Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 05, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | PENNSYLVANIA REAL ESTATE INVESTMENT TRUST | |
Entity Central Index Key | 0000077281 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity File Number | 001-6300 | |
Entity Tax Identification Number | 23-6216339 | |
Entity Address, Address Line One | One Commerce Square | |
Entity Address, Address Line Two | 2005 Market Street, Suite 1000 | |
Entity Address, City or Town | Philadelphia | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19103 | |
City Area Code | 215 | |
Local Phone Number | 875-0700 | |
Entity Common Stock, Shares Outstanding | 5,369,460 | |
Entity Incorporation, State or Country Code | PA | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Fair Value Measured at Net Asset Value Per Share | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Shares of Beneficial Interest, par value $1.00 per share | |
Trading Symbol | PEI | |
Security Exchange Name | NYSE | |
Series B Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series B Preferred Shares, par value $0.01 per share | |
Trading Symbol | PEIPrB | |
Security Exchange Name | NYSE | |
Series C Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series C Preferred Shares, par value $0.01 per share | |
Trading Symbol | PEIPrC | |
Security Exchange Name | NYSE | |
Series D Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series D Preferred Shares, par value $0.01 per share | |
Trading Symbol | PEIPrD | |
Security Exchange Name | NYSE |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
INVESTMENTS IN REAL ESTATE, at cost: | ||
Operating properties | $ 3,113,836 | $ 3,156,194 |
Construction in progress | 45,472 | 45,828 |
Land held for development | 4,339 | 4,339 |
Total investments in real estate | 3,163,647 | 3,206,361 |
Accumulated depreciation | (1,443,004) | (1,405,260) |
Net investments in real estate | 1,720,643 | 1,801,101 |
INVESTMENTS IN PARTNERSHIPS, at equity: | 7,967 | 16,525 |
OTHER ASSETS: | ||
Cash and cash equivalents | 24,008 | 43,852 |
Tenant and other receivables | 32,173 | 42,501 |
Intangible assets (net of accumulated amortization of $22,274 and $21,598 at June 30, 2022 and December 31, 2021, respectively) | 9,378 | 10,054 |
Deferred costs and other assets, net | 93,198 | 128,923 |
Assets held for sale | 41,304 | 8,780 |
Total assets | 1,928,671 | 2,051,736 |
LIABILITIES: | ||
Mortgage loans payable, net | 808,644 | 851,283 |
Term Loans, net | 968,871 | 959,137 |
Revolving Facilities | 16,078 | 54,549 |
Tenants’ deposits and deferred rent | 9,322 | 10,180 |
Distributions in excess of partnership investments | 72,680 | 71,570 |
Fair value of derivative instruments | 8,427 | |
Accrued expenses and other liabilities | 74,941 | 89,543 |
Total liabilities | 1,950,536 | 2,044,689 |
COMMITMENTS AND CONTINGENCIES (Note 8) | ||
EQUITY: | ||
Shares of beneficial interest, $1.00 par value per share; 13,333 shares authorized; 5,369 and 5,347 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively | 5,369 | 5,347 |
Capital contributed in excess of par | 1,857,496 | 1,851,866 |
Accumulated other comprehensive loss | 475 | (8,830) |
Distributions in excess of net income | (1,875,634) | (1,832,375) |
Total equity (deficit) - Pennsylvania Real Estate Investment Trust | (12,140) | 16,162 |
Noncontrolling interest | (9,725) | (9,115) |
Total equity (deficit) | (21,865) | 7,047 |
Total liabilities and equity | 1,928,671 | 2,051,736 |
Series B Preferred Stock | ||
EQUITY: | ||
Preferred Shares | 35 | 35 |
Series C Preferred Stock | ||
EQUITY: | ||
Preferred Shares | 69 | 69 |
Series D Preferred Stock | ||
EQUITY: | ||
Preferred Shares | $ 50 | $ 50 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Intangible assets, accumulated amortization | $ 22,274,000 | $ 21,598,000 |
Preferred shares, authorized (in shares) | 25,000,000 | |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 13,333,000 | 13,333,000 |
Common stock, shares issued (in shares) | 5,369,000 | 5,347,000 |
Common stock, shares outstanding (in shares) | 5,369,000 | 5,347,000 |
Series B Preferred Stock | ||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 3,450,000 | 3,450,000 |
Preferred shares, outstanding (in shares) | 3,450,000 | 3,450,000 |
Liquidation preference | $ 98,971,000 | $ 95,791,000 |
Series C Preferred Stock | ||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 6,900,000 | 6,900,000 |
Preferred shares, outstanding (in shares) | 6,900,000 | 6,900,000 |
Liquidation preference | $ 197,340,000 | $ 191,130,000 |
Series D Preferred Stock | ||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 5,000,000 | 5,000,000 |
Preferred shares, outstanding (in shares) | 5,000,000 | 5,000,000 |
Liquidation preference | $ 142,188,000 | $ 137,891,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | ||
Real estate revenue: | |||||
Lease revenue | $ 66,652 | $ 68,112 | $ 130,092 | $ 128,020 | |
Expense reimbursements | 4,215 | 3,887 | 8,359 | 7,786 | |
Other real estate revenue | 2,191 | 1,957 | 3,801 | 3,428 | |
Total real estate revenue | 73,058 | 73,956 | 142,252 | 139,234 | |
Other income | 69 | 162 | 310 | 288 | |
Total revenue | 73,127 | 74,118 | 142,562 | 139,522 | |
Property operating expenses: | |||||
CAM and real estate taxes | (26,075) | (25,661) | (53,947) | (53,492) | |
Utilities | (3,528) | (2,860) | (7,089) | (5,824) | |
Other property operating expenses | (2,199) | (2,244) | (4,339) | (4,608) | |
Total property operating expenses | (31,802) | (30,765) | (65,375) | (63,924) | |
Depreciation and amortization | (28,382) | (29,686) | (57,492) | (59,525) | |
General and administrative expenses | (9,744) | (13,535) | (21,227) | (25,366) | |
Provision for employee separation expenses | 85 | (149) | 1 | (240) | |
Insurance recoveries, net | 670 | 670 | |||
Project costs and other expenses | (19) | (77) | (79) | (179) | |
Total operating expenses | (69,862) | (73,542) | (144,172) | (148,564) | |
Interest expense, net | (32,601) | (31,978) | (63,992) | (62,709) | |
Gain on debt extinguishment, net | 4,587 | 4,587 | |||
Impairment of assets | (1,302) | (1,302) | |||
Reorganization expenses | (69) | (267) | |||
Total expenses | (102,463) | (102,304) | (208,164) | (208,255) | |
Equity in (loss) income of partnerships | (1,188) | 2,433 | (1,583) | (1,000) | |
Gain (loss) on sales of interests in real estate | 1,701 | (974) | 1,701 | (974) | |
Gain on sale of equity method investment | 9,053 | 9,053 | |||
Gain on sales of real estate by equity method investee | 1,347 | 1,347 | |||
Gain on sales of non-operating real estate | 8,755 | 8,755 | |||
Gain on sale of preferred equity interest | 3,688 | 4,587 | |||
Net loss | (11,015) | (25,380) | (43,988) | (69,360) | |
Less: net loss attributable to noncontrolling interest | 225 | 783 | 729 | 2,017 | |
Net loss attributable to PREIT | (10,790) | (24,597) | (43,259) | (67,343) | |
Less: preferred share dividends | (6,844) | (6,844) | (13,688) | (13,688) | |
Net loss attributable to PREIT common shareholders | (17,634) | (31,441) | (56,947) | (81,031) | |
Net loss | (11,015) | (25,380) | (43,988) | (69,360) | |
Noncontrolling interest | 225 | 783 | 729 | 2,017 | |
Preferred share dividends | (6,844) | (6,844) | (13,688) | (13,688) | |
Net loss used to calculate loss per share—basic and diluted | $ (17,634) | $ (31,441) | $ (56,947) | $ (81,031) | |
Basic and diluted loss per share: (in dollars per share) | $ (3.32) | $ (6.04) | $ (10.72) | $ (15.60) | |
Weighted average shares outstanding-basic (in shares) | 5,317 | 5,210 | 5,311 | 5,193 | |
Effect of common share equivalents (in shares) | [1] | 0 | 0 | 0 | 0 |
Weighted average shares outstanding-diluted (in shares) | 5,317 | 5,210 | 5,311 | 5,193 | |
[1] The Company had net losses used to calculate earnings per share for the three and six months ended June 30, 2022 and 2021. Therefore, the effects of common share equivalents are excluded from the calculation of diluted loss per share for these periods because they would be antidilutive. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Comprehensive loss: | ||||
Net loss | $ (11,015) | $ (25,380) | $ (43,988) | $ (69,360) |
Unrealized gain (loss) on derivatives | 3,612 | 2,668 | 9,419 | 5,269 |
Amortization of settled swaps | 5 | 2 | 5 | 5 |
Total comprehensive loss | (7,398) | (22,710) | (34,564) | (64,086) |
Less: comprehensive loss attributable to noncontrolling interest | 179 | 718 | 610 | 1,888 |
Comprehensive loss attributable to PREIT | $ (7,219) | $ (21,992) | $ (33,954) | $ (62,198) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Shares of Beneficial Interest, $1.00 Par | Capital Contributed in Excess of Par | Accumulated Other Comprehensive Loss | Distributions in Excess of Net Income | Non- controlling interest | Series B Preferred Stock Preferred Shares $.01 par | Series C Preferred Stock Preferred Shares $.01 par | Series D Preferred Stock Preferred Shares $.01 par |
Beginning balance at Dec. 31, 2020 | $ 126,940 | $ 5,302 | $ 1,846,012 | $ (20,620) | $ (1,699,638) | $ (4,270) | $ 35 | $ 69 | $ 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (43,980) | (42,746) | (1,234) | ||||||
Other comprehensive income (loss) | 2,604 | 2,540 | 64 | ||||||
Shares issued under employee compensation plans, net of shares retired | (647) | (18) | (629) | ||||||
Amortization of deferred compensation | 1,321 | 1,321 | |||||||
Ending balance at Mar. 31, 2021 | 86,238 | 5,284 | 1,846,704 | (18,080) | (1,742,384) | (5,440) | 35 | 69 | 50 |
Beginning balance at Dec. 31, 2020 | 126,940 | 5,302 | 1,846,012 | (20,620) | (1,699,638) | (4,270) | 35 | 69 | 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (69,360) | ||||||||
Ending balance at Jun. 30, 2021 | 64,715 | 5,284 | 1,847,853 | (15,475) | (1,766,981) | (6,120) | 35 | 69 | 50 |
Beginning balance at Mar. 31, 2021 | 86,238 | 5,284 | 1,846,704 | (18,080) | (1,742,384) | (5,440) | 35 | 69 | 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (25,380) | (24,597) | (783) | ||||||
Other comprehensive income (loss) | 2,670 | 2,605 | 65 | ||||||
Amortization of deferred compensation | 1,149 | 1,149 | |||||||
Other changes in noncontrolling interest, net | 38 | 38 | |||||||
Ending balance at Jun. 30, 2021 | 64,715 | 5,284 | 1,847,853 | (15,475) | (1,766,981) | (6,120) | 35 | 69 | 50 |
Beginning balance at Dec. 31, 2021 | 7,047 | 5,347 | 1,851,866 | (8,830) | (1,832,375) | (9,115) | 35 | 69 | 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (32,973) | (32,469) | (504) | ||||||
Other comprehensive income (loss) | 5,807 | 5,734 | 73 | ||||||
Shares issued under employee compensation plans, net of shares retired | 4,449 | 28 | 4,421 | ||||||
Amortization of deferred compensation | 814 | 814 | |||||||
Ending balance at Mar. 31, 2022 | (14,856) | 5,375 | 1,857,101 | (3,096) | (1,864,844) | (9,546) | 35 | 69 | 50 |
Beginning balance at Dec. 31, 2021 | 7,047 | 5,347 | 1,851,866 | (8,830) | (1,832,375) | (9,115) | 35 | 69 | 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (43,988) | ||||||||
Ending balance at Jun. 30, 2022 | (21,865) | 5,369 | 1,857,496 | 475 | (1,875,634) | (9,725) | 35 | 69 | 50 |
Beginning balance at Mar. 31, 2022 | (14,856) | 5,375 | 1,857,101 | (3,096) | (1,864,844) | (9,546) | 35 | 69 | 50 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | (11,015) | (10,790) | (225) | ||||||
Other comprehensive income (loss) | 3,617 | 3,571 | 46 | ||||||
Shares issued under employee compensation plans, net of shares retired | (175) | (6) | (169) | ||||||
Amortization of deferred compensation | 564 | 564 | |||||||
Ending balance at Jun. 30, 2022 | $ (21,865) | $ 5,369 | $ 1,857,496 | $ 475 | $ (1,875,634) | $ (9,725) | $ 35 | $ 69 | $ 50 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2021 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 |
Series B Preferred Stock | |||||
Preferred shares, par value (in dollars per share) | 0.01 | 0.01 | 0.01 | 0.01 | 0.01 |
Series C Preferred Stock | |||||
Preferred shares, par value (in dollars per share) | 0.01 | 0.01 | 0.01 | 0.01 | 0.01 |
Series D Preferred Stock | |||||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (43,988) | $ (69,360) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation | 54,201 | 56,048 |
Amortization | 4,163 | 4,475 |
Straight-line rent adjustments | 322 | 74 |
Deferred compensation | 400 | 2,469 |
Gain on sale of preferred equity interest | (3,688) | (4,587) |
Paid-in-kind interest | 25,932 | 23,406 |
Gain on hedge ineffectiveness | (17) | (1,797) |
(Gain) loss on sales of interests in real estate, net | (1,701) | 974 |
Gain on sale of equity method investment | (9,053) | |
Gain on sales of real estate by equity method investee | (1,347) | |
Gain on sales of interests in non-operating real estate | (8,755) | |
Equity in loss (income) of partnerships | 1,583 | 1,000 |
Cash distributions from partnerships | 3,725 | 0 |
Impairment of real estate assets | 1,302 | |
Change in assets and liabilities: | ||
Net change in other assets | 12,600 | 20,119 |
Net change in other liabilities | (4,543) | 1,904 |
Net cash provided by operating activities | 31,181 | 34,680 |
Cash flows from investing activities: | ||
Cash proceeds from sales of real estate | 28,079 | 828 |
Investments in real estate improvements | (5,902) | (9,332) |
Additions to construction in progress | (1,594) | (5,320) |
Investments in partnerships | (587) | (557) |
Capitalized leasing costs | (101) | (25) |
Proceeds from sale of preferred equity interest | 2,438 | |
Additions to leasehold improvements and corporate fixed assets | (87) | (30) |
Net cash used in investing activities | 22,246 | (14,436) |
Cash flows from financing activities: | ||
Net repayments to the First Lien Revolving Facility | (38,471) | |
Net repayments to term loans | (19,766) | (826) |
Repayments of finance lease liabilities | (341) | |
Principal installments on mortgage loans | (15,292) | (14,689) |
Payment of deferred financing costs | (395) | (902) |
Repayments of mortgage loans | (135,155) | |
Proceeds from mortgage loans | 127,685 | |
Value of shares retired under equity incentive plans, net of shares issued | (767) | (647) |
Net cash used in financing activities | (74,691) | (24,875) |
Net change in cash, cash equivalents, and restricted cash | (21,264) | (4,631) |
Cash, cash equivalents, and restricted cash, beginning of period | 58,077 | 51,231 |
Cash, cash equivalents, and restricted cash, end of period | $ 36,813 | $ 46,600 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION Nature of Operation s Pennsylvania Real Estate Investment Trust (“PREIT” or the “Company”) prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. Our unaudited consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in PREIT’s Annual Report on Form 10-K for the year ended December 31, 2021. In our opinion, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our consolidated financial position, the consolidated results of our operations, consolidated statements of comprehensive loss, consolidated statements of equity and our consolidated statements of cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. PREIT, a Pennsylvania business trust founded in 1960 and one of the first equity real estate investment trusts (“REITs”) in the United States, has a primary investment focus on retail shopping malls located in the eastern half of the United States, primarily in the Mid-Atlantic region. As of June 30, 2022, our portfolio consists of a total of 24 properties operating in nine states, including 20 shopping malls, three other retail properties and one development property. The property in our portfolio that is classified as under development does not currently have any activity occurring. We hold our interest in our portfolio of properties through our operating partnership, PREIT Associates, L.P. (“PREIT Associates” or the “Operating Partnership”). We are the sole general partner of the Operating Partnership and, as of June 30, 2022, we held a 98.7 % controlling interest in the Operating Partnership and consolidated it for reporting purposes. The presentation of consolidated financial statements does not itself imply that the assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Pursuant to the terms of the partnership agreement of the Operating Partnership, each of the limited partners has the right to redeem such partner’s units of limited partnership interest in the Operating Partnership (“OP Units”) for cash or, at our election, we may acquire such OP Units in exchange for our common shares on a fifteen -for-one basis (as a result of our recent reverse share split (described below)), in some cases beginning one year following the respective issue date of the OP Units and in other cases immediately. If all of the outstanding OP Units held by limited partners had been redeemed for cash as of June 30, 2022, the total amount that would have been distributed would have been $ 0.2 million based on the number of outstanding OP Units held by limited partners of 1,030,510 , which would have been convertible into 68,700.73 common shares as of June 30, 2022. The current terms of our credit agreements prohibit the Company from acquiring whole share OP Units for cash and, as such, any whole share OP Units presented for redemption will be redeemed for shares. Partial share OP Unit redemptions will be redeemed for cash. We provide management, leasing and real estate development services through two of our subsidiaries: PREIT Services, LLC (“PREIT Services”), which generally develops and manages properties that we consolidate for financial reporting purposes, an d PREIT-RUBIN, Inc. (“PRI”), which generally develops and manages properties that we do not consolidate for financial reporting purposes, including properties owned by partnerships in which we own an interest, and properties that are owned by third parties in which we do not have an interest. PREIT Services and PRI are consolidated. PRI is a taxable REIT subsidiary, as defined by federal tax laws, which means that it is able to offer an expanded menu of services to tenants without jeopardizing our continuing qualification as a REIT under federal tax law. We evaluate operating results and allocate resources on a property-by-property basis, and do not distinguish or evaluate our consolidated operations on a geographic basis. Due to the nature of our operating properties, which involve retail shopping, dining, entertainment and certain non-traditional tenant operations, we have concluded that our individual properties have similar economic characteristics and meet all other aggregation criteria. Accordingly, we have aggregated our individual properties into one reportable segment. In addition, no single tenant accounts for 10% or more of consolidated revenue, and none of our properties are located outside the United States. COVID-19 Related Risks and Uncertainties The COVID-19 global pandemic that began in 2020 has adversely impacted and continues to impact our business, financial condition, liquidity and operating results, as well as our tenants’ businesses. The prolonged evolution of the pandemic has also led to periods of unprecedented global economic disruption and volatility in financial markets. Some of our tenants’ financial health and business viability have been adversely impacted and their creditworthiness has deteriorated. We anticipate that our future business, financial condition, liquidity and results of operations, including in 2022 and potentially in future periods, will continue to be materially impacted by the COVID-19 pandemic. Although we have operated in the COVID-19 environment for approximately two years, uncertainty remains as to how long the global pandemic, economic challenges and various limitations and disruptions to business operations will continue to impact us or our tenants. COVID-19 closures of our properties began on March 12, 2020 and continued through the reopening of our last property on July 3, 2020; all of our properties have remained open since that time and are employing safety and sanitation measures designed to address the risks posed by COVID-19. As of the date of this report, government-imposed capacity restrictions are no longer in place in the Company’s markets. Although market fundamentals have improved during 2021 and into 2022, the impacts of COVID-19, including the emergence of new variants and various business impacts on the global supply chain, create significant uncertainty and are likely to continue to impact our operations and results in 2022. Going Concern Considerations Under the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management has the responsibility to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. As a result of the considerations articulated below, we believe there is substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. In applying the accounting guidance, management considered our current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our conditional and unconditional obligations due over the next twelve months. Management specifically considered Fashion District Philadelphia’s Amended and Restated Term Loan Agreement (“FDP Loan Agreement”), which matures in January 2023 and includes a quarterly covenant provision as an event or condition that raises substantial doubt about our ability to continue as a going concern. The FDP Loan Agreement has a balance of $ 194.6 million at June 30, 2022, and matures in January 2023 , with an option to extend maturity to January 2024 . This agreement also contains a 10 % quarterly debt yield covenant which began on December 31, 2021. As of December 31, 2021, the FDP joint venture entity borrower, PM Gallery L.P., did not meet the minimum 10 % debt yield covenant, which triggered the lender to sweep cash from the property. This is not an event of default. As of June 30, 2022, the debt yield covenant threshold is 9%, subsequent to which the joint venture would be required to pay down the term loan to achieve a 9% debt yield. Based on the joint venture’s current forecast, management projects that the joint venture will not be able to meet this covenant as the debt yield is projected to be under 9 %. To the extent the term loan is not paid down by the joint venture, this term loan could become due and payable during the second half of 2022. The Company guarantees 50 % of the joint venture’s obligations under the FDP Loan Agreement and management projects that the Company would not be able to satisfy its obligations if the FDP term loan would become due and payable in 2022. The Company plans to work with its joint venture partner to satisfy any obligations coming due under the FDP Loan Agreement should it become due and payable as a result of the joint venture not meeting the debt yield covenant. However, our ability to satisfy obligations under the FDP Loan Agreement depends primarily on management’s ability to obtain relief from the joint venture’s lender in regard to the Company’s guarantee of 50 % of the outstanding debt balance. Obtaining relief from the FDP Loan Agreement lender involves performance by third parties and therefore cannot be considered probable of occurring. Therefore, due to the inherent risks, unknown results and significant uncertainties associated with this matter and the direct correlation to our ability to satisfy our financial obligations that may arise over the applicable twelve month period, we are unable to conclude that it is probable that we will be able to meet our obligations arising within twelve months of the date of issuance of these financial statements under the parameters set forth in this accounting guidance . Fair Value Fair value accounting applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements. Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, these accounting requirements establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs might include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. We utilize the fair value hierarchy in our accounting for derivatives (Level 2) and financial instruments (Level 2) and in our reviews for impairment of real estate assets (Level 3) and goodwill (Level 3). Impairment of Assets Real estate investments and related intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the property might not be recoverable, which is referred to as a “triggering event.” During the second quarter of 2022, certain of our properties had triggering events due to various indicators of impairment, however, based on our assessment of the undiscounted future cash flows, we did not identify any impairments. In connection with our review of our long-lived assets for impairment, we utilize qualitative and quantitative factors in order to estimate fair value. The significant qualitative factors that we use include age and condition of the property, market conditions in the property’s trade area, competition with other shopping centers within the property’s trade area and the creditworthiness and performance of the property’s tenants. The significant quantitative factors that we use include historical and forecasted financial and operating information relating to the property, such as net operating income, estimated holding periods, occupancy statistics, vacancy projections and tenants’ sales levels. If there is a triggering event in relation to a property to be held and used, we will estimate the aggregate future cash flows, net of estimated capital expenditures, to be generated by the property, undiscounted and without interest charges. In addition, this estimate may consider a probability weighted cash flow estimation approach when alternative courses of action to recover the carrying amount of a long-lived asset are under consideration or when a range of possible values is estimated. The determination of undiscounted cash flows requires significant estimates by our management, including the expected course of action at the balance sheet date that would lead to such cash flows. Subsequent changes in estimated undiscounted cash flows arising from changes in the anticipated action to be taken with respect to the property could affect the determination of whether an impairment exists, and the effects of such changes could materially affect our net income. If the estimated undiscounted cash flows are less than the carrying value of the property, the carrying value is written down to its fair value. We intend to hold and operate our properties long-term, which reduces the likelihood that our carrying value is not recoverable. A shortened holding period would increase the likelihood that the carrying value is not recoverable. Assessment of our ability to recover certain lease-related costs must be made when we have a reason to believe that a tenant might not be able to perform under the terms of the lease as originally expected. This requires us to make estimates as to the recoverability of such costs. An other-than-temporary impairment of an investment in an unconsolidated joint venture is recognized when the carrying value of the investment is not considered recoverable based on evaluation of the severity and duration of the decline in value. To the extent impairment has occurred, the excess carrying value of the asset over its estimated fair value is recorded as a reduction to income. During the three and six months ended June 30, 2022, we did no t record any impairment loss. During the three and six months ended June 30, 2021, we recorded an impairment loss of $ 1.3 million in connection with our classification of Valley View Center as held for sale. Assets Classified as Held for Sale The determination to classify an asset as held for sale requires significant estimates by us about the property and the expected market for the property, which are based on factors including recent sales of comparable properties, recent expressions of interest in the property, financial metrics of the property and the physical condition of the property. We must also determine if it will be possible under those market conditions to sell the property for an acceptable price within one year. When assets are identified by our management as held for sale, we discontinue depreciating the assets and estimate the sales price, net of selling costs, of such assets. We generally consider operating properties to be held for sale when they meet criteria such as whether the sale transaction has been approved by the appropriate level of management and there are no known material contingencies relating to the sale such that the sale is probable and is expected to qualify for recognition as a completed sale within one year. If the expected net sales price of the asset that has been identified as held for sale is less than the net book value of the asset, the asset is written down to fair value less the cost to sell. Assets and liabilities related to assets classified as held for sale are presented separately in the consolidated balance sheets. If we determine that a property no longer meets the held-for-sale criteria, we reclassify the property’s assets and liabilities to their original locations on the consolidated balance sheet and record depreciation and amortization expense for the period that the property was in held-for-sale status. As of June 30, 2022, we determined that two of our hotel land parcels, one of our multifamily land parcels, one vacant anchor box space, one retail property, and six outparcels met the criteria to be classified as held for sale. As of December 31, 2021, we determined that two of our hotel land parcels, two of our multifamily land parcels and a vacant anchor box space met the criteria to be classified as held for sale. Share-Based Compensation On March 4, 2022, the Company approved the 2022-2024 Equity Award Program design (the “Program”). Having approved the Program, the Company made long term incentive plan awards in the form of performance-based restricted share units (“PSUs”) and time-based restricted share units (“RSUs”) consisting of 322,531 RSUs and 236,575 PSUs, with such RSU and PSU totals reflecting the impact of the reverse share split . The grants of PSUs and RSUs were made pursuant to the Company’s Amended and Restated 2018 Equity Incentive Plan (as amended, the “2018 Equity Incentive Plan”). The settlement of RSUs or PSUs may be made in cash or shares as determined by the Executive Compensation and Human Resources Committee. As such, these awards are accounted for as liability awards and remeasured at fair value each reporting period. The liability for these awards is included in accrued expenses and other liabilities in the consolidated balance sheets and compensation cost is recorded ratably over the respective vesting periods. Under the Program, the number of common shares to be issued by the Company with respect to the PSUs, if any, depends on the Company’s achievement of certain specified operating performance measures and a modification based on total shareholder return (“TSR”) for the three-year period beginning January 1, 2022 and ending on the earlier of December 31, 2024 or the date of a change in control of the Company (the “Measurement Period”). The preliminary number of common shares to be issued by the Company with respect to the PSUs awarded is based on a multiple determined by achievement of certain specified operating performance measures during the Measurement Period. These performance measures, the three-year core mall sales per square foot, three-year average quarterly core mall total occupancy and the three-year corporate debt yield, are each weighted 33.3 %. The Committee approved minimum, target and maximum performance levels for both measures. For all participants, the minimum performance level will have a 0.5 multiplier, the target performance level will have a 1.0 multiplier and the maximum performance level will have a 2.0 multiplier. The preliminary number of common shares to be issued by the Company as determined under the operating performance goals will be adjusted, upwards or downwards, depending on the Company’s TSR performance over the Measurement Period relative to the TSR performance of other real estate investment trusts comprising a leading index of retail real estate investment trusts. Dividends, if any, on the Company’s common shares are deemed to be paid with respect to PSUs and credited to the PSU accounts and applied to “acquire” more PSUs at the 20-day average closing price per common share ending on the dividend payment date. With respect to the portion of the long-term incentive awards made in the form of RSUs, the RSUs generally will vest in three equal annual installments for all grants except director grants and two equal installments for the Company’s directors commencing on March 4, 2023 , subject to continued employment. During the period that the RSUs have not vested, the holder will have no rights as a shareholder with respect to the RSUs; however, dividends, if any, on the Company’s common shares are deemed to be paid with respect to RSUs and credited to the RSU accounts and applied to “acquire” more RSUs at the 20-day average closing price per common share ending on the dividend payment date. New Accounting Developments In October 2021, the FASB issued ASU 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805), which provides amendments to address diversity and inconsistency related to the recognition and measurement of contract assets and liabilities acquired in a business combination. Amendments require that an acquirer recognize and measure contract assets/liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. While this standard is not in effect at this time, the Company will evaluate and implement if applicable. Reverse Share Split On June 16, 2022, the C ompany effected a one-for-fifteen reverse share split of its common shares. Upon the effectiveness of the reverse share split, every 15 issued and outstanding common shares were combined into one issued and outstanding common share, with no change in par value per share, and the authorized number of common shares was proportionally reduced. Shareholders entitled to fractional shares as a result of the reverse share split were entitled to receive a cash payment in lieu of receiving fractional shares. All common share and per share data in the consolidated financial statements and notes to the consolidated financial statements have been retrospectively revised to reflect the reverse share split. Common shares underlying outstanding options, RSUs, PSUs and restricted shares were proportionately reduced and the respective exercise prices, if applicable, were proportionately increased. Additionally, the conversion rate of OP Units into common shares was automatically proportionally adjusted from one-for-one to fifteen-for-one. Total cash payment in lieu of fractional shares paid to entitled shareholders was less than $ 4 thousand. The reverse share split was primarily intended to bring the Company into compliance with the minimum bid price requirement for maintaining its listing on the New York Stock Exchange (the “NYSE”). The Company's common shares continues to trade under the symbol “PEI” and began trading on a split-adjusted basis on June 16, 2022. |
Real Estate Activities
Real Estate Activities | 6 Months Ended |
Jun. 30, 2022 | |
Real Estate [Abstract] | |
Real Estate Activities | 2. REAL ESTATE ACTIVITIES Investments in real estate as of June 30, 2022 and December 31, 2021 were comprised of the followin g: (in thousands of dollars) June 30, 2022 December 31, 2021 Buildings, improvements and construction in progress $ 2,741,664 $ 2,762,675 Land, including land held for development 421,983 443,686 Total investments in real estate 3,163,647 3,206,361 Accumulated depreciation ( 1,443,004 ) ( 1,405,260 ) Net investments in real estate $ 1,720,643 $ 1,801,101 Capitalization of Costs The following table summarizes our capitalized interest, compensation, including commissions, and real estate taxes for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Development/Redevelopment Activities: Interest (1) $ 21 $ 17 $ 45 $ 147 Compensation — 25 45 62 Real estate taxes — 29 — 58 Leasing Activities: Compensation, including commissions (2) 72 27 101 27 (1) Includes interest capitalized on investments in partnerships under development. (2) The definition of initial direct costs under ASC 842 includes only those incremental costs of a lease that would not have been incurred if the lease had not been obtained. Commissions paid for successful leasing transactions continue to be capitalized. Impairment of Assets Exton Square Mall In conjunction with the preparation of our 2021 annual financial statements, we identified a triggering event at Exton Square Mall in Exton, Pennsylvania as a result of our determination to decrease the holding period of the property. This led us to conduct an analysis of possible impairment at the property and, during the year ended December 31, 2021, we recorded a loss on impairment of assets of approximately $ 8.4 million. In March 2022, we executed a purchase and sale agreement for Exton Square Mall, which was subsequently amended in July 2022, for a total sale price of $ 28.8 million. As a result, Exton Square Mall met the criteria to be classified as held for sale as of June 30, 2022. Disposition Valley View Mall Derecognition In August 2020, a court order assigned a receiver to operate Valley View Mall in La Crosse, Wisconsin on behalf of the lender of the mortgage loan secured by the property. In May 2022, we conveyed the property as a result of a foreclosure sal e. As such, as of June 30, 2022, the $ 27.2 million mortgage liability and corresponding contract asset in relation to the Valley View Mall property were written off. Other Property Disposition In February 2022, we completed the redemption of preferred equity issued as part of a previous sale of our New Garden land parcel. In connection with this settlement, we received approximately $ 2.5 million, which funds were used to pay down our First Lien Revolving Facility and First Lien Term Loan. In connection with this transaction, we recorded a gain on sale of preferred equity of $ 3.7 million in the six months ended June 30, 2022. In June 2022, we sold a parcel of land adjacent to the Moorestown Mall in Moorestown, New Jersey for $ 11.8 million. We used net proceeds of $ 11.7 million from the sale to pay down our First Lien Revolving Facility and First Lien Term Loan. We recorded a gain of $ 8.8 million in connection with the sale. In June 2022, we sold an outparcel at the Francis Scott Key Mall in Frederick, Maryland for $ 2.4 million. We recorded a gain of $ 1.7 million in connection with the sale. We used net proceeds of $ 2.4 million from the sale to pay down its property mortgage. In August 2022, we sold two outparcels at The Mall at Prince George's in Hyattsville, Maryland for $ 2.4 million and Magnolia Mall in Florence, South Carolina for $ 0.9 million. We used net proceeds of approximately $ 3.2 million to pay down our First Lien Term Loan in August 2022. |
Investments in Partnerships
Investments in Partnerships | 6 Months Ended |
Jun. 30, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in Partnerships | 3. INVES TMENTS IN PARTNERSHIPS The following table presents summarized financial information of the equity investments in our unconsolidated partnerships as of June 30, 2022 and December 31, 2021: _____________________ (in thousands of dollars) June 30, 2022 December 31, 2021 ASSETS: Investments in real estate, at cost: Operating properties $ 739,183 $ 847,560 Construction in progress 3,110 6,456 Total investments in real estate 742,293 854,016 Accumulated depreciation ( 228,716 ) ( 247,133 ) Net investments in real estate 513,577 606,883 Cash and cash equivalents 45,968 59,004 Deferred costs and other assets, net 151,514 155,247 Total assets 711,059 821,134 LIABILITIES AND PARTNERS’ INVESTMENT: Mortgage loans payable, net 404,055 493,904 FDP Term Loan, net 194,602 194,602 Partnership Loan 119,067 115,543 Other liabilities 146,852 141,619 Total liabilities 864,576 945,668 Net investment ( 153,517 ) ( 124,534 ) Partners’ share ( 81,841 ) ( 62,771 ) PREIT’s share ( 71,676 ) ( 61,763 ) Excess investment (1) 6,963 6,718 Net investments and advances $ ( 64,713 ) $ ( 55,045 ) Investment in partnerships, at equity $ 7,967 $ 16,525 Distributions in excess of partnership investments ( 72,680 ) ( 71,570 ) Net investments and advances $ ( 64,713 ) $ ( 55,045 ) (1) Excess investment represents the unamortized difference between our investment and our share of the equity in the underlying net investment in the unconsolidated partnerships. The excess investment is amortized over the life of the properties, and the amortization is included in “Equity in loss of partnerships.” We record distributions from our equity investments using the nature of the distribution approach. The following table summarizes our share of equity in (loss) income of partnerships for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Real estate revenue $ 27,691 $ 33,137 $ 57,580 $ 58,037 Expenses: Property operating and other expenses ( 11,018 ) ( 10,142 ) ( 22,892 ) ( 23,881 ) Interest expense (1) ( 12,208 ) ( 11,091 ) ( 23,962 ) ( 21,795 ) Depreciation and amortization ( 6,471 ) ( 6,406 ) ( 13,126 ) ( 13,336 ) Total expenses ( 29,697 ) ( 27,639 ) ( 59,980 ) ( 59,012 ) Net loss ( 2,006 ) 5,498 ( 2,400 ) ( 975 ) Less: Partners’ share 818 ( 3,005 ) 817 91 PREIT’s share ( 1,188 ) 2,493 ( 1,583 ) ( 884 ) Amortization of excess investment - ( 60 ) - ( 116 ) Equity in (loss) income of partnerships $ ( 1,188 ) $ 2,433 $ ( 1,583 ) $ ( 1,000 ) (1) Net of capitalized interest expense of $ 0 and $ 143 for the three months ended June 30, 2022 and 2021, respectively a nd $ 0 and $ 246 for the six months ended June 30, 2022 and 2021, respectively. Fashion District Philadelphia FDP Loan Agreement PM Gallery LP, a Delaware limited partnership and joint venture entity owned indirectly by us and The Macerich Company (“Macerich”), previously entered into a $ 250.0 million term loan in January 2018 (as amended in July 2019 to increase the total maximum potential borrowings to $ 350.0 million) to fund the ongoing redevelopment of Fashion District Philadelphia and to repay capital contributions to the venture previously made by the partners. A total of $ 51.0 million was drawn during the third quarter of 2019 and we received aggregate distributions of $ 25.0 million as our share of the draws. On December 10, 2020, PM Gallery LP, together with certain other subsidiaries owned indirectly by us and Macerich (including the fee and leasehold owners of the properties that are part of the Fashion District Philadelphia project), entered into an Amended and Restated Term Loan Agreement (the “FDP Loan Agreement”). In connection with the execution of the FDP Loan Agreement, a $ 100.0 million principal payment was made (and funded indirectly by Macerich, the “Partnership Loan”) to pay down the existing loan, reducing the outstanding principal under the FDP Loan Agreement from $ 301.0 million to $ 201.0 million. The joint venture must repay the Partnership Loan plus 15 % accrued interest to Macerich, in its capacity as the lender, prior to the resumption of 50/50 cash distributions to the Company and its joint venture partner . The FDP Loan Agreement provides for (i) a maturity date of January 22, 2023 , with the potential for a one-year extension upon the borrowers’ satisfaction of certain conditions, (ii) an interest rate at the borrowers’ option with respect to each advance of either (A) the Base Rate (defined as the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50 %, and (c) the LIBOR Market Index Rate plus 1.00 %) plus 2.50 % or (B) LIBOR for the applicable period plus 3.50 %, (iii) a full recourse guarantee of 50 % of the borrowers’ obligations by PREIT Associates, L.P., on a several basis, (iv) a full recourse guarantee of certain of the borrowers’ obligations by The Macerich Partnership, L.P., up to a maximum of $ 50.0 million, on a several basis, (v) a pledge of the equity interests of certain indirect subsidiaries of PREIT and Macerich, as well as of PREIT-RUBIN, Inc. and one of its subsidiaries, that have a direct or indirect ownership interest in the borrowers, (vi) a non-recourse carve-out guaranty and a hazardous materials indemnity by each of PREIT Associates, L.P. and The Macerich Partnership, L.P., and (vii) mortgages of the borrowers’ fee and leasehold interests in the properties that are part of the Fashion District Philadelphia project and certain other properties. The FDP Loan Agreement contains certain covenants typical for loans of its type. We anticipate that the joint venture will not meet certain financial covenants applicable under the FDP Loan Agreement during 2022. See Going Concern Considerations section in Note 1. Joint Venture. In connection with the execution of the FDP Loan Agreement, the governing structure of PM Gallery LP was modified such that, effective as of January 1, 2021, Macerich is responsible for the entity’s operations and, subject to limited exceptions, controls major decisions. The Company considered the changes to the governing structure of PM Gallery LP and determined the investment qualifies as a variable interest entity and will continue to be accounted for under the equity method of accounting. Our maximum exposure to losses is limited to the extent of our investment, which is a 50% ownership. Mortgage Loan Activity Pavilion at Market East During the three months ended March 31, 2021, the Company’s unconsolidated subsidiary received an extension of its mortgage securing Pavilion at Market East for an additional three months to May 2021. On May 25, 2021, the Company’s unconsolidated subsidiary completed a refinance of its mortgage loan securing its property at Pavilion at Market East. The $ 7.6 million mortgage has a 2 -year term, maturing in May 2023 . The loan had interest only payments until May 2022 at a variable rate of the greater of (a) one month LIBOR plus 3.5 % or (b) 4.0 %. Dispositions In June 2022, we sold our 25 % interest in the Gloucester Premium Outlets located in Blackwood, New Jersey for total consideration of $ 35.4 million, subject to customary working capital adjustments, consisting of $ 14.1 million in cash and $ 21.4 million in debt assumption. We recorded a gain of $ 9.1 million in connection with the sale. We used net proceeds of $ 14.0 million from the sale to pay down our First Lien Revolving Facility and First Lien Term Loan. Significant Unconsolidated Subsidiary We have a 50 % ownership interest in Fashion District Philadelphia ("FDP"). The financial information of FDP is included in the amounts above. Summarized balance sheet information as of June 30, 2022 and December 31, 2021, and summarized statement of operations information for the three and six months ended June 30, 2022 and 2021 which is accounted for using the equity method, are as follows: (in thousands of dollars) June 30, 2022 December 31, 2021 Summarized balance sheet information Total assets $ 456,410 $ 457,050 FDP Term Loan, net 313,669 310,145 Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Summarized statement of operations information Revenue $ 6,586 $ 12,815 $ 13,634 $ 17,741 Property operating expenses ( 3,998 ) ( 2,706 ) ( 9,212 ) ( 9,060 ) Interest expense ( 7,524 ) ( 6,010 ) ( 14,609 ) ( 11,695 ) Net (loss) income ( 8,006 ) 544 ( 16,266 ) ( 9,789 ) PREIT’s share of equity in (loss) income of partnership ( 4,003 ) 272 ( 8,133 ) ( 4,895 ) |
Financing Activity
Financing Activity | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Financing Activity | 4. FINANCING ACTIVITY Credit Agreements On December 10, 2020 we entered into two secured credit agreements (collectively, as amended, the “Credit Agreements”): (a) an Amended and Restated First Lien Credit Agreement (the “First Lien Credit Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo Bank”) and the other financial institutions signatory thereto and their assignees, for secured loan facilities consisting of: (i) a secured first lien revolving credit facility allowing for borrowings up to $ 130.0 million, including a sub-facility for letters of credit to be issued thereunder in an aggregate stated amount of up to $ 10.0 million (collectively, the “First Lien Revolving Facility”), and (ii) a $ 384.5 million secured first lien term loan facility (the “First Lien Term Loan Facility”), and (b) a Second Lien Credit Agreement (the “Second Lien Credit Agreement”), as amended February 8, 2021 with Wells Fargo Bank and the other financial institutions signatory thereto and their assignees for a $ 535.2 million secured second lien term loan facility (the “Second Lien Term Loan Facility”). The Credit Agreements mature in December 2022 . The First Lien Term Loan Facility and the Second Lien Term Loan Facility are collectively referred to as the “Term Loans.” The Credit Agreements refinanced our previously existing secured term loan under the Credit Agreement dated as of August 11, 2020 (as amended, the “Bridge Credit Agreement”), our Seven-Year Term Loan Agreement entered into on January 8, 2014 (as amended, the “ 7-Year Term Loan”), and our 2018 Amended and Restated Credit Agreement entered into on May 24, 2018 (as amended, the “2018 Credit Agreement” and collectively with the Bridge Credit Agreement and the 7-Year Term Loan, the “Restructured Credit Agreements”). Upon our entry into the Credit Agreements, the Bridge Credit Agreement, the 7-Year Term Loan and the 2018 Credit Agreement were cancelled. As of June 30, 2022, we had borrowed $ 359.6 million under the First Lien Term Loan, $ 612.2 million under the Second Lien Term Loan and $ 16.1 million under the First Lien Revolving Facility. The carrying value of the Term Loans on our consolidated balance sheet as of June 30, 2022 is net of $ 3.0 m illion of unamortized debt issuance costs. The maximum amount that was available to us under the First Lien Revolving Facility as of June 30, 2022 was $ 113.9 million. On April 13, 2021, we entered into Agency Resignation, Appointment, Acceptance and Waiver Agreements pursuant to which Wells Fargo Bank resigned as Administrative Agent and Wilmington Savings Fund Society, FSB was appointed successor Administrative Agent under the First Lien Credit Agreement, the Second Lien Credit Agreement and, in each case, the related loan documents. There is currently no successor letter of credit issuer under the First Lien Revolving Facility, accordingly, the Company cannot currently access the letters of credit sub-facility. Interest expense and deferred financing fee amortization related to the Credit Agreements and the Restructured Credit Agreements for the three and six months ended June 30, 2022 and 2021 were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Revolving Facilities: Interest expense (1) $ 551 $ 554 $ 1,092 $ 1,103 Deferred financing amortization 298 299 597 597 Term Loans: Interest expense (2) 21,070 20,744 41,518 41,165 Deferred financing amortization 1,784 1,781 3,568 3,561 (1) All of the expense applied to the First Lien Revolving Facility. (2) All of the expense applied to the Term Loans, of which $ 13.4 million and $ 25.9 million, for the three and six months ended June 30, 2022 and $ 11.9 million and $ 23.4 million for the three and six months ended June 30, 2021, respectively, was for the Second Lien Term Loan Facility and was not paid in cash, but capitalized to the principal balance of the loan. Our obligations under the Credit Agreements are guaranteed by certain of our subsidiaries. Our obligations under the Credit Agreements and the guaranties are secured by mortgages and deeds of trust on a portfolio of 10 of our subsidiaries’ properties, including nine malls and one additional parcel. The obligations are further secured by a lien on substantially all of our personal property pursuant to collateral agreements and a pledge of substantially all of the equity interests held by us and the guarantors, pursuant to pledge agreements, in each case subject to limited exceptions. The Credit Agreements each provide for a two-year maturity of December 2022 (the “Maturity Date”), subject to a one-year extension to December 2023 at the borrowers’ option, subject to (i) minimum liquidity of $ 35.0 million, (ii) a minimum corporate debt yield of 8.0 %, (iii) a maximum loan-to-value ratio of 105 % for the total first lien and second lien loans and letters of credit and the Borrowing Base Properties as determined by an appraisal and (iv) no default or event of default existing and our representations and warranties being true in all material respects. The loans under the Credit Agreements are repayable in full on the Maturity Date, subject to mandatory prepayment provisions in the event of certain events including asset sales, incurrence of indebtedness, issuances of equity and receipt of casualty insurance proceeds. The terms of our Credit Agreements place restrictions on, among other things, and subject to certain exceptions, our ability to make certain restricted payments (including payments of dividends), make certain types of investments and acquisitions, issue redeemable securities, incur additional indebtedness, incur liens on our assets, enter into agreements with a negative pledge, make certain intercompany transfers, merge, consolidate, or sell our assets or the equity interests in our subsidiaries, amend our organizational documents or material contracts, enter into certain transactions with affiliates, or enter into derivatives contracts. Additionally, if we receive net cash proceeds from certain capital events (including equity issuances), we are required to prepay loans under our Credit Agreements. In addition, the Credit Agreements contain cross-default provisions that trigger an event of default if we fail to make certain payments or otherwise fail to comply with our obligations with respect to certain of our other indebtedness. First Lien Credit Agreement Amounts borrowed under the First Lien Credit Agreement may be either Base Rate Loans or LIBOR Loans. Base Rate Loans bear interest at the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50 % and (c) the LIBOR Market Index Rate plus 1.0 %, provided that the Base Rate will not be less than 1.50 % per annum, in each case plus (w) for revolving loans, 2.50 % per annum, and (x) for term loans, 4.74 % per annum. LIBOR Loans bear interest at LIBOR plus (y) for revolving loans, 3.50 % per annum, and (z) for term loans, 5.74 % per annum, in each case, provided that LIBOR will not be less than 0.50 % per annum. Interest is due to be paid in cash on the last day of each applicable interest period (with rolling 30-day interest periods) and on the Maturity Date. We are required to pay certain fees to the administrative agent for the account of the lenders in connection with the First Lien Credit Agreement, including an unused fee for the account of the revolving lenders, which will accrue (i) 0.35 % per annum on the daily amount of the unused revolving commitments when that amount is greater than or equal to 50 % of the aggregate amount of revolving commitments, and (ii) 0.25 % when that amount is less than 50 % of the aggregate amount of revolving commitments. Accrued and unpaid unused fees will be payable quarterly in arrears during the term of the First Lien Credit Agreement and on the Revolving Termination Date (or any earlier date of termination of the revolving commitments or reduction of the revolving commitments to zero). Letters of credit and the proceeds of revolving loans may be used (i) to refinance indebtedness under the Bridge Credit Agreement (which agreement was canceled and refinanced upon our entry into the Credit Agreements), (ii) for working capital and general corporate purposes (subject to certain exceptions set forth in the First Lien Credit Agreement, including limitations on investments in non-Borrowing Base Properties), and (iii) to fund professional fee payments and other fees and expenses subject to the provisions of the Plan and related confirmation order and for other uses permitted by the provisions of the First Lien Credit Agreement, Plan and confirmation order, in each case consistent with an approved annual business plan. We may terminate or reduce the amount of the revolving commitments at any time and from time to time without penalty or premium, subject to the terms of the First Lien Credit Agreement. The First Lien Credit Agreement contains, among other restrictions, certain additional affirmative and negative covenants and other terms, many of which substantially align with those in the Second Lien Credit Agreement and are summarized below under “Similar Terms of the Credit Agreements.” Second Lien Credit Agreement Amounts borrowed under the Second Lien Credit Agreement may be either Base Rate Loans or LIBOR Loans. Base Rate Loans bear interest at the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50 % and (c) the LIBOR Market Index Rate plus 1.0 %, provided that the Base Rate will not be less than 1.50 % per annum, in each case plus 7.00 % per annum. LIBOR Loans bear interest at LIBOR plus 8.00 % per annum, provided that LIBOR will not be less than 0.50 % per annum. Interest is due to be paid in kind on the last day of each applicable interest period (with rolling 30-day interest periods) by adding the accrued and unpaid amount thereof to the principal balance of the loans under the Second Lien Credit Agreement and then accruing interest on the increased principal amount (provided that after the discharge of our Senior Debt Obligations, interest will be paid in cash). We are required to pay certain fees to the administrative agent for the account of the lenders in connection with the Second Lien Credit Agreement. The proceeds of loans under the Second Lien Credit Agreement may only be used to refinance existing indebtedness under the 2018 Credit Agreement and the 7-Year Term Loan. The Second Lien Credit Agreement contains, among other restrictions, certain additional affirmative and negative covenants and other terms, many of which substantially align with those in the First Lien Credit Agreement and are summarized below under “Similar Terms of the Credit Agreements.” On February 8, 2021, the Company entered into the first amendment to the Second Lien Credit Agreement (“First Amendment”). The First Amendment provided for elimination of approximately $ 5.3 million of the disputed default interest that was capitalized into the principal balance of the Second Lien Term Loan Facility on the effective date thereof, reducing the outstanding principal amount of loans outstanding under the Second Lien Credit Agreement, retroactively, as of December 10, 2020, to $ 535.2 million. The First Amendment also eliminated the disputed PIK interest that was capitalized through the date of the amendment. Similar Terms of the Credit Agreements Each of the Credit Agreements contains certain affirmative and negative covenants and other provisions, as described in detail below, which substantially align with those contained in the other Credit Agreements. Covenants Each of the Credit Agreements contains, among other restrictions, certain affirmative and negative covenants, including, without limitation, requirements that we: • maintain liquidity of at least $ 25.0 million, to be comprised of unrestricted cash held in certain deposit accounts subject to control agreements, up to $ 5.0 million held in a certain other deposit account excluded from the collateral, the unused revolving loan commitments under the First Lien Credit Agreement (to the extent available to be drawn), and amounts on deposit in a designated collateral proceeds account and amounts on deposit in a cash collateral account; • maintain a minimum senior debt yield of 11.35 % from and after June 30, 2021; • maintain a minimum corporate debt yield of (a) 6.50 % from June 30, 2021 through and including September 30, 2021 and (b) 7.25 % from and after October 1, 2021; • provide to the administrative agent, among other things, PREIT and its subsidiaries’ quarterly and annual financial statements, annual budget, reports on projected sources and uses of cash, and an updated annual business plan, as well as quarterly and annual operating statements, rent rolls, and certain other collections and tenant reports and information as the administrative agent may reasonably request with respect to each Borrowing Base Property; • maintain PREIT’s status as a REIT; • use commercially reasonable efforts to obtain subordination, non-disturbance and attornment agreements from each tenant under certain Major Leases as well as ground lease estoppel certificates from each ground lessor of a Borrowing Base Property; • comply with the requirements of the various security documents and, at the administrative agent’s request, promptly notify the administrative agent of any acquisition of any owned real property that is not subject to a mortgage and grant liens on such real property to secure our obligations under the applicable Credit Agreement; • not amend any existing sale agreements with respect to Borrowing Base Properties to result in a reduction of cash consideration by 20% or more; and • not retain more than $ 6.5 million of cash in property-level accounts held by our subsidiaries that are owners of real property (subject to certain exceptions). Each of the Credit Agreements also limits our ability, subject to certain exceptions, to make certain restricted payments (including payments of dividends and voluntary prepayments of certain indebtedness which includes, with respect to the First Lien Credit Agreement, voluntary prepayments under the Second Lien Credit Agreement), make certain types of investments and acquisitions, issue redeemable securities, incur additional indebtedness, incur liens on our assets, enter into agreements with a negative pledge, make certain intercompany transfers, merge, consolidate or sell all or substantially all of our assets or the equity interests in our subsidiaries, amend our organizational documents or material contracts, enter into transactions with affiliates, or enter into derivatives contracts. We are also prohibited from selling certain properties unless certain conditions are satisfied with respect to the terms of the sale agreement for such property or, in the case of Borrowing Base Properties, payment of certain release prices. The First Lien Credit Agreement and, after our Senior Debt Obligations are discharged, the Second Lien Credit Agreement, each prohibit us from (i) entering into Major Leases, (ii) assigning leases, (iii) discounting any rent under leases where the leased premises is at least 7,500 square feet at a Borrowing Base Property and the discounted amount is more than $ 750,000 and more than 25 % of the aggregate contractual base rent payable over the initial term (not including any extension options), (iv) collecting rent in advance, (v) terminating or modifying the terms of any Major Lease or releasing or discharging tenants from any obligations thereunder, (vi) consenting to a tenant’s assignment or subletting of a Major Lease, or (vii) subordinating any lease to any other deed of trust, mortgage, deed to secure debt or encumbrance, other than the mortgages already encumbering the applicable Borrowing Base Property and the mortgages entered into in connection with the other Credit Agreement. Under the First Lien Credit Agreement, and under the Second Lien Credit Agreement after the First Lien Termination Date, any amounts equal to or greater than $ 2.5 million but less than $ 3.5 million received by or on behalf of a guarantor in consideration of any termination or modification of a lease (or the release or discharge of a tenant) are subject to restrictions on use, and such amounts that are equal to or greater than $ 3.5 million must be applied to reduce our outstanding obligations under the applicable Credit Agreement. As of June 30, 2022, we were in compliance with all financial covenants under the Credit Agreements. Restructured Credit Agreements Previously, we had entered into three credit agreements: (1) the 2018 Credit Agreement, which included (a) the $ 375.0 million 2018 Revolving Facility (“Restructured Revolver”), and (b) the $ 300.0 million 2018 Term Loan Facility, (2) the $ 250.0 million 2014 7-Year Term Loan, and (3) the Bridge Credit Agreement. Throughout 2020, we entered into various amendments to the Restructured Credit Agreements. On August 11, 2020, we entered into the Bridge Credit Agreement which provided for up to $ 30.0 million of additional borrowings and an original maturity date of September 30, 2020. On September 30, 2020, we amended our Restructured Credit Agreements to, among other things, extend the maturity date of the Bridge Credit Agreement until October 31, 2020 and to provide for the ability to request additional commitments of up to $ 25.0 million under our Bridge Credit Agreement. The September 2020 amendments also eliminated the minimum liquidity requirement under each of the Restructured Credit Agreements. We also amended the Bridge Credit Agreement on October 16, 2020 to, among other things, increase the aggregate amount of commitments under the Bridge Credit Agreement by $ 25.0 million. As of November 1, 2020, we had borrowed $ 590.0 million available under the Restructured Credit Agreements, including $ 55.0 million under our Bridge Credit Agreement and the full $ 375.0 million under the 2018 Revolving Facility. The Restructured Credit Agreements contained certain affirmative and negative covenants, several of which were amended on March 30, 2020. Pursuant to amendments dated July 27, 2020, some of those covenants were suspended for the duration of the suspension period, as extended by the September 30, 2020 amendments. As such, the Restructured Credit Agreements, as amended, restricted our ability to declare and pay dividends on our common shares and preferred shares for the duration of the Suspension Period. The filing of the chapter 11 cases constituted an event of default under the Restructured Credit Agreements. Upon our entry into the Credit Agreements, the Bridge Credit Agreement, the 7-Year Term Loan and the 2018 Credit Agreement were cancelled. Consolidated Mortgage Loans The estimated fair values of our consolidated mortgage loans based on year-end interest rates and market conditions at June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, 2021 (in millions of dollars) Carrying Value Fair Value Carrying Value Fair Value Mortgage loans (1) $ 810.0 $ 817.9 $ 852.5 $ 846.6 (1) The carrying value of mortgage loans excludes unamortized debt issuance costs of $ 1.4 million and $ 1.2 million as of June 30, 2022 and December 31, 2021, respectively. The consolidated mortgage loans contain various customary default provisions. As of June 30, 2022, we were not in default on any of the consolidated mortgage loans. The following table represents mortgage payments which will come due during the following periods: (in thousands of dollars) July 1 to December 31, 2022 $ 406,127 2023 188,109 2024 215,752 2025 - 2026 - Thereafter - $ 809,988 Mortgage Loan Activit y Cumberland Mall Mortgage Our mortgage loan secured by the property at Cumberland Mall in Vineland, New Jersey had an outstanding June 30, 2022 balance of $ 38.3 million and matured on August 1, 2022 . Such balance was not repaid on or prior to the maturity date, and we are currently pursuing all options related to the debt at this property. Woodland Amendment On December 10, 2021, certain of our consolidated subsidiaries entered into an amendment to our mortgage loan secured by the property at Woodland Mall in Grand Rapids, Michigan, which provides for an extension of the maturity date until December 10, 2022. The Company capitalized $ 0.3 million of lender fees as additional debt issuance costs in connection with the amendment. As of June 30, 2022, the mortgage loan has an outstanding balance of $ 111.7 million, Forbearance Agreements During 2020, we executed forbearance and loan modification agreements for Cherry Hill Mall, Cumberland Mall, Dartmouth Mall, Francis Scott Key Mall, Viewmont Mall, and Woodland Mall. These arrangements allowed us to defer principal payments, and in some cases interest as well, between May and August 2020 depending on the terms of each agreement. At the end of the deferral period, repayment of deferred amounts spanned from four to six months. The repayment periods ranged from August 2020 through February 2021 pursuant to the terms of the specific agreements. Certain of these forbearance and loan modification agreements also imposed certain additional informational reporting requirements during the applicable modification periods. As of June 30, 2022, we had repaid all principal and interest deferrals. |
Cash Flow Information
Cash Flow Information | 6 Months Ended |
Jun. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Information | 5. CASH FLOW INFORMATION We consider all highly liquid short-term investments with a maturity of three months or less at purchase or acquisition to be cash equivalents. At June 30, 2022 and 2021, cash and cash equivalents and restricted cash totaled $ 36.8 million and $ 46.6 million, respectively, and included tenant security deposits of $ 1.8 million and $ 1.4 million, respectively. Cash paid for interest was $ 33.1 million and $ 34.6 million for the six months ended June 30, 2022 and 2021, respectively, net of amounts capitalized of $ 45 thousand and $ 0.1 million, respectively. In our statement of cash flows, we report cash flows on our revolving facilities on a net basis. Aggregate repayments on our First Lien Revolving Facility and Term Loan were $ 38.5 million and $ 19.8 million, respectively, for the six months ended June 30, 2022. We had no borrowings or repayments on our First Lien Revolving Facility for the six months ended June 30, 2021. Accrued construction costs decreased by $ 3.9 million and $ 4.2 million for the six months ended June 30, 2022 and 2021, respectively, representing non-cash changes in investment in real estate and constr uction in progress. The following table provides a summary of cash, cash equivalents, and restricted cash reported within the statement of cash flows as of June 30, 2022 and 2021. June 30, (in thousands of dollars) 2022 2021 Cash and cash equivalents $ 24,008 $ 38,794 Restricted cash included in other assets 12,805 7,806 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 36,813 $ 46,600 Our restricted cash consists of cash held in escrow by banks for real estate taxes and other purposes. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | 6. DERIVATIVES In the normal course of business, we are exposed to financial market risks, including interest rate risk on our interest bearing liabilities. We attempt to limit these risks by following established risk management policies, procedures and strategies, including the use of financial instruments such as derivatives. We do not use financial instruments for trading or speculative purposes. Cash Flow Hedges of Interest Rate Risk For derivatives that have been designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in “Accumulated other comprehensive (loss) income” and subsequently reclassified into “Interest expense, net” in the same periods during which the hedged transaction affects earnings. Through December 10, 2020, all of our derivatives were designated and qualified as cash flow hedges of interest rate risk. On December 10, 2020 as a result of the Financial Restructuring, we de-designated seven of our interest rate swaps which were previously designated cash flow hedges against the 2018 Credit Facility and seven-year Term Loan, as the occurrence of the hedged forecasted transactions was no longer probable during the hedged time period due to the Financial Restructuring as described in Note 4. As such, the Company accelerated the reclassification of a portion of the amounts in other comprehensive (loss) income to earnings which resulted in a loss of $ 2.8 million that was recorded within interest expense, net in the consolidated statement of operations. Additionally, on December 10, 2020, the Company voluntarily de-designated the remaining 13 interest swaps that were also previously designated as cash flow hedges against the 2018 Credit Facility and seven-year Term Loan. Upon de-designation, the accumulated other comprehensive (loss) income balance of each of these de-designated derivatives will be separately reclassified to earnings as the originally hedged forecasted transactions affect earnings. Through December 10, 2020, the changes in fair value of the derivatives were recorded to accumulated other comprehensive (loss) income in the consolidated balance sheets. On December 22, 2020, we re-designated nine interest rate swaps with a notional amount of $ 375.0 million as cash flow hedges of interest rate risk against the First Lien Term Loan Facility. These interest rate swaps qualified for hedge accounting treatment with changes in the fair value of the derivatives recorded through accumulated other comprehensive (loss) income. As of June 30, 2022, we had seven total derivatives which were designated as cash flow hedges. We recognize all derivatives at fair value as either assets or liabilities in the accompanying consolidated balance sheets. Our derivative assets are recorded in “Deferred costs and other assets” and our derivative liabilities are recorded in “Fair value of derivative instruments.” Over the next twelve months, we estimate that $ 1.0 million will be reclassified as a decrease to interest expense. The recognition of these amounts could be accelerated in the event that we repay amounts outstanding on the debt instruments and do not replace them with new borrowings. Non-designated Hedges Derivatives not designated as hedges are not speculative; they are also used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements. For swaps that were not re-designated subsequent to December 10, 2020, changes in the fair value of derivatives were recorded directly in earnings as interest expense in the consolidated statement of operations . During the six months ended June 30, 2022, we had no non-designated swaps mature. A s of June 30, 2022, we had no derivatives which were not designated in hedging relationships. Interest Rate Swaps As of June 30, 2022, we had interest rate swap agreements designated in qualifying hedging relationships outstanding with a weighted average base interest rate of 2.70 % on a notional amount of $ 300.0 million, maturing in May 2023. We originally entered into these interest rate swap agreements in order to hedge the interest payments associated with our issuances of variable interest rate long term debt. The interest rate swap agreements are net settled monthly. The following table summarizes the terms and estimated fair values of our interest rate swap derivative instruments as of June 30, 2022 and December 31, 2021 based on the year they mature. The notional values provide an indication of the extent of our involvement in these instruments, but do not represent exposure to credit, interest rate or market risks. Maturity Date Aggregate Notional Value at Aggregate Fair Value at Aggregate Fair Value at Weighted Derivatives in Cash Flow Hedging Relationships Interest Rate Swaps 2023 $ 300.0 $ 1.0 $ ( 8.1 ) 2.70 % (1) As of June 30, 2022 and December 31, 2021, derivative valuations in their entirety were classified in Level 2 of the fair value hierarchy and we did not have any significant recurring fair value measurements related to derivative instruments using significant unobservable inputs (Level 3). The tables below present the effect of derivative financial instruments on accumulated other comprehensive income (loss) and on our consolidated statements of operations for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, Amount of Gain or Amount of Loss Reclassified Amount of Gain or Amount of Loss Reclassified (in millions of dollars) 2022 2021 2022 2021 2022 2021 2022 2021 Derivatives in Cash Flow Hedging Relationships Interest rate products $ 2.2 $ ( 0.3 ) $ 1.5 $ 3.0 $ 6.1 $ ( 0.3 ) $ 3.4 $ 5.6 Three Months Ended June 30, Six Months Ended June 30, (in millions of dollars) 2022 2021 2022 2021 Total interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ ( 32.6 ) $ ( 32.0 ) ( 64.0 ) $ ( 62.7 ) Amount of loss reclassified from accumulated other comprehensive income into interest expense $ 1.5 $ 3.0 3.4 $ 5.6 As we did not have any derivatives which were not designated in hedging relationships, our non-designated swaps had no impact on the financial statements for the three and six months ended June 30, 2022. The impact of our non-designated swaps resulted in a loss of approximately $ 58 thousand and $ 94 thousand for the three and six months ended June 30, 2021, respectively, which is recognized in interest expense, net in the consolidated statement of operations. Credit-Risk-Related Contingent Features We have agreements with some of our derivative counterparties that contain a provision pursuant to which, if our entity that originated such derivative instruments defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then we could also be declared to be in default on our derivative obligations. As of June 30, 2022, we were not in default on any of our derivative obligations. We have an agreement with a derivative counterparty that incorporates the loan covenant provisions of our loan agreement with a lender affiliated with the derivative counterparty. Failure to comply with the loan covenant provisions would result in our being in default on any derivative instrument obligations covered by the agreement. As of June 30, 2022, the Company did no t have any derivatives in a net liability position. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 7. LEASES As Lessee We have entered into ground leases for portions of the land at Springfield Town Center and Plymouth Meeting Mall. We have also entered into an office lease for our headquarters location, as well as vehicle, solar panel and equipment leases as a lessee. The initial terms of these agreements generally range from three to 40 years , with certain agreements containing extension options for up to an additional 60 years . Upon lease execution, the Company measures a liability for the present value of future lease payments over the noncancelable period of the lease and any renewal option period we are reasonably certain of exercising. Certain agreements require that we pay a portion of reimbursable expenses such as CAM, utilities, insurance and real estate taxes. These payments are not included in the calculation of the lease liability and are presented as variable lease costs. Our leases do not provide a readily determinable implicit interest rate; therefore, we estimate our incremental borrowing rate to calculate the present value of remaining lease payments. In determining our incremental borrowing rate, we considered the lease term, market interest rates and estimates regarding our implied credit rating using market data with adjustments to determine an appropriate incremental borrowing rate. The following table presents additional information pertaining to the Company’s leases: Three Months Ended June 30, 2022 2021 (in thousands of dollars) Solar Panel Ground Leases Office, Total Solar Panel Ground Leases Office, Total Finance lease cost: Amortization of right-of-use assets $ 203 $ — $ — $ 203 $ 203 $ — $ — $ 203 Interest on lease liabilities 54 — — 54 62 — — 62 Operating lease costs — 586 67 653 — 437 327 764 Variable lease costs — 45 218 263 — 45 107 152 Total lease costs $ 257 $ 631 $ 285 $ 1,173 $ 265 $ 482 $ 434 $ 1,181 Six Months Ended June 30, 2022 2021 (in thousands of dollars) Solar Panel Ground Leases Office, Total Solar Panel Ground Leases Office, Total Finance lease cost: Amortization of right-of-use assets $ 405 $ — $ — $ 405 $ 405 $ — $ — $ 405 Interest on lease liabilities 132 — — 132 125 — — 125 Operating lease costs — 1,171 135 1,306 — 873 638 1,511 Variable lease costs — 91 424 515 — 90 170 260 Total lease costs $ 537 $ 1,262 $ 559 $ 2,358 $ 530 $ 963 $ 808 $ 2,301 Other information related to leases as of and for the six months ended June 30, 2022 and 2021 are as follows: (in thousands of dollars) 2022 2021 Cash paid for the amounts included in the measurement of lease liabilities Operating cash flows used for finance leases $ 123 $ 125 Operating cash flows used for operating leases $ 1,308 $ 1,290 Financing cash flows used for finance leases $ 372 $ 372 Weighted average remaining lease term-finance leases (months) 69 80 Weighted average remaining lease term-operating leases (months) 287 293 Weighted average discount rate-finance leases 4.34 % 4.35 % Weighted average discount rate-operating leases 6.45 % 6.43 % Future payments against lease liabilities, which are recorded in Accrued expenses and other liabilities, as of June 30, 2022 are as follows: (in thousands of dollars) Finance leases Operating leases Total July 1 to December 31, 2022 $ 494 $ 1,294 $ 1,788 2023 983 2,556 3,539 2024 949 2,471 3,420 2025 929 2,427 3,356 2026 925 2,429 3,354 Thereafter 1,147 48,658 49,805 Total undiscounted lease payments 5,427 59,835 65,262 Less imputed interest ( 633 ) ( 30,690 ) ( 31,323 ) Total lease liabilities $ 4,794 $ 29,145 $ 33,939 As Lessor As of June 30, 2022, the fixed contractual lease payments, including minimum rents and fixed CAM amounts, to be received over the next five years pursuant to the terms of noncancelable operating leases with initial terms greater than one year are included in the table below. The amounts presented assume that no leases are renewed and no renewal options are exercised. Additionally, the table does not include variable lease payments that may be received under certain leases for percentage rents or the reimbursement of operating costs, such as common area expenses, utilities, insurance and real estate taxes. These variable lease payments are recognized in the period when the applicable expenditures are incurred or, in the case of percentage rents, when the sales data is made available. (in thousands of dollars) July 1 to December 31, 2022 $ 95,322 2023 174,441 2024 151,194 2025 121,263 2026 101,281 Thereafter 266,295 $ 909,796 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. COMMITMENTS AND CONTINGENCIES Contractual Obligations As of June 30, 2022, we had unaccrued contractual and other commitments related to our capital improvement projects and development projects of $ 4.3 million, including $ 0.5 million of commitments related to the redevelopment of Fashion District Philadelphia, in the form of tenant allowances and contracts with general service providers and other professional service providers. For purposes of this disclosure, the contractual obligations and other commitments related to Fashion District Philadelphia are included at 100 % of the obligation and not at our 50 % ownership share. Preferred Dividend Arrearages We have aggregate authorized preferred shares of 25.0 million, where each series of authorized preferred shares is equal to the number of preferred shares outstanding of that series. Dividends on the Series B, Series C and Series D preferred shares are cumulative and therefore will continue to accrue at an annual rate of $ 1.8436 per share, $ 1.80 per share and $ 1.7188 per share, respectively. As of June 30, 2022, the cumulative amount of unpaid dividends on our issued and outstanding preferred shares totaled $ 54.7 million. This consisted of unpaid dividends per share on the Series B, Series C and Series D preferred shares of $ 3.69 per share, $ 3.60 per share and $ 3.44 per share, respectively. On August 2, 2022, our preferred shareholders elected two independent trustees to our Board of Trustees in accordance with the provisions of the designating amendments of the Company's Amended and Restated Trust Agreement. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Nature of Operations | Nature of Operation s Pennsylvania Real Estate Investment Trust (“PREIT” or the “Company”) prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. Our unaudited consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in PREIT’s Annual Report on Form 10-K for the year ended December 31, 2021. In our opinion, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our consolidated financial position, the consolidated results of our operations, consolidated statements of comprehensive loss, consolidated statements of equity and our consolidated statements of cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. PREIT, a Pennsylvania business trust founded in 1960 and one of the first equity real estate investment trusts (“REITs”) in the United States, has a primary investment focus on retail shopping malls located in the eastern half of the United States, primarily in the Mid-Atlantic region. As of June 30, 2022, our portfolio consists of a total of 24 properties operating in nine states, including 20 shopping malls, three other retail properties and one development property. The property in our portfolio that is classified as under development does not currently have any activity occurring. We hold our interest in our portfolio of properties through our operating partnership, PREIT Associates, L.P. (“PREIT Associates” or the “Operating Partnership”). We are the sole general partner of the Operating Partnership and, as of June 30, 2022, we held a 98.7 % controlling interest in the Operating Partnership and consolidated it for reporting purposes. The presentation of consolidated financial statements does not itself imply that the assets of any consolidated entity (including any special-purpose entity formed for a particular project) are available to pay the liabilities of any other consolidated entity, or that the liabilities of any consolidated entity (including any special-purpose entity formed for a particular project) are obligations of any other consolidated entity. Pursuant to the terms of the partnership agreement of the Operating Partnership, each of the limited partners has the right to redeem such partner’s units of limited partnership interest in the Operating Partnership (“OP Units”) for cash or, at our election, we may acquire such OP Units in exchange for our common shares on a fifteen -for-one basis (as a result of our recent reverse share split (described below)), in some cases beginning one year following the respective issue date of the OP Units and in other cases immediately. If all of the outstanding OP Units held by limited partners had been redeemed for cash as of June 30, 2022, the total amount that would have been distributed would have been $ 0.2 million based on the number of outstanding OP Units held by limited partners of 1,030,510 , which would have been convertible into 68,700.73 common shares as of June 30, 2022. The current terms of our credit agreements prohibit the Company from acquiring whole share OP Units for cash and, as such, any whole share OP Units presented for redemption will be redeemed for shares. Partial share OP Unit redemptions will be redeemed for cash. We provide management, leasing and real estate development services through two of our subsidiaries: PREIT Services, LLC (“PREIT Services”), which generally develops and manages properties that we consolidate for financial reporting purposes, an d PREIT-RUBIN, Inc. (“PRI”), which generally develops and manages properties that we do not consolidate for financial reporting purposes, including properties owned by partnerships in which we own an interest, and properties that are owned by third parties in which we do not have an interest. PREIT Services and PRI are consolidated. PRI is a taxable REIT subsidiary, as defined by federal tax laws, which means that it is able to offer an expanded menu of services to tenants without jeopardizing our continuing qualification as a REIT under federal tax law. We evaluate operating results and allocate resources on a property-by-property basis, and do not distinguish or evaluate our consolidated operations on a geographic basis. Due to the nature of our operating properties, which involve retail shopping, dining, entertainment and certain non-traditional tenant operations, we have concluded that our individual properties have similar economic characteristics and meet all other aggregation criteria. Accordingly, we have aggregated our individual properties into one reportable segment. In addition, no single tenant accounts for 10% or more of consolidated revenue, and none of our properties are located outside the United States. |
COVID-19 Related Risks and Uncertainties | COVID-19 Related Risks and Uncertainties The COVID-19 global pandemic that began in 2020 has adversely impacted and continues to impact our business, financial condition, liquidity and operating results, as well as our tenants’ businesses. The prolonged evolution of the pandemic has also led to periods of unprecedented global economic disruption and volatility in financial markets. Some of our tenants’ financial health and business viability have been adversely impacted and their creditworthiness has deteriorated. We anticipate that our future business, financial condition, liquidity and results of operations, including in 2022 and potentially in future periods, will continue to be materially impacted by the COVID-19 pandemic. Although we have operated in the COVID-19 environment for approximately two years, uncertainty remains as to how long the global pandemic, economic challenges and various limitations and disruptions to business operations will continue to impact us or our tenants. COVID-19 closures of our properties began on March 12, 2020 and continued through the reopening of our last property on July 3, 2020; all of our properties have remained open since that time and are employing safety and sanitation measures designed to address the risks posed by COVID-19. As of the date of this report, government-imposed capacity restrictions are no longer in place in the Company’s markets. Although market fundamentals have improved during 2021 and into 2022, the impacts of COVID-19, including the emergence of new variants and various business impacts on the global supply chain, create significant uncertainty and are likely to continue to impact our operations and results in 2022. |
Going Concern Considerations | Going Concern Considerations Under the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management has the responsibility to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. As a result of the considerations articulated below, we believe there is substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. In applying the accounting guidance, management considered our current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our conditional and unconditional obligations due over the next twelve months. Management specifically considered Fashion District Philadelphia’s Amended and Restated Term Loan Agreement (“FDP Loan Agreement”), which matures in January 2023 and includes a quarterly covenant provision as an event or condition that raises substantial doubt about our ability to continue as a going concern. The FDP Loan Agreement has a balance of $ 194.6 million at June 30, 2022, and matures in January 2023 , with an option to extend maturity to January 2024 . This agreement also contains a 10 % quarterly debt yield covenant which began on December 31, 2021. As of December 31, 2021, the FDP joint venture entity borrower, PM Gallery L.P., did not meet the minimum 10 % debt yield covenant, which triggered the lender to sweep cash from the property. This is not an event of default. As of June 30, 2022, the debt yield covenant threshold is 9%, subsequent to which the joint venture would be required to pay down the term loan to achieve a 9% debt yield. Based on the joint venture’s current forecast, management projects that the joint venture will not be able to meet this covenant as the debt yield is projected to be under 9 %. To the extent the term loan is not paid down by the joint venture, this term loan could become due and payable during the second half of 2022. The Company guarantees 50 % of the joint venture’s obligations under the FDP Loan Agreement and management projects that the Company would not be able to satisfy its obligations if the FDP term loan would become due and payable in 2022. The Company plans to work with its joint venture partner to satisfy any obligations coming due under the FDP Loan Agreement should it become due and payable as a result of the joint venture not meeting the debt yield covenant. However, our ability to satisfy obligations under the FDP Loan Agreement depends primarily on management’s ability to obtain relief from the joint venture’s lender in regard to the Company’s guarantee of 50 % of the outstanding debt balance. Obtaining relief from the FDP Loan Agreement lender involves performance by third parties and therefore cannot be considered probable of occurring. Therefore, due to the inherent risks, unknown results and significant uncertainties associated with this matter and the direct correlation to our ability to satisfy our financial obligations that may arise over the applicable twelve month period, we are unable to conclude that it is probable that we will be able to meet our obligations arising within twelve months of the date of issuance of these financial statements under the parameters set forth in this accounting guidance . |
Fair Value | Fair Value Fair value accounting applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements. Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, these accounting requirements establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs might include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. We utilize the fair value hierarchy in our accounting for derivatives (Level 2) and financial instruments (Level 2) and in our reviews for impairment of real estate assets (Level 3) and goodwill (Level 3). |
Impairment of Assets | Impairment of Assets Real estate investments and related intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the property might not be recoverable, which is referred to as a “triggering event.” During the second quarter of 2022, certain of our properties had triggering events due to various indicators of impairment, however, based on our assessment of the undiscounted future cash flows, we did not identify any impairments. In connection with our review of our long-lived assets for impairment, we utilize qualitative and quantitative factors in order to estimate fair value. The significant qualitative factors that we use include age and condition of the property, market conditions in the property’s trade area, competition with other shopping centers within the property’s trade area and the creditworthiness and performance of the property’s tenants. The significant quantitative factors that we use include historical and forecasted financial and operating information relating to the property, such as net operating income, estimated holding periods, occupancy statistics, vacancy projections and tenants’ sales levels. If there is a triggering event in relation to a property to be held and used, we will estimate the aggregate future cash flows, net of estimated capital expenditures, to be generated by the property, undiscounted and without interest charges. In addition, this estimate may consider a probability weighted cash flow estimation approach when alternative courses of action to recover the carrying amount of a long-lived asset are under consideration or when a range of possible values is estimated. The determination of undiscounted cash flows requires significant estimates by our management, including the expected course of action at the balance sheet date that would lead to such cash flows. Subsequent changes in estimated undiscounted cash flows arising from changes in the anticipated action to be taken with respect to the property could affect the determination of whether an impairment exists, and the effects of such changes could materially affect our net income. If the estimated undiscounted cash flows are less than the carrying value of the property, the carrying value is written down to its fair value. We intend to hold and operate our properties long-term, which reduces the likelihood that our carrying value is not recoverable. A shortened holding period would increase the likelihood that the carrying value is not recoverable. Assessment of our ability to recover certain lease-related costs must be made when we have a reason to believe that a tenant might not be able to perform under the terms of the lease as originally expected. This requires us to make estimates as to the recoverability of such costs. An other-than-temporary impairment of an investment in an unconsolidated joint venture is recognized when the carrying value of the investment is not considered recoverable based on evaluation of the severity and duration of the decline in value. To the extent impairment has occurred, the excess carrying value of the asset over its estimated fair value is recorded as a reduction to income. During the three and six months ended June 30, 2022, we did no t record any impairment loss. During the three and six months ended June 30, 2021, we recorded an impairment loss of $ 1.3 million in connection with our classification of Valley View Center as held for sale. |
Assets Classified as Held for Sale | Assets Classified as Held for Sale The determination to classify an asset as held for sale requires significant estimates by us about the property and the expected market for the property, which are based on factors including recent sales of comparable properties, recent expressions of interest in the property, financial metrics of the property and the physical condition of the property. We must also determine if it will be possible under those market conditions to sell the property for an acceptable price within one year. When assets are identified by our management as held for sale, we discontinue depreciating the assets and estimate the sales price, net of selling costs, of such assets. We generally consider operating properties to be held for sale when they meet criteria such as whether the sale transaction has been approved by the appropriate level of management and there are no known material contingencies relating to the sale such that the sale is probable and is expected to qualify for recognition as a completed sale within one year. If the expected net sales price of the asset that has been identified as held for sale is less than the net book value of the asset, the asset is written down to fair value less the cost to sell. Assets and liabilities related to assets classified as held for sale are presented separately in the consolidated balance sheets. If we determine that a property no longer meets the held-for-sale criteria, we reclassify the property’s assets and liabilities to their original locations on the consolidated balance sheet and record depreciation and amortization expense for the period that the property was in held-for-sale status. As of June 30, 2022, we determined that two of our hotel land parcels, one of our multifamily land parcels, one vacant anchor box space, one retail property, and six outparcels met the criteria to be classified as held for sale. As of December 31, 2021, we determined that two of our hotel land parcels, two of our multifamily land parcels and a vacant anchor box space met the criteria to be classified as held for sale. |
Share-Based Compensation | Share-Based Compensation On March 4, 2022, the Company approved the 2022-2024 Equity Award Program design (the “Program”). Having approved the Program, the Company made long term incentive plan awards in the form of performance-based restricted share units (“PSUs”) and time-based restricted share units (“RSUs”) consisting of 322,531 RSUs and 236,575 PSUs, with such RSU and PSU totals reflecting the impact of the reverse share split . The grants of PSUs and RSUs were made pursuant to the Company’s Amended and Restated 2018 Equity Incentive Plan (as amended, the “2018 Equity Incentive Plan”). The settlement of RSUs or PSUs may be made in cash or shares as determined by the Executive Compensation and Human Resources Committee. As such, these awards are accounted for as liability awards and remeasured at fair value each reporting period. The liability for these awards is included in accrued expenses and other liabilities in the consolidated balance sheets and compensation cost is recorded ratably over the respective vesting periods. Under the Program, the number of common shares to be issued by the Company with respect to the PSUs, if any, depends on the Company’s achievement of certain specified operating performance measures and a modification based on total shareholder return (“TSR”) for the three-year period beginning January 1, 2022 and ending on the earlier of December 31, 2024 or the date of a change in control of the Company (the “Measurement Period”). The preliminary number of common shares to be issued by the Company with respect to the PSUs awarded is based on a multiple determined by achievement of certain specified operating performance measures during the Measurement Period. These performance measures, the three-year core mall sales per square foot, three-year average quarterly core mall total occupancy and the three-year corporate debt yield, are each weighted 33.3 %. The Committee approved minimum, target and maximum performance levels for both measures. For all participants, the minimum performance level will have a 0.5 multiplier, the target performance level will have a 1.0 multiplier and the maximum performance level will have a 2.0 multiplier. The preliminary number of common shares to be issued by the Company as determined under the operating performance goals will be adjusted, upwards or downwards, depending on the Company’s TSR performance over the Measurement Period relative to the TSR performance of other real estate investment trusts comprising a leading index of retail real estate investment trusts. Dividends, if any, on the Company’s common shares are deemed to be paid with respect to PSUs and credited to the PSU accounts and applied to “acquire” more PSUs at the 20-day average closing price per common share ending on the dividend payment date. With respect to the portion of the long-term incentive awards made in the form of RSUs, the RSUs generally will vest in three equal annual installments for all grants except director grants and two equal installments for the Company’s directors commencing on March 4, 2023 , subject to continued employment. During the period that the RSUs have not vested, the holder will have no rights as a shareholder with respect to the RSUs; however, dividends, if any, on the Company’s common shares are deemed to be paid with respect to RSUs and credited to the RSU accounts and applied to “acquire” more RSUs at the 20-day average closing price per common share ending on the dividend payment date. |
New Accounting Developments | New Accounting Developments In October 2021, the FASB issued ASU 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805), which provides amendments to address diversity and inconsistency related to the recognition and measurement of contract assets and liabilities acquired in a business combination. Amendments require that an acquirer recognize and measure contract assets/liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. While this standard is not in effect at this time, the Company will evaluate and implement if applicable. Reverse Share Split On June 16, 2022, the C ompany effected a one-for-fifteen reverse share split of its common shares. Upon the effectiveness of the reverse share split, every 15 issued and outstanding common shares were combined into one issued and outstanding common share, with no change in par value per share, and the authorized number of common shares was proportionally reduced. Shareholders entitled to fractional shares as a result of the reverse share split were entitled to receive a cash payment in lieu of receiving fractional shares. All common share and per share data in the consolidated financial statements and notes to the consolidated financial statements have been retrospectively revised to reflect the reverse share split. Common shares underlying outstanding options, RSUs, PSUs and restricted shares were proportionately reduced and the respective exercise prices, if applicable, were proportionately increased. Additionally, the conversion rate of OP Units into common shares was automatically proportionally adjusted from one-for-one to fifteen-for-one. Total cash payment in lieu of fractional shares paid to entitled shareholders was less than $ 4 thousand. The reverse share split was primarily intended to bring the Company into compliance with the minimum bid price requirement for maintaining its listing on the New York Stock Exchange (the “NYSE”). The Company's common shares continues to trade under the symbol “PEI” and began trading on a split-adjusted basis on June 16, 2022. |
Real Estate Activities (Tables)
Real Estate Activities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Real Estate [Abstract] | |
Investments in Real Estate | Investments in real estate as of June 30, 2022 and December 31, 2021 were comprised of the followin g: (in thousands of dollars) June 30, 2022 December 31, 2021 Buildings, improvements and construction in progress $ 2,741,664 $ 2,762,675 Land, including land held for development 421,983 443,686 Total investments in real estate 3,163,647 3,206,361 Accumulated depreciation ( 1,443,004 ) ( 1,405,260 ) Net investments in real estate $ 1,720,643 $ 1,801,101 |
Schedule of Capitalized Salaries, Commissions and Benefits, Real Estate Taxes and Interest | The following table summarizes our capitalized interest, compensation, including commissions, and real estate taxes for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Development/Redevelopment Activities: Interest (1) $ 21 $ 17 $ 45 $ 147 Compensation — 25 45 62 Real estate taxes — 29 — 58 Leasing Activities: Compensation, including commissions (2) 72 27 101 27 (1) Includes interest capitalized on investments in partnerships under development. (2) The definition of initial direct costs under ASC 842 includes only those incremental costs of a lease that would not have been incurred if the lease had not been obtained. Commissions paid for successful leasing transactions continue to be capitalized. |
Investments in Partnerships (Ta
Investments in Partnerships (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Summary of Equity Investments | The following table presents summarized financial information of the equity investments in our unconsolidated partnerships as of June 30, 2022 and December 31, 2021: _____________________ (in thousands of dollars) June 30, 2022 December 31, 2021 ASSETS: Investments in real estate, at cost: Operating properties $ 739,183 $ 847,560 Construction in progress 3,110 6,456 Total investments in real estate 742,293 854,016 Accumulated depreciation ( 228,716 ) ( 247,133 ) Net investments in real estate 513,577 606,883 Cash and cash equivalents 45,968 59,004 Deferred costs and other assets, net 151,514 155,247 Total assets 711,059 821,134 LIABILITIES AND PARTNERS’ INVESTMENT: Mortgage loans payable, net 404,055 493,904 FDP Term Loan, net 194,602 194,602 Partnership Loan 119,067 115,543 Other liabilities 146,852 141,619 Total liabilities 864,576 945,668 Net investment ( 153,517 ) ( 124,534 ) Partners’ share ( 81,841 ) ( 62,771 ) PREIT’s share ( 71,676 ) ( 61,763 ) Excess investment (1) 6,963 6,718 Net investments and advances $ ( 64,713 ) $ ( 55,045 ) Investment in partnerships, at equity $ 7,967 $ 16,525 Distributions in excess of partnership investments ( 72,680 ) ( 71,570 ) Net investments and advances $ ( 64,713 ) $ ( 55,045 ) (1) Excess investment represents the unamortized difference between our investment and our share of the equity in the underlying net investment in the unconsolidated partnerships. The excess investment is amortized over the life of the properties, and the amortization is included in “Equity in loss of partnerships.” |
Summary of Share of Equity in Loss (Income) of Partnerships | The following table summarizes our share of equity in (loss) income of partnerships for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Real estate revenue $ 27,691 $ 33,137 $ 57,580 $ 58,037 Expenses: Property operating and other expenses ( 11,018 ) ( 10,142 ) ( 22,892 ) ( 23,881 ) Interest expense (1) ( 12,208 ) ( 11,091 ) ( 23,962 ) ( 21,795 ) Depreciation and amortization ( 6,471 ) ( 6,406 ) ( 13,126 ) ( 13,336 ) Total expenses ( 29,697 ) ( 27,639 ) ( 59,980 ) ( 59,012 ) Net loss ( 2,006 ) 5,498 ( 2,400 ) ( 975 ) Less: Partners’ share 818 ( 3,005 ) 817 91 PREIT’s share ( 1,188 ) 2,493 ( 1,583 ) ( 884 ) Amortization of excess investment - ( 60 ) - ( 116 ) Equity in (loss) income of partnerships $ ( 1,188 ) $ 2,433 $ ( 1,583 ) $ ( 1,000 ) (1) Net of capitalized interest expense of $ 0 and $ 143 for the three months ended June 30, 2022 and 2021, respectively a nd $ 0 and $ 246 for the six months ended June 30, 2022 and 2021, respectively. |
Summary of Financial Information about Significant Unconsolidated Subsidiary | The financial information of FDP is included in the amounts above. Summarized balance sheet information as of June 30, 2022 and December 31, 2021, and summarized statement of operations information for the three and six months ended June 30, 2022 and 2021 which is accounted for using the equity method, are as follows: (in thousands of dollars) June 30, 2022 December 31, 2021 Summarized balance sheet information Total assets $ 456,410 $ 457,050 FDP Term Loan, net 313,669 310,145 Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Summarized statement of operations information Revenue $ 6,586 $ 12,815 $ 13,634 $ 17,741 Property operating expenses ( 3,998 ) ( 2,706 ) ( 9,212 ) ( 9,060 ) Interest expense ( 7,524 ) ( 6,010 ) ( 14,609 ) ( 11,695 ) Net (loss) income ( 8,006 ) 544 ( 16,266 ) ( 9,789 ) PREIT’s share of equity in (loss) income of partnership ( 4,003 ) 272 ( 8,133 ) ( 4,895 ) |
Financing Activity (Tables)
Financing Activity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule Of Credit Facility Interest Expense and Deferred Financing Fee Amortization | Interest expense and deferred financing fee amortization related to the Credit Agreements and the Restructured Credit Agreements for the three and six months ended June 30, 2022 and 2021 were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands of dollars) 2022 2021 2022 2021 Revolving Facilities: Interest expense (1) $ 551 $ 554 $ 1,092 $ 1,103 Deferred financing amortization 298 299 597 597 Term Loans: Interest expense (2) 21,070 20,744 41,518 41,165 Deferred financing amortization 1,784 1,781 3,568 3,561 (1) All of the expense applied to the First Lien Revolving Facility. (2) All of the expense applied to the Term Loans, of which $ 13.4 million and $ 25.9 million, for the three and six months ended June 30, 2022 and $ 11.9 million and $ 23.4 million for the three and six months ended June 30, 2021, respectively, was for the Second Lien Term Loan Facility and was not paid in cash, but capitalized to the principal balance of the loan. |
Carrying and Fair Values of Mortgage Loans | The estimated fair values of our consolidated mortgage loans based on year-end interest rates and market conditions at June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, 2021 (in millions of dollars) Carrying Value Fair Value Carrying Value Fair Value Mortgage loans (1) $ 810.0 $ 817.9 $ 852.5 $ 846.6 (1) The carrying value of mortgage loans excludes unamortized debt issuance costs of $ 1.4 million and $ 1.2 million as of June 30, 2022 and December 31, 2021, respectively. |
Summary of Mortgage Payments | The following table represents mortgage payments which will come due during the following periods: (in thousands of dollars) July 1 to December 31, 2022 $ 406,127 2023 188,109 2024 215,752 2025 - 2026 - Thereafter - $ 809,988 |
Cash Flow Information (Tables)
Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Summary of Cash, Cash Equivalents, and Restricted Cash Reported within Statement of Cash Flows | The following table provides a summary of cash, cash equivalents, and restricted cash reported within the statement of cash flows as of June 30, 2022 and 2021. June 30, (in thousands of dollars) 2022 2021 Cash and cash equivalents $ 24,008 $ 38,794 Restricted cash included in other assets 12,805 7,806 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 36,813 $ 46,600 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Fair Value of Derivative Instruments | The following table summarizes the terms and estimated fair values of our interest rate swap derivative instruments as of June 30, 2022 and December 31, 2021 based on the year they mature. The notional values provide an indication of the extent of our involvement in these instruments, but do not represent exposure to credit, interest rate or market risks. Maturity Date Aggregate Notional Value at Aggregate Fair Value at Aggregate Fair Value at Weighted Derivatives in Cash Flow Hedging Relationships Interest Rate Swaps 2023 $ 300.0 $ 1.0 $ ( 8.1 ) 2.70 % As of June 30, 2022 and December 31, 2021, derivative valuations in their entirety were classified in Level 2 of the fair value hierarchy and we did not have any significant recurring fair value measurements related to derivative instruments using significant unobservable inputs (Level 3). |
Effect of Our Derivative Financial Instruments on Our Consolidated Statements of Operations | The tables below present the effect of derivative financial instruments on accumulated other comprehensive income (loss) and on our consolidated statements of operations for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, Amount of Gain or Amount of Loss Reclassified Amount of Gain or Amount of Loss Reclassified (in millions of dollars) 2022 2021 2022 2021 2022 2021 2022 2021 Derivatives in Cash Flow Hedging Relationships Interest rate products $ 2.2 $ ( 0.3 ) $ 1.5 $ 3.0 $ 6.1 $ ( 0.3 ) $ 3.4 $ 5.6 Three Months Ended June 30, Six Months Ended June 30, (in millions of dollars) 2022 2021 2022 2021 Total interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ ( 32.6 ) $ ( 32.0 ) ( 64.0 ) $ ( 62.7 ) Amount of loss reclassified from accumulated other comprehensive income into interest expense $ 1.5 $ 3.0 3.4 $ 5.6 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Lease, Cost | The following table presents additional information pertaining to the Company’s leases: Three Months Ended June 30, 2022 2021 (in thousands of dollars) Solar Panel Ground Leases Office, Total Solar Panel Ground Leases Office, Total Finance lease cost: Amortization of right-of-use assets $ 203 $ — $ — $ 203 $ 203 $ — $ — $ 203 Interest on lease liabilities 54 — — 54 62 — — 62 Operating lease costs — 586 67 653 — 437 327 764 Variable lease costs — 45 218 263 — 45 107 152 Total lease costs $ 257 $ 631 $ 285 $ 1,173 $ 265 $ 482 $ 434 $ 1,181 Six Months Ended June 30, 2022 2021 (in thousands of dollars) Solar Panel Ground Leases Office, Total Solar Panel Ground Leases Office, Total Finance lease cost: Amortization of right-of-use assets $ 405 $ — $ — $ 405 $ 405 $ — $ — $ 405 Interest on lease liabilities 132 — — 132 125 — — 125 Operating lease costs — 1,171 135 1,306 — 873 638 1,511 Variable lease costs — 91 424 515 — 90 170 260 Total lease costs $ 537 $ 1,262 $ 559 $ 2,358 $ 530 $ 963 $ 808 $ 2,301 |
Supplemental Cash Flows and Terms | Other information related to leases as of and for the six months ended June 30, 2022 and 2021 are as follows: (in thousands of dollars) 2022 2021 Cash paid for the amounts included in the measurement of lease liabilities Operating cash flows used for finance leases $ 123 $ 125 Operating cash flows used for operating leases $ 1,308 $ 1,290 Financing cash flows used for finance leases $ 372 $ 372 Weighted average remaining lease term-finance leases (months) 69 80 Weighted average remaining lease term-operating leases (months) 287 293 Weighted average discount rate-finance leases 4.34 % 4.35 % Weighted average discount rate-operating leases 6.45 % 6.43 % |
Future Minimum Payments Against Lease Liabilities Which Recorded in Accrued Expenses and Other Liabilities | Future payments against lease liabilities, which are recorded in Accrued expenses and other liabilities, as of June 30, 2022 are as follows: (in thousands of dollars) Finance leases Operating leases Total July 1 to December 31, 2022 $ 494 $ 1,294 $ 1,788 2023 983 2,556 3,539 2024 949 2,471 3,420 2025 929 2,427 3,356 2026 925 2,429 3,354 Thereafter 1,147 48,658 49,805 Total undiscounted lease payments 5,427 59,835 65,262 Less imputed interest ( 633 ) ( 30,690 ) ( 31,323 ) Total lease liabilities $ 4,794 $ 29,145 $ 33,939 |
Lessor, Operating Lease, Payments to be Received, Maturity | As of June 30, 2022, the fixed contractual lease payments, including minimum rents and fixed CAM amounts, to be received over the next five years pursuant to the terms of noncancelable operating leases with initial terms greater than one year are included in the table below. The amounts presented assume that no leases are renewed and no renewal options are exercised. Additionally, the table does not include variable lease payments that may be received under certain leases for percentage rents or the reimbursement of operating costs, such as common area expenses, utilities, insurance and real estate taxes. These variable lease payments are recognized in the period when the applicable expenditures are incurred or, in the case of percentage rents, when the sales data is made available. (in thousands of dollars) July 1 to December 31, 2022 $ 95,322 2023 174,441 2024 151,194 2025 121,263 2026 101,281 Thereafter 266,295 $ 909,796 |
Basis of Presentation - Nature
Basis of Presentation - Nature of Operations (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 16, 2022 | Jun. 30, 2022 USD ($) Property State shares | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) Property State Segment Subsidiary shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 Property | |
Real Estate Properties [Line Items] | ||||||
Number of real estate properties | 24 | 24 | ||||
Number of states in which entity operates | State | 9 | 9 | ||||
Common stock, conversion ratio | 15 | 15 | ||||
Period of conversion | 1 year | |||||
Redeemable noncontrolling interest, equity, other, fair value | $ | $ 200,000 | $ 200,000 | ||||
Limited partners' capital account, units outstanding (in shares) | shares | 1,030,510 | 1,030,510 | ||||
Convertible common stock, shares not yet issued | shares | 68,700.73 | |||||
Number of subsidiaries | Subsidiary | 2 | |||||
Number of reportable segments | Segment | 1 | |||||
Impairment loss on assets as held for sale | $ | $ 0 | $ 0 | ||||
FDP Loan Agreement | ||||||
Real Estate Properties [Line Items] | ||||||
Debt Balance | $ | $ 194,600,000 | $ 194,600,000 | ||||
Debt instrument, maturity date | Jan. 22, 2023 | |||||
Debt instrument extended maturity period | 2024-01 | |||||
Percentage of minimum debt yield covenant | 10% | |||||
Percentage of quarterly debt yield | 10% | |||||
Loan agreement payment condition to achieve projected debt yield | As of June 30, 2022, the debt yield covenant threshold is 9%, subsequent to which the joint venture would be required to pay down the term loan to achieve a 9% debt yield. | |||||
Joint ventures obligations | 50% | |||||
Percentage of guarantee of outstanding debt balance | 50% | |||||
FDP Loan Agreement | Maximum | ||||||
Real Estate Properties [Line Items] | ||||||
Percentage of projected debt yield | 9% | |||||
PREIT Associates, L.P. - Operating Partnership | ||||||
Real Estate Properties [Line Items] | ||||||
Interest in the Operating Partnership | 98.70% | 98.70% | ||||
Mall | ||||||
Real Estate Properties [Line Items] | ||||||
Number of real estate properties | 20 | 20 | ||||
Other Retail Properties | ||||||
Real Estate Properties [Line Items] | ||||||
Number of real estate properties | 3 | 3 | ||||
Development Properties | ||||||
Real Estate Properties [Line Items] | ||||||
Number of real estate properties | 1 | 1 | ||||
Hotel Land Parcels | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties held for sale | 2 | 2 | 2 | |||
Multifamily Land Parcels | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties held for sale | 1 | 1 | 2 | |||
Vacant Anchor Box Space | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties held for sale | 1 | 1 | 1 | |||
Retail Property | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties held for sale | 1 | 1 | ||||
Valley View Center | ||||||
Real Estate Properties [Line Items] | ||||||
Impairment loss on assets as held for sale | $ | $ 1,300,000 | $ 1,300,000 | ||||
Outparcels | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties held for sale | 6 | 6 |
Basis of Presentation - Share-B
Basis of Presentation - Share-Based Compensation (Details) | Mar. 04, 2022 Multiplier Installments shares |
RSUs | |
Real Estate Properties [Line Items] | |
Number of shares, Granted | shares | 322,531 |
RSUs | 2018 Equity Incentive Plan | |
Real Estate Properties [Line Items] | |
Average closing price common share traded period | 20 days |
RSUs | 2018 Equity Incentive Plan | Employees | |
Real Estate Properties [Line Items] | |
Vest in equal installments | Installments | 3 |
RSUs | 2018 Equity Incentive Plan | Director | |
Real Estate Properties [Line Items] | |
Vest in equal installments | Installments | 2 |
Vesting commencement date | Mar. 04, 2023 |
PSUs | |
Real Estate Properties [Line Items] | |
Number of shares, Granted | shares | 236,575 |
PSUs | 2018 Equity Incentive Plan | |
Real Estate Properties [Line Items] | |
Award modification measurement period based on total shareholder return | 3 years |
Award modification measurement period based on total shareholder return start date | Jan. 01, 2022 |
Award modification measurement period based on total shareholder return end date | Dec. 31, 2024 |
Share-based payment arrangement performance level multiplier | 1 |
Average closing price common share traded period | 20 days |
PSUs | 2018 Equity Incentive Plan | Minimum | |
Real Estate Properties [Line Items] | |
Share-based payment arrangement performance level multiplier | 0.5 |
PSUs | 2018 Equity Incentive Plan | Maximum | |
Real Estate Properties [Line Items] | |
Share-based payment arrangement performance level multiplier | 2 |
PSUs | 2018 Equity Incentive Plan | Core Mall Sales Per Square Foot | |
Real Estate Properties [Line Items] | |
Performance measures vesting period | 3 years |
Performance measures weighted average | 33.30% |
PSUs | 2018 Equity Incentive Plan | Average Quarterly Core Mall Occupancy | |
Real Estate Properties [Line Items] | |
Performance measures vesting period | 3 years |
Performance measures weighted average | 33.30% |
PSUs | 2018 Equity Incentive Plan | Corporate Debt Yield | |
Real Estate Properties [Line Items] | |
Performance measures vesting period | 3 years |
Performance measures weighted average | 33.30% |
Basis of Presentation - Reverse
Basis of Presentation - Reverse Share Split (Details) | 6 Months Ended | |
Jun. 16, 2022 USD ($) | Jun. 30, 2022 | |
Real Estate Properties [Line Items] | ||
Common Stock Conversion Ratio | 15 | 15 |
Stockholders' Equity, Reverse Stock Split | On June 16, 2022, the Company effected a one-for-fifteen reverse share split of its common shares. Upon the effectiveness of the reverse share split, every 15 issued and outstanding common shares were combined into one issued and outstanding common share, with no change in par value per share, and the authorized number of common shares was proportionally reduced. Shareholders entitled to fractional shares as a result of the reverse share split were entitled to receive a cash payment in lieu of receiving fractional shares. All common share and per share data in the consolidated financial statements and notes to the consolidated financial statements have been retrospectively revised to reflect the reverse share split. Common shares underlying outstanding options, RSUs, PSUs and restricted shares were proportionately reduced and the respective exercise prices, if applicable, were proportionately increased. Additionally, the conversion rate of OP Units into common shares was automatically proportionally adjusted from one-for-one to fifteen-for-one. Total cash payment in lieu of fractional shares paid to entitled shareholders was less than $4 thousand. The reverse share split was primarily intended to bring the Company into compliance with the minimum bid price requirement for maintaining its listing on the New York Stock Exchange (the “NYSE”). The Company's common shares continues to trade under the symbol “PEI” and began trading on a split-adjusted basis on June 16, 2022. | |
Maximum | ||
Real Estate Properties [Line Items] | ||
Total cash payment in lieu of fractional shares paid | $ 4,000 |
Real Estate Activities - Invest
Real Estate Activities - Investments in Real Estate (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Real Estate [Abstract] | ||
Buildings, improvements and construction in progress | $ 2,741,664 | $ 2,762,675 |
Land, including land held for development | 421,983 | 443,686 |
Total investments in real estate | 3,163,647 | 3,206,361 |
Accumulated depreciation | (1,443,004) | (1,405,260) |
Net investments in real estate | $ 1,720,643 | $ 1,801,101 |
Real Estate Activities - Schedu
Real Estate Activities - Schedule of Capitalized Interest, Compensation, Including Commissions, and Real Estate Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Real Estate [Abstract] | ||||
Interest | $ 21 | $ 17 | $ 45 | $ 147 |
Compensation | 25 | 45 | 62 | |
Real estate taxes | 0 | 29 | 58 | |
Compensation, including commissions | $ 72 | $ 27 | $ 101 | $ 27 |
Real Estate Activities - Impair
Real Estate Activities - Impairment of Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2021 | Jul. 31, 2022 | |
Real Estate Properties [Line Items] | |||
Impairment of real estate assets | $ 1,302 | ||
Exton Square Mall | |||
Real Estate Properties [Line Items] | |||
Impairment of real estate assets | $ 8,400 | ||
Exton Square Mall | Subsequent Event | |||
Real Estate Properties [Line Items] | |||
Sale price | $ 28,800 |
Real Estate Activities - Dispos
Real Estate Activities - Disposition (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Aug. 31, 2022 USD ($) Outparcels | Jun. 30, 2022 USD ($) | Feb. 28, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain (loss) on sales of interests in real estate | $ 1,701 | $ (974) | $ 1,701 | $ (974) | ||||
Mortgage liability | $ 808,644 | 808,644 | 808,644 | $ 851,283 | ||||
Proceeds from redemption of preferred equity | $ 2,500 | |||||||
Cash proceeds from sales of real estate | 28,079 | 828 | ||||||
Gain on sale of preferred equity interest | 3,688 | $ 4,587 | ||||||
Scenario Forecast | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of outparcels sold | Outparcels | 2 | |||||||
Moorestown Mall | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain (loss) on sales of interests in real estate | 8,800 | |||||||
Disposal group, consideration | 11,800 | 11,800 | 11,800 | |||||
Cash proceeds from sales of real estate | 11,700 | |||||||
Valley View Mall | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Mortgage liability | 27,200 | 27,200 | 27,200 | |||||
The Mall at Prince Georges | Scenario Forecast | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal group, consideration | $ 2,400 | |||||||
Magnolia Mall | Scenario Forecast | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal group, consideration | 900 | |||||||
The Mall at Prince George's and Magnolia Mall | Scenario Forecast | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Cash proceeds from sales of real estate | $ 3,200 | |||||||
Francis Scott Key Mall | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain (loss) on sales of interests in real estate | 1,700 | |||||||
Disposal group, consideration | 2,400 | $ 2,400 | $ 2,400 | |||||
Cash proceeds from sales of real estate | $ 2,400 |
Investments in Partnerships - S
Investments in Partnerships - Summary of Equity Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Investments in real estate, at cost: | ||
Operating properties | $ 739,183 | $ 847,560 |
Construction in progress | 3,110 | 6,456 |
Total investments in real estate | 742,293 | 854,016 |
Accumulated depreciation | (228,716) | (247,133) |
Net investments in real estate | 513,577 | 606,883 |
Cash and cash equivalents | 45,968 | 59,004 |
Deferred costs and other assets, net | 151,514 | 155,247 |
Total assets | 711,059 | 821,134 |
LIABILITIES AND PARTNERS’ INVESTMENT: | ||
Mortgage loans payable, net | 404,055 | 493,904 |
FDP Term Loan, net | 194,602 | 194,602 |
Partnership Loan | 119,067 | 115,543 |
Other liabilities | 146,852 | 141,619 |
Total liabilities | 864,576 | 945,668 |
Net investment | (153,517) | (124,534) |
Partners’ share | (81,841) | (62,771) |
PREIT’s share | (71,676) | (61,763) |
Excess investment | 6,963 | 6,718 |
Net investments and advances | (64,713) | (55,045) |
Investment in partnerships, at equity | 7,967 | 16,525 |
Distributions in excess of partnership investments | $ (72,680) | $ (71,570) |
Investments in Partnerships -_2
Investments in Partnerships - Summary of Share of Equity in (Loss) Income of Partnerships (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Equity Method Investments And Joint Ventures [Abstract] | ||||
Real estate revenue | $ 27,691 | $ 33,137 | $ 57,580 | $ 58,037 |
Expenses: | ||||
Property operating and other expenses | (11,018) | (10,142) | (22,892) | (23,881) |
Interest expense | (12,208) | (11,091) | 23,962 | 21,795 |
Depreciation and amortization | (6,471) | (6,406) | 13,126 | 13,336 |
Total expenses | (29,697) | (27,639) | 59,980 | 59,012 |
Net loss | (2,006) | 5,498 | (2,400) | (975) |
Less: Partners’ share | 818 | (3,005) | 817 | 91 |
PREIT’s share | (1,188) | 2,493 | (1,583) | (884) |
Amortization of excess investment | (60) | (116) | ||
Equity in (loss) income of partnerships | $ (1,188) | $ 2,433 | $ (1,583) | $ (1,000) |
Investments in Partnerships -_3
Investments in Partnerships - Summary of Share of Equity in Loss of Partnerships (Parenthetical) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Equity Method Investments And Joint Ventures [Abstract] | ||||
Capitalized interest expense | $ 0 | $ 143 | $ 0 | $ 246 |
Investments in Partnerships - F
Investments in Partnerships - FDP Loan Agreement (Details) - FDP Loan Agreement - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 10, 2020 | Sep. 30, 2019 | Jun. 30, 2022 | Jul. 31, 2019 | Jan. 31, 2018 | |
Schedule Of Equity Method Investments [Line Items] | |||||
Long-term debt | $ 350 | $ 250 | |||
Proceeds from (Repayments of) Long-term debt and capital securities | $ 51 | ||||
Distribution of financing proceeds from equity method investee | $ 25 | ||||
Outstanding principal | $ 194.6 | ||||
Debt instrument, maturity date | Jan. 22, 2023 | ||||
Debt instrument extension term | 1 year | ||||
Debt, variable interest rate | 2.50% | ||||
Percentage of full recourse guarantee | 50% | ||||
Full recourse guarantee amount | $ 50 | ||||
Federal Funds Rate | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Debt, variable interest rate | 0.50% | ||||
LIBOR Market Index Rate | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Debt, variable interest rate | 1% | ||||
LIBOR | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Debt, variable interest rate | 3.50% | ||||
Partnership Loan | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Principal payment | $ 100 | ||||
Outstanding principal | $ 301 | $ 201 | |||
Accrued interest percentage | 15% | ||||
Cash distributions description | 50/50 cash distributions to the Company and its joint venture partner |
Investments in Partnerships - M
Investments in Partnerships - Mortgage Loan Activity (Details) - USD ($) $ in Thousands | May 25, 2021 | Jun. 30, 2022 | Dec. 31, 2021 |
Schedule of Equity Method Investments [Line Items] | |||
Mortgage loans payable, net | $ 808,644 | $ 851,283 | |
Mortgage Loan | Pavilion at Market East | |||
Schedule of Equity Method Investments [Line Items] | |||
Mortgage loans payable, net | $ 7,600 | ||
Debt instrument, payment terms | 2 years | ||
Debt instrument, maturity date | May 31, 2023 | ||
Debt instrument interest only payments period | 2022-05 | ||
Debt, variable interest rate | 4% | ||
LIBOR | Mortgage Loan | Pavilion at Market East | |||
Schedule of Equity Method Investments [Line Items] | |||
Debt, variable interest rate | 3.50% |
Investments in Partnerships - D
Investments in Partnerships - Dispositions (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Schedule Of Equity Method Investments [Line Items] | |||||
Gain (loss) on sales of interests in real estate | $ 1,701 | $ (974) | $ 1,701 | $ (974) | |
Cash proceeds from sales of real estate | 28,079 | $ 828 | |||
Gloucester Premium Outlets | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Disposal group, consideration | $ 35,400 | 35,400 | 35,400 | ||
Disposal group, cash | 14,100 | 14,100 | 14,100 | ||
Disposal group, debt assumption | 21,400 | $ 21,400 | $ 21,400 | ||
Gain (loss) on sales of interests in real estate | 9,100 | ||||
Cash proceeds from sales of real estate | $ 14,000 | ||||
Disposal group, percentage of ownership interest | 25% |
Investments in Partnerships -_4
Investments in Partnerships - Significant Unconsolidated Subsidiary (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Fashion District Philadelphia | |
Schedule Of Equity Method Investments [Line Items] | |
Ownership interest in subsidiary | 50% |
Investments in Partnerships -_5
Investments in Partnerships - Summarized Balance Sheet Information in Significant Unconsolidated Subsidiary (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Schedule Of Equity Method Investments [Line Items] | ||
Total assets | $ 1,928,671 | $ 2,051,736 |
FDP Term Loan, net | 968,871 | 959,137 |
Fashion District Philadelphia [Member] | ||
Schedule Of Equity Method Investments [Line Items] | ||
Total assets | 456,410 | 457,050 |
FDP Term Loan, net | $ 313,669 | $ 310,145 |
Investments in Partnerships -_6
Investments in Partnerships - Summarized Statement of Operations Information in Significant Unconsolidated Subsidiary (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Schedule Of Equity Method Investments [Line Items] | ||||||
Revenue | $ 73,127 | $ 74,118 | $ 142,562 | $ 139,522 | ||
Property operating expenses | 31,802 | 30,765 | 65,375 | 63,924 | ||
Interest expense | 32,601 | 31,978 | 63,992 | 62,709 | ||
Net (loss) income | (11,015) | $ (32,973) | (25,380) | $ (43,980) | (43,988) | (69,360) |
PREIT's share of equity in (loss) income of partnership | (10,790) | (24,597) | (43,259) | (67,343) | ||
Fashion District Philadelphia [Member] | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Revenue | 6,586 | 12,815 | 13,634 | 17,741 | ||
Property operating expenses | (3,998) | (2,706) | (9,212) | (9,060) | ||
Interest expense | 7,524 | 6,010 | 14,609 | 11,695 | ||
Net (loss) income | (8,006) | 544 | (16,266) | (9,789) | ||
PREIT's share of equity in (loss) income of partnership | $ (4,003) | $ 272 | $ (8,133) | $ (4,895) |
Financing Activity - Credit Agr
Financing Activity - Credit Agreements (Details) | 3 Months Ended | 6 Months Ended | ||||||||
Oct. 01, 2021 | Jun. 30, 2021 | Feb. 08, 2021 USD ($) | Dec. 10, 2020 USD ($) Award | Oct. 16, 2020 USD ($) | Jun. 30, 2022 USD ($) ft² Property Award | Sep. 30, 2021 | Jun. 30, 2022 USD ($) ft² Property Award | Dec. 31, 2021 USD ($) | Nov. 01, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Outstanding line of credit | $ 16,078,000 | $ 16,078,000 | $ 54,549,000 | |||||||
Amounts equal to greater than termination or modification of lease | 2,500,000 | |||||||||
Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Amounts received on behalf of guarantor in consideration of termination or modification of lease. | $ 3,500,000 | |||||||||
Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Leased premises | ft² | 7,500 | 7,500 | ||||||||
Debt instrument discounted amount | $ 750,000 | |||||||||
Percentage of aggregate contractual base rent | 25% | |||||||||
Outstanding obligations | $ 3,500,000 | |||||||||
Unsecured Debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs, line of credit arrangements | $ 3,000,000 | $ 3,000,000 | ||||||||
First Lien Credit Agreement Base Rate Loans | Federal Funds Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 0.50% | |||||||||
First Lien Credit Agreement Base Rate Loans | LIBOR Market Index Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 1% | |||||||||
First Lien Credit Agreement Base Rate Loans | Base Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 1.50% | |||||||||
Second Lien Credit Agreement Base Rate Loan | Federal Funds Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 0.50% | |||||||||
Second Lien Credit Agreement Base Rate Loan | LIBOR Market Index Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 1% | |||||||||
Second Lien Credit Agreement Base Rate Loan | Base Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 1.50% | |||||||||
Debt instrument interest rate | 7% | 7% | ||||||||
Second Lien Credit Agreement LIBOR Loans | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 0.50% | |||||||||
Second Lien Credit Agreement LIBOR Loans | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 8% | |||||||||
Credit Agreements | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of credit agreements | Award | 2 | 3 | 3 | |||||||
Debt instrument maturity period | 2022-12 | |||||||||
Debt instrument, payment terms | 2 years | |||||||||
Number of properties | Property | 10 | 10 | ||||||||
Number of malls | Property | 9 | 9 | ||||||||
Number of additional parcels | Property | 1 | 1 | ||||||||
Debt instrument extension term | 1 year | |||||||||
Debt instrument extended maturity period | 2023-12 | |||||||||
Debt instrument minimum liquidity | $ 35,000,000 | |||||||||
Percentage of minimum corporate debt yield | 7.25% | 6.50% | 8% | |||||||
Percentage of maximum loan to value ratio | 105% | |||||||||
Debt Instrument, restrictive covenants | The Credit Agreements each provide for a two-year maturity of December 2022 (the “Maturity Date”), subject to a one-year extension to December 2023 at the borrowers’ option, subject to (i) minimum liquidity of $35.0 million, (ii) a minimum corporate debt yield of 8.0%, (iii) a maximum loan-to-value ratio of 105% for the total first lien and second lien loans and letters of credit and the Borrowing Base Properties as determined by an appraisal and (iv) no default or event of default existing and our representations and warranties being true in all material respects. The loans under the Credit Agreements are repayable in full on the Maturity Date, subject to mandatory prepayment provisions in the event of certain events including asset sales, incurrence of indebtedness, issuances of equity and receipt of casualty insurance proceeds. The terms of our Credit Agreements place restrictions on, among other things, and subject to certain exceptions, our ability to make certain restricted payments (including payments of dividends), make certain types of investments and acquisitions, issue redeemable securities, incur additional indebtedness, incur liens on our assets, enter into agreements with a negative pledge, make certain intercompany transfers, merge, consolidate, or sell our assets or the equity interests in our subsidiaries, amend our organizational documents or material contracts, enter into certain transactions with affiliates, or enter into derivatives contracts. Additionally, if we receive net cash proceeds from certain capital events (including equity issuances), we are required to prepay loans under our Credit Agreements. In addition, the Credit Agreements contain cross-default provisions that trigger an event of default if we fail to make certain payments or otherwise fail to comply with our obligations with respect to certain of our other indebtedness. | |||||||||
Minimum liquidity comprised of unrestricted cash held in certain deposit accounts subject to control agreements | $ 25,000,000 | $ 25,000,000 | ||||||||
Maximum certain other deposit account not subject to control agreement | 5,000,000 | 5,000,000 | ||||||||
Percentage of minimum senior debt yield | 11.35% | |||||||||
Maximum cash not retain in property level accounts held by subsidiaries | 6,500,000 | 6,500,000 | ||||||||
Credit Agreements | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, payment terms | 7 years | |||||||||
Outstanding borrowings | $ 590,000,000 | |||||||||
Credit Agreements | First Lien Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Outstanding borrowings | 359,600,000 | 359,600,000 | ||||||||
Credit Agreements | Second Lien Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Outstanding borrowings | 612,200,000 | 612,200,000 | ||||||||
Credit Agreements | First Lien Revolving Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Outstanding line of credit | 16,100,000 | 16,100,000 | ||||||||
Remaining borrowing capacity | 113,900,000 | 113,900,000 | ||||||||
Credit Agreements | 2018 Revolving Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 375,000,000 | $ 375,000,000 | ||||||||
Debt instrument, payment terms | 7 years | |||||||||
Outstanding line of credit | 375,000,000 | |||||||||
Credit Agreements | A2018 Term Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 300,000,000 | $ 300,000,000 | ||||||||
Credit Agreements | A2014 Seven Year Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 250,000,000 | 250,000,000 | ||||||||
Credit Agreements | Bridge Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 30,000,000 | $ 30,000,000 | ||||||||
Outstanding line of credit | $ 55,000,000 | |||||||||
Debt instrument, maturity date | Oct. 31, 2020 | |||||||||
Ability request additional commitment amount | $ 25,000,000 | $ 25,000,000 | ||||||||
Increase in aggregate amount of commitments | $ 25,000,000 | |||||||||
Secured First Lien Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | $ 130,000,000 | |||||||||
Letter of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 10,000,000 | |||||||||
First Lien Term Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | 384,500,000 | |||||||||
Second Lien Term Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing | $ 535,200,000 | |||||||||
7-Year Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan agreement entered date | Jan. 08, 2014 | |||||||||
Debt instrument, payment terms | 7 years | |||||||||
Bridge Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan agreement entered date | Aug. 11, 2020 | |||||||||
Two Thousand Eighteen Amended And Restated Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan agreement entered date | May 24, 2018 | |||||||||
2018 Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, payment terms | 7 years | |||||||||
Revolving Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 2.50% | |||||||||
Revolving Loans | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 3.50% | |||||||||
First Lien Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Days of interest period | 30 days | |||||||||
Percentage of amount greater than equal to 50% of aggregate amount of revolving commitments | 0.35% | |||||||||
Percentage of daily amount of unused revolving commitments | 50% | |||||||||
Percentage of amount less than 50% of aggregate amount of revolving commitments | 0.25% | |||||||||
Debt instrument, variable rate description | Amounts borrowed under the First Lien Credit Agreement may be either Base Rate Loans or LIBOR Loans. Base Rate Loans bear interest at the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50% and (c) the LIBOR Market Index Rate plus 1.0%, provided that the Base Rate will not be less than 1.50% per annum, in each case plus (w) for revolving loans, 2.50% per annum, and (x) for term loans, 4.74% per annum. LIBOR Loans bear interest at LIBOR plus (y) for revolving loans, 3.50% per annum, and (z) for term loans, 5.74% per annum, in each case, provided that LIBOR will not be less than 0.50% per annum. Interest is due to be paid in cash on the last day of each applicable interest period (with rolling 30-day interest periods) and on the Maturity Date. We are required to pay certain fees to the administrative agent | |||||||||
First Lien Credit Agreement | LIBOR | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 0.50% | |||||||||
First Lien Credit Agreement | Term Loans | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 4.74% | |||||||||
First Lien Credit Agreement | Term Loans | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, variable interest rate | 5.74% | |||||||||
Second Lien Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, payment terms | 7 years | |||||||||
Days of interest period | 30 days | |||||||||
Debt instrument, variable rate description | Amounts borrowed under the Second Lien Credit Agreement may be either Base Rate Loans or LIBOR Loans. Base Rate Loans bear interest at the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50% and (c) the LIBOR Market Index Rate plus 1.0%, provided that the Base Rate will not be less than 1.50% per annum, in each case plus 7.00% per annum. LIBOR Loans bear interest at LIBOR plus 8.00% per annum, provided that LIBOR will not be less than 0.50% per annum. Interest is due to be paid in kind on the last day of each applicable interest period (with rolling 30-day interest periods) by adding the accrued and unpaid amount thereof to the principal balance of the loans under the Second Lien Credit Agreement and then accruing interest on the increased principal amount (provided that after the discharge of our Senior Debt Obligations, interest will be paid in cash). We are required to pay certain fees to the administrative agent for the account of the lenders in connection with the Second Lien Credit Agreement. | |||||||||
First Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument waiver of default interest | $ 5,300,000 | |||||||||
Principal amount of loans outstanding | $ 535,200,000 |
Financing Activity - Interest E
Financing Activity - Interest Expense and Deferred Financing Amortization (Details) - Credit Agreements and Restructured Credit Agreements - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
2018 Revolving Facility | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 551 | $ 554 | $ 1,092 | $ 1,103 |
Deferred financing amortization | 298 | 299 | 597 | 597 |
Term Loans | ||||
Debt Instrument [Line Items] | ||||
Interest expense | 21,070 | 20,744 | 41,518 | 41,165 |
Deferred financing amortization | $ 1,784 | $ 1,781 | $ 3,568 | $ 3,561 |
Financing Activity - Interest_2
Financing Activity - Interest Expense and Deferred Financing Amortization (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Second lien Term Loans | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 13.4 | $ 11.9 | $ 25.9 | $ 23.4 |
Financing Activity - Carrying a
Financing Activity - Carrying and Fair Values of Mortgage Loans (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Mortgage loans, carrying value | $ 808,644 | $ 851,283 |
Carrying Value | Mortgage Loan | ||
Debt Instrument [Line Items] | ||
Mortgage loans, carrying value | 810,000 | 852,500 |
Fair Value | Mortgage Loan | ||
Debt Instrument [Line Items] | ||
Mortgage loans, fair value | $ 817,900 | $ 846,600 |
Financing Activity - Carrying_2
Financing Activity - Carrying and Fair Values of Mortgage Loans (Parenthetical) (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Mortgage Loan | ||
Debt Instrument [Line Items] | ||
Debt issuance costs, line of credit arrangements | $ 1.4 | $ 1.2 |
Financing Activity - Summary of
Financing Activity - Summary of Mortgage Payments (Details) - Mortgage Loan $ in Thousands | Jun. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
July 1 to December 31, 2022 | $ 406,127 |
2023 | 188,109 |
2024 | 215,752 |
Total | $ 809,988 |
Financing Activity - Mortgage L
Financing Activity - Mortgage Loan Activity (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 10, 2021 | |
Debt Instrument [Line Items] | |||
Mortgage loans, carrying value | $ 808,644 | $ 851,283 | |
Cumberland Mall | Mortgage Loan | Commercial Real Estate | |||
Debt Instrument [Line Items] | |||
Debt instrument, maturity date | Aug. 01, 2022 | ||
Mortgage loans, carrying value | $ 38,300 | ||
Woodland Amendment | Mortgage Loan | Commercial Real Estate | |||
Debt Instrument [Line Items] | |||
Mortgage loans, carrying value | $ 111,700 | ||
Lender fees as additional debt issuance costs | $ 300 |
Cash Flow Information - Additio
Cash Flow Information - Additional Information (Detail) - USD ($) | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Other Significant Noncash Transactions [Line Items] | ||||
Cash and cash equivalents and restricted cash | $ 36,813,000 | $ 46,600,000 | $ 58,077,000 | $ 51,231,000 |
Tenant security deposits | 1,800,000 | 1,400,000 | ||
Cash paid for interest | 33,100,000 | 34,600,000 | ||
Net of capitalized interest | 45,000 | 100,000 | ||
Aggregate repayments on term loan | 19,766,000 | 826,000 | ||
Increase (decrease) in accrued construction costs | (3,900,000) | $ (4,200,000) | ||
First Lien Revolving Facility | ||||
Other Significant Noncash Transactions [Line Items] | ||||
Aggregate repayments on term loan | 38,500,000 | |||
Line of credit facilities gross borrowings | 0 | |||
Line of credit facilities gross repayments | 0 | |||
Term Loans | ||||
Other Significant Noncash Transactions [Line Items] | ||||
Aggregate repayments on term loan | $ 19,800,000 |
Cash Flow Information - Summary
Cash Flow Information - Summary of Cash, Cash Equivalents, and Restricted Cash Reported within Statement of Cash Flows (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Cash And Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 24,008 | $ 43,852 | $ 38,794 | |
Restricted cash included in other assets | 12,805 | 7,806 | ||
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 36,813 | $ 58,077 | $ 46,600 | $ 51,231 |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||||
Dec. 22, 2020 USD ($) Derivativeinstrument | Dec. 10, 2020 USD ($) Derivativeinstrument | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) Derivativeinstrument | Jun. 30, 2021 USD ($) | |
Derivative Instruments [Line Items] | ||||||
Number of designated interest rate swaps from cash flow hedges | Derivativeinstrument | 9 | |||||
Estimate decrease to interest expense | $ (1,000,000) | $ (1,000,000) | ||||
Number of interest rate swaps mature not re-designated | Derivativeinstrument | 0 | |||||
Number of interest rate swaps from cash flow hedges not re-designated | Derivativeinstrument | 0 | |||||
Amount of gain or (loss) reclassified from accumulated other comprehensive income into interest expense | (1,500,000) | $ (3,000,000) | $ (3,400,000) | $ (5,600,000) | ||
Interest rate derivative liabilities, at fair value | 0 | 0 | ||||
Non-Designated Swaps | ||||||
Derivative Instruments [Line Items] | ||||||
Amount of gain or (loss) reclassified from accumulated other comprehensive income into interest expense | $ 58,000 | $ 94,000 | ||||
Interest Rate Swap | ||||||
Derivative Instruments [Line Items] | ||||||
Derivative, notional amount | $ 375,000,000 | $ 300,000,000 | $ 300,000,000 | |||
Weighted average interest rate | 2.70% | 2.70% | ||||
Credit Agreements | ||||||
Derivative Instruments [Line Items] | ||||||
Debt instrument, payment terms | 2 years | |||||
Credit Agreements | Term Loans | ||||||
Derivative Instruments [Line Items] | ||||||
Debt instrument, payment terms | 7 years | |||||
Number of de-designated interest rate swaps from cash flow hedges as a result of financial restructuring | Derivativeinstrument | 7 | |||||
Loss recorded within interest expense due to reclassification of amounts in other comprehensive (loss) income to earnings | $ 2,800,000 | |||||
Number of voluntarily de-designated interest rate swaps from cash flow hedges | Derivativeinstrument | 13 | 7 |
Derivatives - Fair Value of Der
Derivatives - Fair Value of Derivative Instruments (Details) - Interest Rate Swaps 2023 Maturity - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Aggregate Notional Value | $ 300 | |
Aggregate Fair Value | $ 1 | $ (8.1) |
Weighted Average Interest Rate | 2.70% |
Derivatives - Effect of Our Der
Derivatives - Effect of Our Derivative Financial Instruments on Our Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||||
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative Instruments | $ 2,200 | $ 300 | $ 6,100 | $ 300 |
Amount of Loss Reclassified from Accumulated Other Comprehensive Income into Interest Expense | 1,500 | 3,000 | 3,400 | 5,600 |
Interest Expense | $ (32,601) | $ (31,978) | $ (63,992) | $ (62,709) |
Leases - As Lessee (Details)
Leases - As Lessee (Details) | 6 Months Ended |
Jun. 30, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lessee, operating lease, renewal term | 60 years |
Lessee, Operating Lease, Existence of Option to Extend | true |
Lessor, Operating Lease, Existence of Option to Extend | true |
Minimum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lessee, operating lease, term of contract | 3 years |
Maximum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lessee, operating lease, term of contract | 40 years |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Amortization of right-of-use assets | $ 203 | $ 203 | $ 405 | $ 405 |
Interest on lease liabilities | 54 | 62 | 132 | 125 |
Operating lease costs | 653 | 764 | 1,306 | 1,511 |
Variable lease costs | 263 | 152 | 515 | 260 |
Total lease costs | 1,173 | 1,181 | 2,358 | 2,301 |
Solar Panel Leases | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Amortization of right-of-use assets | 203 | 203 | 405 | 405 |
Interest on lease liabilities | 54 | 62 | 132 | 125 |
Operating lease costs | 0 | 0 | ||
Variable lease costs | 0 | 0 | ||
Total lease costs | 257 | 265 | 537 | 530 |
Ground Leases | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Amortization of right-of-use assets | 0 | 0 | ||
Interest on lease liabilities | 0 | 0 | ||
Operating lease costs | 586 | 437 | 1,171 | 873 |
Variable lease costs | 45 | 45 | 91 | 90 |
Total lease costs | 631 | 482 | 1,262 | 963 |
Office, equipment, and vehicle leases | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Amortization of right-of-use assets | 0 | 0 | ||
Interest on lease liabilities | 0 | 0 | ||
Operating lease costs | 67 | 327 | 135 | 638 |
Variable lease costs | 218 | 107 | 424 | 170 |
Total lease costs | $ 285 | $ 434 | $ 559 | $ 808 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows and Terms (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||
Operating cash flows used for finance leases | $ 123 | $ 125 |
Operating cash flows used for operating leases | 1,308 | 1,290 |
Financing cash flows used for finance leases | $ 372 | $ 372 |
Weighted average remaining lease term-finance leases (months) | 69 months | 80 months |
Weighted average remaining lease term-operating leases (months) | 287 months | 293 months |
Weighted average discount rate-finance leases | 4.34% | 4.35% |
Weighted average discount rate-operating leases | 6.45% | 6.43% |
Leases - Future Minimum Payment
Leases - Future Minimum Payments Against Lease Liabilities Which Recorded in Accrued Expenses and Other Liabilities (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Finance leases | |
July 1 to December 31, 2022 | $ 494 |
2023 | 983 |
2024 | 949 |
2025 | 929 |
2026 | 925 |
Thereafter | 1,147 |
Total undiscounted lease payments | 5,427 |
Less imputed interest | (633) |
Total lease liabilities | $ 4,794 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities |
Operating leases | |
July 1 to December 31, 2022 | $ 1,294 |
2023 | 2,556 |
2024 | 2,471 |
2025 | 2,427 |
2026 | 2,429 |
Thereafter | 48,658 |
Total undiscounted lease payments | 59,835 |
Less imputed interest | (30,690) |
Total lease liabilities | $ 29,145 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities and Other Liabilities |
Total | |
July 1 to December 31, 2022 | $ 1,788 |
2023 | 3,539 |
2024 | 3,420 |
2025 | 3,356 |
2026 | 3,354 |
Thereafter | 49,805 |
Total undiscounted lease payments | 65,262 |
Less imputed interest | (31,323) |
Total lease liabilities | $ 33,939 |
Leases - Lessor Payments to be
Leases - Lessor Payments to be Received, Maturity (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Leases [Abstract] | |
July 1 to December 31, 2022 | $ 95,322 |
2023 | 174,441 |
2024 | 151,194 |
2025 | 121,263 |
2026 | 101,281 |
Thereafter | 266,295 |
Total payments to be received | $ 909,796 |
Commitments and Contingencies -
Commitments and Contingencies - Contractual Obligations (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Fashion District Philadelphia | |
Other Commitments [Line Items] | |
Unaccrued contractual obligation and other commitments | $ 0.5 |
Percentage of contractual obligation | 100% |
Ownership percentage | 50% |
Construction in Progress | |
Other Commitments [Line Items] | |
Unaccrued contractual obligation and other commitments | $ 4.3 |
Commitments and Contingencies_2
Commitments and Contingencies - Preferred Dividend Arrearages (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Other Commitments [Line Items] | ||
Preferred shares, authorized (in shares) | 25,000,000 | |
Cumulative amount of unpaid dividends on preferred stock | $ 54.7 | |
Series B Preferred Stock | ||
Other Commitments [Line Items] | ||
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock annual dividend rate | $ 1.8436 | |
Unpaid dividends per share on preferred stock | $ 3.69 | |
Series C Preferred Stock | ||
Other Commitments [Line Items] | ||
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock annual dividend rate | $ 1.80 | |
Unpaid dividends per share on preferred stock | $ 3.60 | |
Series D Preferred Stock | ||
Other Commitments [Line Items] | ||
Preferred shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock annual dividend rate | $ 1.7188 | |
Unpaid dividends per share on preferred stock | $ 3.44 |