
57,138
|
|
|
18,992
|
|
|
59,325
|
|
|
—
|
|
|
—
|
|
|
18,992
|
|
|
59,325
|
|
|
78,317
|
|
|
1,566
|
|
|
NA
|
|
NA
|
|||||||||
Tamiami Crossing *
|
|
—
|
|
|
18,871
|
|
|
17,591
|
|
|
—
|
|
|
—
|
|
|
18,871
|
|
|
17,591
|
|
|
36,462
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
The Corner *
|
|
—
|
|
|
304
|
|
|
5,466
|
|
|
—
|
|
|
—
|
|
|
304
|
|
|
5,466
|
|
|
5,770
|
|
|
3,367
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Total Development and Redevelopment Properties
|
|
75,100
|
|
|
88,194
|
|
|
360,379
|
|
|
—
|
|
|
—
|
|
|
88,194
|
|
|
360,379
|
|
|
448,573
|
|
|
33,156
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Other **
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Beacon Hill *
|
|
—
|
|
|
2,447
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,447
|
|
|
—
|
|
|
2,447
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Bridgewater Marketplace *
|
|
—
|
|
|
2,105
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,105
|
|
|
—
|
|
|
2,105
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Deerwood Lake *
|
|
—
|
|
|
—
|
|
|
21,235
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,235
|
|
|
21,235
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Eddy Street Commons *
|
|
—
|
|
|
3,425
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,425
|
|
|
—
|
|
|
3,425
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Fox Lake Crossing II
|
|
—
|
|
|
3,459
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,459
|
|
|
—
|
|
|
3,459
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
KRG Development
|
|
—
|
|
|
—
|
|
|
781
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
781
|
|
|
781
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
KRG New Hill *
|
|
—
|
|
|
5,641
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,641
|
|
|
—
|
|
|
5,641
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
KR Peakway
|
|
—
|
|
|
6,033
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,033
|
|
|
—
|
|
|
6,033
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
KRG Peakway
|
|
—
|
|
|
16,311
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,311
|
|
|
—
|
|
|
16,311
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Pan Am Plaza
|
|
—
|
|
|
8,812
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,812
|
|
|
—
|
|
|
8,812
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
Parkside Town Commons - Phase III
|
|
—
|
|
|
—
|
|
|
47
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
47
|
|
|
47
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Total Other
|
|
—
|
|
|
48,233
|
|
|
22,063
|
|
|
—
|
|
|
—
|
|
|
48,233
|
|
|
22,063
|
|
|
70,296
|
|
|
—
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Line of credit/Term Loan/Unsecured notes
|
|
770,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
NA
|
|
NA
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Grand Total
|
|
$
|
1,717,538
|
|
|
$
|
889,850
|
|
|
$
|
2,927,267
|
|
|
$
|
3,073
|
|
|
$
|
105,990
|
|
|
$
|
892,923
|
|
|
$
|
3,033,257
|
|
|
$
|
3,926,180
|
|
|
$
|
428,930
|
|
|
|
|
|
____________________
|
|
*
|
This property or a portion of the property is included as an unencumbered pool property used in calculating our line of credit borrowing base.
|
**
|
This category generally includes land held for development. We also have certain additional land parcels at our development and operating properties, which amounts are included elsewhere in this table.
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Balance, beginning of year
|
|
$
|
3,897,131
|
|
|
$
|
1,872,088
|
|
|
$
|
1,390,213
|
|
Merger and Acquisitions
|
|
176,068
|
|
|
2,128,278
|
|
|
419,080
|
|
|||
Improvements
|
|
92,717
|
|
|
103,688
|
|
|
111,968
|
|
|||
Impairment
|
|
(2,293
|
)
|
|
—
|
|
|
—
|
|
|||
Disposals
|
|
(237,443
|
)
|
|
(206,923
|
)
|
|
(49,173
|
)
|
|||
Balance, end of year
|
|
$
|
3,926,180
|
|
|
$
|
3,897,131
|
|
|
$
|
1,872,088
|
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
Balance, beginning of year
|
|
$
|
313,524
|
|
|
$
|
229,286
|
|
|
$
|
190,972
|
|
Depreciation expense
|
|
141,516
|
|
|
103,155
|
|
|
49,392
|
|
|||
Impairment
|
|
(833
|
)
|
|
—
|
|
|
—
|
|
|||
Disposals
|
|
(25,277
|
)
|
|
(18,917
|
)
|
|
(11,078
|
)
|
|||
Balance, end of year
|
|
$
|
428,930
|
|
|
$
|
313,524
|
|
|
$
|
229,286
|
|
Exhibit No.
|
|
Description
|
|
Location
|
2.1
|
|
Agreement and Plan of Merger by and among Kite Realty Group Trust, KRG Magellan, LLC and Inland Diversified Real Estate Trust, Inc., dated February 9, 2014
|
|
Incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on February 11, 2014
|
|
|
|
|
|
3.1
|
|
Articles of Amendment and Restatement of Declaration of Trust of the Company, as supplemented and amended
|
|
Incorporated by reference to Exhibit 3.1 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
3.2
|
|
Articles of Amendment to the Articles of Amendment and Restatement of Declaration of Trust of Kite Realty Group Trust, as supplemented and amended
|
|
Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 28, 2015
|
|
|
|
|
|
3.3
|
|
Second Amended and Restated Bylaws of the Company, as amended
|
|
Incorporated by reference to Exhibit 3.2 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
3.4
|
|
First Amendment to the Second Amended and Restated Bylaws of Kite Realty Group Trust, as amended
|
|
Incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 28, 2015
|
|
|
|
|
|
4.1
|
|
Form of Common Share Certificate
|
|
Incorporated by reference to Exhibit 4.1 to Kite Realty Group Trust’s registration statement on Form S-11 (File No. 333-114224) declared effective by the SEC on August 10, 2004
|
|
|
|
|
|
10.1
|
|
Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P., dated as of August 16, 2004
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.2
|
|
Amendment No. 1 to Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P., dated as of December 7, 2010
|
|
Incorporate by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on December 13, 2010
|
|
|
|
|
|
10.3
|
|
Amendment No. 2 to Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P.
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on March 12, 2012
|
|
|
|
|
|
10.4
|
|
Amendment No. 3 to Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P.
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 29, 2014
|
|
|
|
|
|
10.5
|
|
Executive Employment Agreement, dated as of July 28, 2014, by and between the Company and John A. Kite*
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 29, 2014
|
|
|
|
|
|
10.6
|
|
Executive Employment Agreement, dated as of July 28, 2014, by and between the Company and Thomas K. McGowan*
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 29, 2014
|
|
|
|
|
|
10.7
|
|
Executive Employment Agreement, dated as of July 28, 2014, by and between the Company and Daniel R. Sink*
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 29, 2014
|
|
|
|
|
|
10.8
|
|
Executive Employment Agreement, dated as of August 6, 2014, by and between the Company and Scott E. Murray*
|
|
Incorporated by reference to Exhibit 10.8 the Quarterly Report on Form 10-Q of Kite Realty Group Trust for the period ended September 30, 2014.
|
|
|
|
|
|
10.9
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Alvin E. Kite*
|
|
Incorporated by reference to Exhibit 10.16 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.10
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and John A. Kite*
|
|
Incorporated by reference to Exhibit 10.17 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.11
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Thomas K. McGowan*
|
|
Incorporated by reference to Exhibit 10.18 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.12
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Daniel R. Sink*
|
|
Incorporated by reference to Exhibit 10.19 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.13
|
|
Indemnification Agreement, dated as of February 27, 2015, by and between Kite Realty Group, L.P., and Scott E. Murray*
|
|
Incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
10.14
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and William E. Bindley*
|
|
Incorporated by reference to Exhibit 10.20 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.15
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Michael L. Smith*
|
|
Incorporated by reference to Exhibit 10.21 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.16
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Eugene Golub*
|
|
Incorporated by reference to Exhibit 10.22 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.17
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Richard A. Cosier*
|
|
Incorporated by reference to Exhibit 10.23 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.18
|
|
Indemnification Agreement, dated as of August 16, 2004, by and between Kite Realty Group, L.P. and Gerald L. Moss*
|
|
Incorporated by reference to Exhibit 10.24 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.19
|
|
Indemnification Agreement, dated as of November 3, 2008, by and between Kite Realty Group, L.P. and Darell E. Zink, Jr.*
|
|
Incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q of Kite Realty Group Trust for the period ended September 30, 2008
|
|
|
|
|
|
10.20
|
|
Indemnification Agreement, dated as of March 8, 2013, by and between Kite Realty Group, L.P. and Victor J. Coleman*
|
|
Incorporated by reference to Exhibit 10.20 to the Annual Report on Form 10-K of Kite Realty Group Trust for the period ended December 31, 2013
|
|
|
|
|
|
10.21
|
|
Indemnification Agreement, dated as of March7, 2014, by and between Kite Realty Group, L.P. and Christie B. Kelly*
|
|
Incorporated by reference to Exhibit 10.21 to the Annual Report on Form 10-K of Kite Realty Group Trust for the year ended December 31, 2014
|
|
|
|
|
|
10.22
|
|
Indemnification Agreement, dated as of March 7, 2014, by and between Kite Realty Group, L.P. and David R. O’Reilly*
|
|
Incorporated by reference to Exhibit 10.22 to the Annual Report on Form 10-K of Kite Realty Group Trust for the year ended December 31, 2014
|
|
|
|
|
|
10.23
|
|
Indemnification Agreement, dated as of March 7, 2014, by and between Kite Realty Group, L.P. and Barton R. Peterson*
|
|
Incorporated by reference to Exhibit 10.23 to the Annual Report on Form 10-K of Kite Realty Group Trust for the year ended December 31, 2014
|
|
|
|
|
|
10.24
|
|
Indemnification Agreement, dated as of February 27, 2015, by and between Kite Realty Group, L.P., and Lee A. Daniels*
|
|
Incorporated by reference to Exhibit 10.24 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
10.25
|
|
Indemnification Agreement, dated as of February 27, 2015, by and between Kite Realty Group, L.P., and Gerald W. Grupe*
|
|
Incorporated by reference to Exhibit 10.24 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
10.26
|
|
Indemnification Agreement, dated as of February 27, 2015, by and between Kite Realty Group, L.P., and Charles H. Wurtzebach*
|
|
Incorporated by reference to Exhibit 10.24 to the Annual Report on Form 10-K of Kite Realty Group Trust filed with the SEC on February 27, 2015
|
|
|
|
|
|
10.27
|
|
Kite Realty Group Trust Equity Incentive Plan, as amended*
|
|
Incorporated by reference to the Kite Realty Group Trust definitive Proxy Statement, filed with the SEC on April 10, 2009
|
|
|
|
|
|
10.28
|
|
Kite Realty Group Trust Executive Bonus Plan*
|
|
Incorporated by reference to Exhibit 10.27 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.29
|
|
Kite Realty Group Trust 2008 Employee Share Purchase Plan*
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 12, 2008
|
|
|
|
|
|
10.30
|
|
Registration Rights Agreement, dated as of August 16, 2004, by and among the Company, Alvin E. Kite, Jr., John A. Kite, Paul W. Kite, Thomas K. McGowan, Daniel R. Sink, George F. McMannis, Mark Jenkins, C. Kenneth Kite, David Grieve and KMI Holdings, LLC
|
|
Incorporated by reference to Exhibit 10.32 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.31
|
|
Amendment No. 1 to Registration Rights Agreement, dated August 29, 2005, by and among the Company and the other parties listed on the signature page thereto
|
|
Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Kite Realty Group Trust for the period ended September 30, 2005
|
|
|
|
|
|
10.32
|
|
Tax Protection Agreement, dated August 16, 2004, by and among the Company, Kite Realty Group, L.P., Alvin E. Kite, Jr., John A. Kite, Paul W. Kite, Thomas K. McGowan and C. Kenneth Kite
|
|
Incorporated by reference to Exhibit 10.33 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 20, 2004
|
|
|
|
|
|
10.33
|
|
Form of 2014 Outperformance LTIP Unit Award Agreement
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 29, 2014
|
|
|
|
|
|
10.34
|
|
Form of Nonqualified Share Option Agreement under 2013 Equity Incentive Plan*
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 14, 2013
|
|
|
|
|
|
10.35
|
|
Form of Restricted Share Agreement under 2013 Equity Incentive Plan*
|
|
Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 14, 2013
|
|
|
|
|
|
10.36
|
|
Schedule of Non-Employee Trustee Fees and Other Compensation*
|
|
Filed herewith
|
|
|
|
|
|
10.37
|
|
Kite Realty Group Trust Trustee Deferred Compensation Plan*
|
|
Incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of Kite Realty Group Trust for the period ended June 30, 2006
|
|
|
|
|
|
10.38
|
|
Fourth Amended and Restated Credit Agreement, dated as of July 1, 2014, by and among the Operating Partnership, KeyBank National Association, as Administrative Agent, Bank of America, N.A., as Syndication Agent with respect to the Revolving Facility, Wells Fargo Bank, National Association, as Syndication Agent with respect to the Term Loan, Wells Fargo Bank, National Association and U.S. Bank National Association, as Co-Documentation Agents with respect to the Revolving Facility, JPMorgan Chase Bank, N.A., Bank of America, N.A. and U.S. Bank National Association, as Co-Documentation Agents with respect to the Term Loan, KeyBanc Capital Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Co-Lead Arrangers with respect to the Revolving Facility, KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC, as Co-Lead Arrangers with respect to the Term Loan, and the other lenders party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 8, 2014
|
|
|
|
|
|
10.39
|
|
First Amendment to Fourth Amended and Restated Credit Agreement, dated as of March 12, 2015, by and among Kite Realty Group Trust, Kite Realty Group, L.P., certain subsidiaries of Kite Realty Group, L.P., KeyBank National Association, as Administrative Agent, and the other lenders party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on March 18, 2015
|
|
|
|
|
|
10.40
|
|
Second Amendment to Fourth Amended and Restated Credit Agreement, dated as of June 29, 2015, by and among Kite Realty Group Trust, Kite Realty Group, L.P., certain subsidiaries of Kite Realty Group, L.P., KeyBank National Association, as Administrative Agent, and the other lenders party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 2, 2015
|
|
|
|
|
|
10.41
|
|
Third Amended and Restated Guaranty, dated as of July 1, 2014, by KRG Magellan, LLC and certain subsidiaries of the Operating Partnership party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 8, 2014
|
|
|
|
|
|
10.42
|
|
Springing Guaranty, dated as of July 1, 2014, by the Company
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on July 8, 2014
|
|
|
|
|
|
10.43
|
|
Term Loan Agreement, dated as of April 30, 2012, by and among the Operating Partnership, the Company, KeyBank National Association, as Administrative Agent, Wells Fargo Bank, National Association, as Syndication Agent, the Huntington National Bank, as Documentation Agent, Keybanc Capital Markets and Wells Fargo Securities, LLC, as Joint Bookrunners and Joint Lead Arrangers, and the other lenders party thereto.
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 4, 2012
|
|
|
|
|
|
10.44
|
|
First Amendment to Term Loan Agreement, dated as of February 26, 2013, by and among the Operating Partnership, the Company, certain subsidiaries of the Operating Partnership party thereto, KeyBank National Association, as a lender and as Administrative Agent, and the other lenders party thereto.
|
|
Incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on March 4, 2013
|
|
|
|
|
|
10.45
|
|
Second Amendment to Term Loan Agreement, dated as of August 21, 2013, by and among the Operating Partnership, the Company, certain subsidiaries of the Operating Partnership party thereto, KeyBank National Association, as a lender and as Administrative Agent, and the other lenders party thereto.
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on August 27, 2013
|
|
|
|
|
|
10.46
|
|
Guaranty, dated as of April 30, 2012, by the Company and certain subsidiaries of the Operating Partnership party thereto
|
|
Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on May 4, 2012
|
|
|
|
|
|
10.47
|
|
Purchase and Sale Agreement, dated September 16, 2014, by and among Inland Real Estate Income Trust, Inc. and the subsidiaries of Kite Realty Group Trust party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on September 22, 2014
|
|
|
|
|
|
10.48
|
|
Note Purchase Agreement, dated as of August 28, 2015, by and among Kite Realty Group, L.P., and the other parties named therein as Purchasers
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on September 3, 2015
|
|
|
|
|
|
10.49
|
|
Term Loan Agreement, dated as of October 26, 2015, by and among Kite Realty Group, L.P., KeyBank National Association, as Administrative Agent, and the other lenders party thereto
|
|
Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Kite Realty Group Trust filed with the SEC on October 30, 2015
|
|
|
|
|
|
12.1
|
|
Statement of Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Dividends of the Parent Company
|
|
Filed herewith
|
|
|
|
|
|
12.2
|
|
Statement of Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Dividends of the Operating Partnership
|
|
Filed herewith
|
|
|
|
|
|
21.1
|
|
List of Subsidiaries
|
|
Filed herewith
|
|
|
|
|
|
23.1
|
|
Consent of Ernst & Young LLP relating to the Parent Company
|
|
Filed herewith
|
|
|
|
|
|
23.2
|
|
Consent of Ernst & Young LLP relating to the Operating Partnership
|
|
Filed herewith
|
|
|
|
|
|
31.1
|
|
Certification of principal executive officer of the Parent Company required by Rule 13a-14(a)/15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.2
|
|
Certification of principal financial officer of the Parent Company required by Rule 13a-14(a)/15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.3
|
|
Certification of principal executive officer of the Operating Partnership required by Rule 13a-14(a)/15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.4
|
|
Certification of principal financial officer of the Operating Partnership required by Rule 13a-14(a)/15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer and Chief Financial Officer of the Parent Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
32.2
|
|
Certification of Chief Executive Officer and Chief Financial Officer of the Operating Partnership pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
Filed herewith
|
|
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
Filed herewith
|
|
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
Filed herewith
|
|
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
Filed herewith
|
|
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
Filed herewith
|
|
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
Filed herewith
|
____________________
|
* Denotes a management contract or compensatory, plan contract or arrangement.
|
Annual Retainer
|
|
$60,000
|
|
|
|
Committee Chair Annual Retainer
|
|
Audit Committee: $20,000
Compensation Committee: $15,000
Nominating and Corporate Governance Committee: $10,000
|
|
|
|
Committee Member Annual Retainer
|
|
Audit Committee: $10,000
Compensation Committee: $7,500
Nominating and Corporate Governance Committee: $5,000
|
|
|
|
Lead Trustee Annual Retainer
|
|
$20,000
|
|
|
|
Annual Restricted Share Awards
|
|
Each trustee will receive restricted common shares with a value of $85,000 on an annual basis, which shares will vest on the one-year anniversary of the grant date. In addition, upon initial election each trustee will receive a one-time grant of 750 restricted common shares, which shares will vest on the one-year anniversary of the grant date.
|
($ in thousands, except ratios)
|
|
Years ended December 31
|
|||||||||||||||||||||
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Net income (loss) from continuing operations
|
|
$
|
25,249
|
|
|
$
|
(16,452
|
)
|
|
$
|
(726
|
)
|
|
$
|
(11,455
|
)
|
|
$
|
3,753
|
|
|||
Add:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Income taxes expense (benefit)
|
|
186
|
|
|
24
|
|
|
262
|
|
|
(106
|
)
|
|
(1
|
)
|
|||||||
|
Fixed charges, net of capitalized interest
|
|
56,488
|
|
|
45,549
|
|
|
28,026
|
|
|
23,423
|
|
|
21,660
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Income (loss) from unconsolidated entities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,320
|
|
|||||||
Earnings before fixed charges and preferred dividends
|
|
$
|
81,923
|
|
|
$
|
29,121
|
|
|
$
|
27,562
|
|
|
$
|
11,862
|
|
|
$
|
21,092
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Interest expense
|
|
$
|
56,432
|
|
|
$
|
45,513
|
|
|
$
|
27,994
|
|
|
$
|
23,392
|
|
|
$
|
21,625
|
|
||
|
Capitalized interest
|
|
4,633
|
|
|
4,789
|
|
|
5,081
|
|
|
7,444
|
|
|
8,487
|
|
|||||||
|
Interest within rental expense
|
|
56
|
|
|
36
|
|
|
33
|
|
|
31
|
|
|
34
|
|
|||||||
Total fixed charges
|
|
61,121
|
|
|
50,338
|
|
|
33,108
|
|
|
30,867
|
|
|
30,146
|
|
||||||||
|
Preferred dividends
|
|
7,877
|
|
|
8,456
|
|
|
8,456
|
|
|
7,920
|
|
|
5,775
|
|
|||||||
Total fixed charges and preferred dividends
|
|
$
|
68,998
|
|
|
$
|
58,794
|
|
|
$
|
41,564
|
|
|
$
|
38,787
|
|
|
$
|
35,921
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ratio of earnings to fixed charges and preferred dividends
|
|
1.19
|
|
|
(1)
|
|
|
(2)
|
|
|
(3)
|
|
|
(4)
|
|
____________________
|
|
1
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2014 was $29.7 million. The calculation of earnings includes $121.0 million of non-cash depreciation expense
|
2
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2013 was $14.0 million. The calculation of earnings includes $54.5 million of non-cash depreciation expense.
|
3
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2012 was $26.9 million. The calculation of earnings includes $38.8 million of non
|
4
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2011 was $14.8 million. The calculation of earnings includes $33.1 million of non-cash depreciation expense.
|
($ in thousands, except ratios)
|
|
Years ended December 31
|
|||||||||||||||||||||
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Net income (loss) from continuing operations
|
|
$
|
25,249
|
|
|
$
|
(16,452
|
)
|
|
$
|
(726
|
)
|
|
$
|
(11,455
|
)
|
|
$
|
3,753
|
|
|||
Add:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Income taxes expense (benefit)
|
|
186
|
|
|
24
|
|
|
262
|
|
|
(106
|
)
|
|
(1
|
)
|
|||||||
|
Fixed charges, net of capitalized interest
|
|
56,488
|
|
|
45,549
|
|
|
28,026
|
|
|
23,423
|
|
|
21,660
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Income (loss) from unconsolidated entities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,320
|
|
|||||||
Earnings before fixed charges and preferred dividends
|
|
$
|
81,923
|
|
|
$
|
29,121
|
|
|
$
|
27,562
|
|
|
$
|
11,862
|
|
|
$
|
21,092
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Interest expense
|
|
$
|
56,432
|
|
|
$
|
45,513
|
|
|
$
|
27,994
|
|
|
$
|
23,392
|
|
|
$
|
21,625
|
|
||
|
Capitalized interest
|
|
4,633
|
|
|
4,789
|
|
|
5,081
|
|
|
7,444
|
|
|
8,487
|
|
|||||||
|
Interest within rental expense
|
|
56
|
|
|
36
|
|
|
33
|
|
|
31
|
|
|
34
|
|
|||||||
Total fixed charges
|
|
61,121
|
|
|
50,338
|
|
|
33,108
|
|
|
30,867
|
|
|
30,146
|
|
||||||||
|
Preferred dividends
|
|
7,877
|
|
|
8,456
|
|
|
8,456
|
|
|
7,920
|
|
|
5,775
|
|
|||||||
Total fixed charges and preferred dividends
|
|
$
|
68,998
|
|
|
$
|
58,794
|
|
|
$
|
41,564
|
|
|
$
|
38,787
|
|
|
$
|
35,921
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ratio of earnings to fixed charges and preferred dividends
|
|
1.19
|
|
|
(1)
|
|
|
(2)
|
|
|
(3)
|
|
|
(4)
|
|
____________________
|
|
1
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2014 was $29.7 million. The calculation of earnings includes $121.0 million of non-cash depreciation expense
|
2
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2013 was $14.0 million. The calculation of earnings includes $54.5 million of non-cash depreciation expense.
|
3
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2012 was $26.9 million. The calculation of earnings includes $38.8 million of non
|
4
|
The ratio is less than 1.0; the amount of coverage deficiency for the year ended December 31, 2011 was $14.8 million. The calculation of earnings includes $33.1 million of non-cash depreciation expense.
|
Name of Subsidiary
|
|
Jurisdiction of Incorporation or Formation
|
116 & Olio, LLC
|
|
Indiana
|
50th & 12th, LLC
|
|
Indiana
|
82 & Otty, LLC
|
|
Indiana
|
Brentwood Land Partners, LLC
|
|
Delaware
|
Bulwark, LLC
|
|
Delaware
|
Cornelius Adair, LLC
|
|
Indiana
|
Corner Associates, LP
|
|
Indiana
|
Dayville Property Development, LLC
|
|
Connecticut
|
Eagle Plaza II, LLC
|
|
Indiana
|
Fishers Station Development Company
|
|
Indiana
|
Glendale Centre, L.L.C.
|
|
Indiana
|
International Speedway Square, Ltd.
|
|
Florida
|
Keller TX Retail DST
|
|
Delaware
|
Kite Acworth Management, LLC
|
|
Delaware
|
Kite Acworth, LLC
|
|
Indiana
|
Kite Eagle Creek, LLC
|
|
Indiana
|
Kite Greyhound III, LLC
|
|
Indiana
|
Kite Greyhound, LLC
|
|
Indiana
|
Kite King’s Lake, LLC
|
|
Indiana
|
Kite Kokomo Management, LLC
|
|
Delaware
|
Kite Kokomo, LLC
|
|
Indiana
|
Kite McCarty State, LLC
|
|
Indiana
|
Kite New Jersey, LLC
|
|
Delaware
|
Kite Pen, LLC
|
|
Indiana
|
Kite Realty Advisors, LLC
d/b/a KMI Realty Advisors |
|
Indiana
|
Kite Realty Construction, LLC
|
|
Indiana
|
Kite Realty Development, LLC
|
|
Indiana
|
Kite Realty Eddy Street Garage, LLC
|
|
Indiana
|
Kite Realty Eddy Street Land, LLC
|
|
Indiana
|
Kite Realty FS Hotel Operators, LLC
|
|
Indiana
|
Kite Realty Group Trust
|
|
Maryland
|
Kite Realty Group, L.P.
|
|
Delaware
|
Kite Realty Holding, LLC
|
|
Indiana
|
Kite Realty New Hill Place, LLC
|
|
Indiana
|
Kite Realty Peakway at 55, LLC
|
|
Indiana
|
Kite Realty Washington Parking, LLC
|
|
Indiana
|
Kite Realty/White LS Hotel Operators, LLC
|
|
Indiana
|
Kite San Antonio, LLC
|
|
Indiana
|
Kite Washington Parking, LLC
|
|
Indiana
|
Kite Washington, LLC
|
|
Indiana
|
Kite West 86th Street II, LLC
|
|
Indiana
|
Kite West 86th Street, LLC
|
|
Indiana
|
KRG 951 & 41, LLC
|
|
Indiana
|
KRG Aiken Hitchcock, LLC
|
|
Delaware
|
KRG Alcoa TN, LLC
|
|
Delaware
|
KRG Alcoa Hamilton, LLC
|
|
Delaware
|
KRG Ashwaubenon Bay Park, LLC
|
|
Delaware
|
KRG Athens Eastside, LLC
|
|
Delaware
|
KRG Bayonne Urban Renewal, LLC
|
|
Delaware
|
KRG Beacon Hill, LLC
|
|
Indiana
|
KRG Beechwood, LLC
|
|
Indiana
|
KRG Belle Isle, LLC
|
|
Indiana
|
KRG Bolton Plaza, LLC
|
|
Indiana
|
KRG Bradenton Centre Point, LLC
|
|
Delaware
|
KRG Branson Hills IV, LLC
|
|
Delaware
|
KRG Branson Hills K-II, LLC
|
|
Delaware
|
KRG Branson Hills, LLC
|
|
Delaware
|
KRG Branson Hills T-III, LLC
|
|
Delaware
|
KRG Bridgewater, LLC
|
|
Indiana
|
KRG Burnt Store, LLC
|
|
Indiana
|
KRG Capital, LLC
|
|
Indiana
|
KRG Castleton Crossing, LLC
|
|
Indiana
|
KRG Cedar Hill Plaza, LP
|
|
Delaware
|
KRG Cedar Hill Village, LP
|
|
Indiana
|
KRG Centre, LLC
|
|
Indiana
|
KRG Chapel Hill Shopping Center, LLC
|
|
Delaware
|
KRG Charlotte Northcrest, LLC
|
|
Delaware
|
KRG Charlotte Perimeter Woods, LLC
|
|
Delaware
|
KRG CHP Management, LLC
|
|
Delaware
|
KRG Clay, LLC
|
|
Indiana
|
KRG College I, LLC
|
|
Indiana
|
KRG College, LLC
|
|
Indiana
|
KRG Colleyville Downs, LLC
|
|
Indiana
|
KRG Construction, LLC
|
|
Indiana
|
KRG Conyers Heritage, LLC
|
|
Delaware
|
KRG Cool Creek Management, LLC
|
|
Indiana
|
KRG Cool Creek Outlots, LLC
|
|
Indiana
|
KRG Cool Springs, LLC
|
|
Indiana
|
KRG Corner Associates, LLC
|
|
Indiana
|
KRG Courthouse Shadows I, LLC
|
|
Delaware
|
KRG Courthouse Shadows, LLC
|
|
Delaware
|
KRG Courthouse Shadows II, LLC
|
|
Delaware
|
KRG Cove Center, LLC
|
|
Indiana
|
KRG Dallas Wheatland, LLC
|
|
Delaware
|
KRG Daytona Management II, LLC
|
|
Delaware
|
KRG Daytona Management, LLC
|
|
Indiana
|
KRG Daytona Outlot Management, LLC
|
|
Delaware
|
KRG Dayville Killingly Member II, LLC
|
|
Delaware
|
KRG Dayville Killingly Member, LLC
|
|
Delaware
|
KRG Delray Beach, LLC
|
|
Indiana
|
KRG Development, LLC
d/b/a Kite Development |
|
Indiana
|
KRG Draper Crossing, LLC
|
|
Delaware
|
KRG Draper Peaks, LLC
|
|
Delaware
|
KRG Draper Peaks Outlot, LLC
|
|
Indiana
|
KRG Eagle Creek III, LLC
|
|
Indiana
|
KRG Eagle Creek IV, LLC
|
|
Indiana
|
KRG Eastgate Pavilion, LLC
|
|
Indiana
|
KRG Eastwood, LLC
|
|
Indiana
|
KRG Eddy Street Apartments, LLC
|
|
Indiana
|
KRG Eddy Street Commons at Notre Dame Declarant, LLC
|
|
Indiana
|
KRG Eddy Street Commons, LLC
|
|
Indiana
|
KRG Eddy Street FS Hotel, LLC
|
|
Indiana
|
KRG Eddy Street Land Management, LLC
|
|
Delaware
|
KRG Eddy Street Land, LLC
|
|
Indiana
|
KRG Eddy Street Office, LLC
|
|
Indiana
|
KRG Estero, LLC
|
|
Indiana
|
KRG Evans Mullins, LLC
|
|
Delaware
|
KRG Evans Mullins Outlots, LLC
|
|
Delaware
|
KRG Fishers Station II, LLC
|
|
Indiana
|
KRG Fishers Station, LLC
|
|
Indiana
|
KRG Four Corner Square, LLC
|
|
Indiana
|
KRG Fort Myers Colonial Square, LLC
|
|
Delaware
|
KRG Fort Myers Village Walk, LLC
|
|
Delaware
|
KRG Fort Wayne Lima, LLC
|
|
Delaware
|
KRG Fort Wayne Lima Outlot, LLC
|
|
Delaware
|
KRG Fox Lake Crossing II, LLC
|
|
Indiana
|
KRG Fox Lake Crossing, LLC
|
|
Delaware
|
KRG Frisco Westside, LLC
|
|
Delaware
|
KRG Gainesville, LLC
|
|
Indiana
|
KRG Geist Management, LLC
|
|
Indiana
|
KRG Goldsboro Memorial, LLC
|
|
Delaware
|
KRG Greencastle, LLC
|
|
Indiana
|
KRG Hamilton Crossing Management, LLC
|
|
Delaware
|
KRG Hamilton Crossing, LLC
|
|
Indiana
|
KRG Harvest Square, LLC
|
|
Delaware
|
KRG Henderson Eastgate, LLC
|
|
Delaware
|
KRG Hot Springs Fairgrounds, LLC
|
|
Delaware
|
KRG Hunter’s Creek, LLC
|
|
Indiana
|
KRG Jacksonville Deerwood Lake, LLC
|
|
Delaware
|
KRG Jacksonville Julington Creek, LLC
|
|
Delaware
|
KRG Jacksonville Julington Creek II, LLC
|
|
Delaware
|
KRG Jacksonville Richlands, LLC
|
|
Delaware
|
KRG Indian River, LLC
|
|
Delaware
|
KRG Indian River Outlot, LLC
|
|
Delaware
|
KRG ISS LH OUTLOT, LLC
|
|
Indiana
|
KRG ISS, LLC
|
|
Indiana
|
KRG Kingwood Commons, LLC
|
|
Indiana
|
KRG Kissimmee Pleasant Hill, LLC
|
|
Delaware
|
KRG Kokomo Project Company, LLC
|
|
Indiana
|
KRG Lake City Commons, LLC
|
|
Delaware
|
KRG Lake City Commons II, LLC
|
|
Delaware
|
KRG Lake Mary, LLC
|
|
Delaware
|
KRG Lake St. Louis Hawk Ridge, LLC
|
|
Delaware
|
KRG Lakewood, LLC
|
|
Indiana
|
KRG Las Vegas Centennial Center, LLC
|
|
Delaware
|
KRG Las Vegas Centennial Gateway, LLC
|
|
Delaware
|
KRG Las Vegas Craig, LLC
|
|
Delaware
|
KRG Las Vegas Eastern Beltway, LLC
|
|
Delaware
|
KRG Lithia, LLC
|
|
Indiana
|
KRG Livingston Center, LLC
|
|
Indiana
|
KRG Management, LLC
|
|
Indiana
|
KRG Market Street Village I, LLC
|
|
Indiana
|
KRG Market Street Village II, LLC
|
|
Indiana
|
KRG Market Street Village, LP
|
|
Indiana
|
KRG Marysville, LLC
|
|
Indiana
|
KRG Merrimack Village, LLC
|
|
Delaware
|
KRG Miramar Square, LLC
|
|
Delaware
|
KRG Naperville Management, LLC
|
|
Delaware
|
KRG Naperville, LLC
|
|
Indiana
|
KRG Neenah Fox Point, LLC
|
|
Delaware
|
KRG New Hill Place, LLC
|
|
Indiana
|
KRG New Hill Place II, LLC
|
|
Indiana
|
KRG Newburgh Bell Oaks, LLC
|
|
Delaware
|
KRG Norman University, LLC
|
|
Delaware
|
KRG Norman University II, LLC
|
|
Delaware
|
KRG Norman University III, LLC
|
|
Delaware
|
KRG Norman University IV, LLC
|
|
Delaware
|
KRG Northdale, LLC
|
|
Indiana
|
KRG North Las Vegas Losee, LLC
|
|
Delaware
|
KRG Oak and Ford Zionsville, LLC
|
|
Indiana
|
KRG Ocean Isle Beach Landing, LLC
|
|
Delaware
|
KRG Oklahoma City Silver Springs, LLC
|
|
Delaware
|
KRG Oldsmar Management, LLC
|
|
Delaware
|
KRG Oldsmar Project Company, LLC
|
|
Delaware
|
KRG Oldsmar, LLC
|
|
Indiana
|
KRG Oleander, LLC
|
|
Indiana
|
KRG Omaha Whispering Ridge, LLC
|
|
Delaware
|
KRG Orange City Saxon, LLC
|
|
Delaware
|
KRG Palm Coast Landing, LLC
|
|
Delaware
|
KRG Pan Am Plaza, LLC
|
|
Indiana
|
KRG Panola I, LLC
|
|
Delaware
|
KRG Panola II, LLC
|
|
Indiana
|
KRG Parkside I, LLC
|
|
Indiana
|
KRG Parkside II, LLC
|
|
Indiana
|
KRG Peakway at 55, LLC
|
|
Indiana
|
KRG Pembroke Pines, LLC
|
|
Indiana
|
KRG Pine Ridge, LLC
|
|
Delaware
|
KRG Pipeline Pointe, LP
|
|
Indiana
|
KRG Plaza Green, LLC
|
|
Indiana
|
KRG Plaza Volente Management, LLC
|
|
Delaware
|
KRG Plaza Volente, LP
|
|
Indiana
|
KRG Pleasant Prairie Ridge, LLC
|
|
Delaware
|
KRG Port St. Lucie Landing, LLC
|
|
Delaware
|
KRG Port St. Lucie Square, LLC
|
|
Delaware
|
KRG Portofino, LLC
|
|
Indiana
|
KRG Portofino Project Company, LLC
|
|
Indiana
|
KRG PR Ventures, LLC
|
|
Indiana
|
KRG Prattville Legends, LLC
|
|
Delaware
|
KRG Rampart, LLC
|
|
Delaware
|
KRG Riverchase, LLC
|
|
Delaware
|
KRG Rivers Edge II, LLC
|
|
Indiana
|
KRG Rivers Edge, LLC
|
|
Indiana
|
KRG San Antonio, LP
|
|
Indiana
|
KRG Shops at Moore II, LLC
|
|
Delaware
|
KRG Shops at Moore Member, LLC
|
|
Delaware
|
KRG Shops at Moore, LLC
|
|
Delaware
|
KRG Shreveport Regal Court, LLC
|
|
Delaware
|
KRG South Elgin Commons, LLC
|
|
Delaware
|
KRG St. Cloud 13th, LLC
|
|
Delaware
|
KRG Stevens Point Pinecrest, LLC
|
|
Delaware
|
KRG Sunland II, LP
|
|
Indiana
|
KRG Sunland Management, LLC
|
|
Delaware
|
KRG Sunland, LP
|
|
Indiana
|
KRG Temple Terrace, LLC
|
|
Delaware
|
KRG Temple Terrace Member, LLC
|
|
Delaware
|
KRG Territory Member, LLC
|
|
Delaware
|
KRG Territory, LLC
|
|
Delaware
|
KRG Texas, LLC
|
|
Indiana
|
KRG Toringdon Market, LLC
|
|
Indiana
|
KRG Traders Management, LLC
|
|
Delaware
|
KRG Trussville I, LLC
|
|
Indiana
|
KRG Trussville II, LLC
|
|
Indiana
|
KRG Tucson Corner, LLC
|
|
Delaware
|
KRG Vero, LLC
|
|
Delaware
|
KRG Virginia Beach Landstown, LLC
|
|
Delaware
|
KRG Washington Management, LLC
|
|
Delaware
|
KRG Waterford Lakes, LLC
|
|
Indiana
|
KRG Waxahachie Crossing GP, LLC
|
|
Delaware
|
KRG Waxahachie Crossing LP, LLC
|
|
Delaware
|
KRG Waxahachie Crossing Limited Partnership
|
|
Illinois
|
KRG Whitehall Pike Management, LLC
|
|
Indiana
|
KRG White Plains City Center Member II, LLC
|
|
Delaware
|
KRG White Plains City Center Member, LLC
|
|
Delaware
|
KRG White Plains City Center, LLC
|
|
Delaware
|
KRG White Plains Garage, LLC
|
|
Delaware
|
KRG Woodruff Greenville, LLC
|
|
Indiana
|
KRG/Atlantic Delray Beach, LLC
|
|
Florida
|
KRG/CP Pan Am
Plaza, LLC |
|
Indiana
|
KRG/I-65 Partners Beacon Hill, LLC
|
|
Indiana
|
KRG/KP Northwest 20, LLC
|
|
Indiana
|
KRG/PRISA II Parkside, LLC
|
|
Delaware
|
KRG/PRP Oldsmar, LLC
|
|
Florida
|
KRG/WLM Marysville, LLC
|
|
Indiana
|
Meridian South Insurance, LLC
|
|
Tennessee
|
Meridian South Tax Advisors, LLC
|
|
Indiana
|
MS Insurance Protected Cell Series 2014-15
|
|
Tennessee
|
Noblesville Partners, LLC
|
|
Indiana
|
Preston Commons, LLP
|
|
Indiana
|
Splendido Real Estate, LLC
|
|
Delaware
|
Westfield One, LLC
|
|
Indiana
|
Whitehall Pike, LLC
|
|
Indiana
|
|
|
|
Property Owner's Association
|
|
|
Brentwood Property Owners’ Association, Inc.
|
|
Florida
|
Delray Marketplace Master Association, Inc.
|
|
Florida
|
Eddy Street Commons at Notre Dame Master Association, Inc.
|
|
Indiana
|
Estero Town Commons Property Owners Association, Inc.
|
|
Florida
|
Pleasant Hill Commons Property Owners’ Association, Inc.
|
|
Florida
|
Riverchase Owners’ Association, Inc.
|
|
Florida
|
Tradition Commercial Association, Inc.
|
|
Florida
|
White Plains City Center Condo Association, Inc.
|
|
New York
|
1.
|
I have reviewed this annual report on Form 10-K of Kite Realty Group Trust;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: February 26, 2016
|
|
|
|
By:
|
/s/ John A. Kite
|
|
|
John A. Kite
|
|
|
Chairman and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Kite Realty Group Trust;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: February 26, 2016
|
|
|
|
|
|
|
By:
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/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
|
|
Chief Financial Officer
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1.
|
I have reviewed this annual report on Form 10-K of Kite Realty Group, L.P.;
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2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: February 26, 2016
|
|
|
|
By:
|
/s/ John A. Kite
|
|
|
John A. Kite
|
|
|
Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Kite Realty Group, L.P.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: February 26, 2016
|
|
|
|
|
|
|
By:
|
/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
|
|
Chief Financial Officer
|
1.
|
The Annual Report on Form 10-K of the Parent Company for the year ended
December 31, 2015
(the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
|
2.
|
The information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Parent Company.
|
|
|
|
Date: February 26, 2016
|
By:
|
/s/ John A. Kite
|
|
|
John A. Kite
|
|
|
Chairman and Chief Executive Officer
|
Date: February 26, 2016
|
By:
|
/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
|
|
Chief Financial Officer
|
1.
|
The Annual Report on Form 10-K of the Operating Partnership for the year ended
December 31, 2015
(the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
|
2.
|
The information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Operating Partnership.
|
|
|
|
Date: February 26, 2016
|
By:
|
/s/ John A. Kite
|
|
|
John A. Kite
|
|
|
Chief Executive Officer
|
Date: February 26, 2016
|
By:
|
/s/ Daniel R. Sink
|
|
|
Daniel R. Sink
|
|
|
Chief Financial Officer
|