Item 2. PROPERTIES

27K characters. Original on sec.gov · Markdown

Item 2. PROPERTIES

General

As of December 31, 2011, we owned or had a majority ownership interest in community and neighborhood shopping centers and mixed-used properties which are operated as 87 predominantly retail real estate projects comprising approximately 19.3 million square feet. These properties are located primarily in densely populated and affluent communities in strategic metropolitan markets in the Northeast and Mid-Atlantic regions of the United States, as well as California. No single property accounted for over 10% of our 2011 total revenue. We believe that our properties are adequately covered by commercial general liability, fire, flood, earthquake, terrorism and business interruption insurance provided by reputable companies, with

commercially reasonable exclusions, deductibles and limits.

Tenant Diversification

As of December 31, 2011, we had approximately 2,500 leases, with tenants ranging from sole proprietors to major national and international retailers. No one tenant or affiliated group of tenants accounted for more than 2.5% of our annualized base rent as of December 31, 2011. As a result of our tenant diversification, we believe our exposure to any one bankruptcy filing in the retail sector has not been and will not be significant, however, multiple filings by a number of retailers could have a significant impact.

Geographic Diversification

Our 87 real estate projects are located in 13 states and the District of Columbia. The following table shows the number of projects, the gross leasable area (“GLA”) of commercial space and the percentage of total portfolio gross leasable area of commercial space in each state as of December 31, 2011.

StateNumber of ProjectsGross Leasable AreaPercentage of Gross Leasable Area
(In square feet)
Maryland184,024,00020.9%
Virginia153,579,00018.6%
California132,943,00015.3%
Pennsylvania(1)102,289,00011.9%
New Jersey41,388,0007.2%
Massachusetts71,386,0007.2%
New York61,200,0006.2%
Illinois4752,0003.9%
Florida3677,0003.5%
Connecticut(1)2301,0001.6%
Michigan1217,0001.1%
Texas1182,0000.9%
District of Columbia2168,0000.9%
North Carolina1153,0000.8%
Total8719,259,000100.0%
(1)Additionally, we own two participating mortgages totaling approximately $29.4 million secured by multiple buildings in Manayunk, Pennsylvania, and an $11.7 million mortgage secured by a shopping center in Norwalk, Connecticut.

Leases, Lease Terms and Lease Expirations

Our leases are classified as operating leases and typically are structured to require the monthly payment of minimum rents in advance, subject to periodic increases during the term of the lease, percentage rents based on the level of sales achieved by tenants, and reimbursement of a majority of on-site operating expenses and real estate taxes. These features in our leases generally reduce our exposure to higher costs and allow us to participate in improved tenant sales.

Commercial property leases generally range from three to ten years; however, certain leases, primarily with anchor tenants, may be longer. Many of our leases contain tenant options that enable the tenant to extend the term of the lease at expiration at pre-established rental rates that often include fixed rent increases, consumer price index adjustments or other market rate adjustments from the prior base rent. Leases on residential units are generally for a period of one year or less and, in 2011, represented approximately 4.3% of total rental income.

The following table sets forth the schedule of lease expirations for our commercial leases in place as of December 31, 2011 for each of the 10 years beginning with 2012 and after 2021 in the aggregate assuming that none of the tenants exercise future renewal options. Annualized base rents reflect in-place contractual rents as of December 31, 2011.

Year of Lease ExpirationLeased Square Footage ExpiringPercentage of Leased Square Footage ExpiringAnnualized Base Rent Represented by Expiring LeasesPercentage of Annualized Base Rent Represented by Expiring Leases
20121,319,0007%33,423,0008%
20132,141,00012%51,869,00012%
20142,273,00013%52,123,00013%
20151,859,00010%42,881,00010%
20162,072,00012%51,965,00013%
20172,077,00012%45,232,00011%
20181,025,0006%22,491,0005%
2019704,0004%17,481,0004%
2020767,0004%20,984,0005%
2021914,0005%25,137,0006%
Thereafter2,624,00015%51,734,00013%
Total17,775,000100%$415,320,000100%

Lease Rollovers

For 2011, we signed leases for a total of 1,417,000 square feet of retail space including 1,294,000 square feet of comparable space leases (leases for which there was a prior tenant) at an average rental increase of 9% on a cash basis and 20% on a straight-line basis. New leases for comparable spaces were signed for 534,000 square feet at an average rental increase of 11% on a cash basis and 21% on a straight-line basis. Renewals for comparable spaces were signed for 760,000 square feet at an average rental increase of 7% on a cash basis and 19% on a straight-line basis.

For 2010, we signed leases for a total of 1,526,000 square feet of retail space including 1,455,000 square feet of comparable space leases (leases for which there was a prior tenant) at an average rental increase of 8% on a cash basis and 18% on a straight-line basis. New leases for comparable spaces were signed for 640,000 square feet at an average rental increase of 6% on a cash basis and 15% on a straight-line basis. Renewals for comparable spaces were signed for 816,000 square feet at an average rental increase of 9% on a cash basis and 20% on a straight-line basis.

The rental increases associated with comparable spaces generally include all leases signed in arms-length transactions reflecting market leverage between landlords and tenants during the period. The comparison between average rent for expiring leases and new leases is determined by including minimum rent and percentage rent paid on the expiring lease and minimum rent and in some instances, projections of first lease year percentage rent, to be paid on the new lease. In some instances, management exercises judgment as to how to most effectively reflect the comparability of spaces reported in this calculation. The change in rental income on comparable space leases is impacted by numerous factors including current market rates, location, individual tenant creditworthiness, use of space, market conditions when the expiring lease was signed, capital investment made in the space and the specific lease structure.

The leases signed in 2011 generally become effective over the following two years though some may not become effective until 2014 and beyond. Further, there is risk that some new tenants will not ultimately take possession of their space and that tenants for both new and renewal leases may not pay all of their contractual rent due to operating, financing or other matters. However, these increases do provide information about the tenant/landlord relationship and the potential increase we may achieve in rental income over time.

In 2012, we expect a similar level of leasing activity compared to prior years with overall positive increases in rental income. However, changes in rental income associated with individual signed leases on comparable spaces may be positive or negative, and we can provide no assurance that the rents on new leases will continue to increase at the above disclosed levels, if at all.

Retail and Residential Properties

The following table sets forth information concerning all real estate projects in which we owned an equity interest, had a leasehold interest, or otherwise controlled and are consolidated as of December 31, 2011. Except as otherwise noted, we are the sole owner of our retail real estate projects. Principal tenants are the largest tenants in the project based on square feet leased or are tenants important to a project’s success due to their ability to attract retail customers.

Property, City, State, Zip CodeYear CompletedYear AcquiredSquare Feet(1) /Apartment UnitsAverage Rent Per Square FootPercentage Leased(2)Principal Tenant(s)
California
150 Post Street San Francisco, CA 941081908, 19651997102,000$41.48100%Brooks Brothers H & M
Colorado Blvd Pasadena, CA(3)1905-19881996/199869,000$39.2183%Pottery Barn Banana Republic
Crow Canyon Commons San Ramon, CA(3)(10)1980-20062005/2007242,000$19.5589%Lucky Loehmann’s Dress Shop Rite Aid
Escondido Promenade Escondido, CA 92029(4)19871996/2010297,000$22.2496%TJ Maxx Toys R Us Dick's Sporting Goods Ross Dress For Less
Fifth Avenue San Diego, CA1888-1998199618,000$47.21100%Urban Outfitters
Hermosa Avenue Hermosa Beach, CA1922199724,000$30.23100%
Hollywood Blvd Hollywood, CA(5)1921-19911999140,000$24.0091%DSW L.A. Fitness Fresh & Easy
Kings Court Los Gatos, CA 95032(3)(6)1960199879,000$28.68100%Lunardi’s Supermarket CVS
Old Town Center Los Gatos, CA 950301962, 1998199796,000$33.1183%Gap Banana Republic
Plaza El Segundo El Segundo, CA 90245 (4)(10)2006-20072011381,000$33.5599%H&M Anthropologie Best Buy HomeGoods Whole Foods Dick's Sporting Goods
Santana Row—Retail San Jose, CA 951282002, 20091997645,000$46.6094%Crate & Barrel Container Store Best Buy CineArts Theatre Hotel Valencia
Santana Row—Residential San Jose, CA 951281999-2009, 20111997403 unitsN/A88%
Third Street Promenade Santa Monica, CA1888-20001996-2000208,000$63.6299%Abercrombie & Fitch J. Crew Old Navy Banana Republic
Westgate San Jose, CA1960-19662004642,000$12.7995%Target Burlington Coat Factory Ross Dress For Less Michaels Nordstrom Rack
Connecticut
Bristol Bristol, CT 0601019591995266,000$12.3395%Stop & Shop TJ Maxx
Greenwich Avenue Greenwich Avenue, CT1993199535,000$61.00100%Saks Fifth Avenue
District of Columbia
Friendship Center Washington, DC 2001519982001119,000$28.6780%Maggiano’s Nordstrom Rack
Sam’s Park & Shop Washington, DC 200081930199549,000$39.13100%Petco
Florida
Courtyard Shops Wellington, FL 33414(10)1990, 19982008130,000$19.4687%Publix
Property, City, State, Zip CodeYear CompletedYear AcquiredSquare Feet(1) /Apartment UnitsAverage Rent Per Square FootPercentage Leased(2)Principal Tenant(s)
Del Mar Village Boca Raton, FL 334331982, 1984 & 20072008179,000$16.0489%Winn Dixie CVS
Tower Shops Davie, FL 3332419892011368,000$15.1392%Best Buy DSW Old Navy Ross Dress For Less TJ Maxx
Illinois
Crossroads Highland Park, IL 6003519591993168,000$20.1098%Golfsmith Guitar Center L.A. Fitness
Finley Square Downers Grove, IL 6051519741995315,000$10.6799%Bed, Bath & Beyond Petsmart Buy Buy Baby
Garden Market Western Springs, IL 6055819581994140,000$12.5590%Dominick’s Walgreens
North Lake Commons Lake Zurich, IL 6004719891994129,000$12.4684%Dominick’s
Maryland
Bethesda Row Bethesda, MD 20814(3)(10)1945-1991 20011993/2006 2008/2010534,000$44.0191%Apple Computer Barnes & Noble Giant Food Landmark Theater
Bethesda Row Residential Bethesda, MD 2081420081993180 unitsN/A94%
Congressional Plaza Rockville, MD 20852(4)19651965328,000$32.88100%Buy Buy Baby Last Call Studio by Neiman Marcus Container Store The Fresh Market
Congressional Plaza Residential Rockville, MD 20852(4)20031965146 unitsN/A94%
Courthouse Center Rockville, MD 208521975199736,000$18.2293%
Federal Plaza Rockville, MD 2085219701989248,000$32.8887%Micro Center Ross Dress For Less TJ Maxx Trader Joe’s
Free State Shopping Center Bowie, MD 20715(8)19702007279,000$16.0187%Giant Food TJ Maxx Ross Dress For Less Office Depot
Gaithersburg Square Gaithersburg, MD 2087819661993207,000$25.2479%Bed, Bath & Beyond Ross Dress For Less
Governor Plaza Glen Burnie, MD 2196119631985267,000$17.00100%Aldi L.A. Fitness Dick’s Sporting Goods
Laurel Centre Laurel, MD 2070719561986388,000$18.6383%Giant Food Marshalls
Mid-Pike Plaza Rockville, MD 2085219631982/2007271,000$27.8583%L.A. Fitness Toys R Us A.C. Moore
Montrose Crossing Rockville, MD 20852 (4)(10)1960-1979, 1996, 20112011357,000$21.63100%Giant Food Sports Authority Barnes & Noble Marshalls
Perring Plaza Baltimore, MD 2113419631985395,000$12.6087%Burlington Coat Factory Home Depot Shoppers Food Warehouse Jo-Ann Stores
Plaza Del Mercado Silver Spring, MD 20906(8)(10)1969200496,000$20.0592%CVS
Quince Orchard Gaithersburg, MD 20877(3)19751993248,000$20.1275%Magruders Staples
Rockville Town Square Rockville, MD 20852 (7)2006-20072006-2007181,000$33.5095%CVS Gold’s Gym
Property, City, State, Zip CodeYear CompletedYear AcquiredSquare Feet(1) /Apartment UnitsAverage Rent Per Square FootPercentage Leased(2)Principal Tenant(s)
Rollingwood Apartments Silver Spring, MD 20910 9 three-story buildings(10)19601971282 unitsN/A95%
THE AVENUE at White Marsh Baltimore, MD 21236(6)(10)19972007298,000$21.51100%AMC Loews Old Navy Barnes & Noble A.C. Moore
The Shoppes at Nottingham Square Baltimore, MD 212362005-2006200732,000$43.92100%
White Marsh Other Baltimore, MD 212361985200770,000$29.2798%
White Marsh Plaza Baltimore, MD 21236(10)1987200780,000$20.39100%Giant Food
Wildwood Bethesda, MD 20814(10)1958196984,000$84.9887%CVS Balducci’s
Massachusetts
Assembly Square Marketplace Somerville, MA 0214520052005-2011332,000$17.20100%Bed, Bath & Beyond Christmas Tree Shops Kmart Staples TJ Maxx A.C. Moore Sports Authority
Atlantic Plaza North Reading, MA 01864(8)(10)19602004123,000$16.5188%Stop & Shop Sears
Campus Plaza Bridgewater, MA 02324(8)19702004117,000$12.9597%Roche Brothers Burlington Coat Factory
Chelsea Commons Chelsea, MA 02150(10)1962-1969, 20082006-2008222,000$11.03100%Sav-A-Lot Home Depot Planet Fitness
Dedham Dedham, MA 0202619591993243,000$15.8792%Star Market
Linden Square Wellesley, MA 024811960, 20082006222,000$42.9194%Roche Brothers Supermarket CVS
North Dartmouth North Dartmouth, MA 027472004200648,000$15.71100%Stop & Shop
Pleasant Shops Weymouth, MA 02190(8)19742004130,000$13.6994%Foodmaster Marshalls
Queen Anne Plaza Norwell, MA 0206119671994149,000$16.1694%HomeGoods TJ Maxx Hannaford
Saugus Plaza Saugus, MA 0190619761996170,000$11.3996%Kmart Super Stop & Shop
Michigan
Gratiot Plaza Roseville, MI 4806619641973217,000$11.7399%Bed, Bath & Beyond Best Buy Kroger DSW
North Carolina
Eastgate Chapel Hill, NC 2751419631986153,000$21.74100%Stein Mart Trader Joe’s
New Jersey
Brick Plaza Brick Township, NJ 08723(3)(10)19581989414,000$15.1693%A&P Supermarket Barnes & Noble AMC Loews Sports Authority
Ellisburg Circle Cherry Hill, NJ 0803419591992267,000$14.3792%Genuardi’s Buy Buy Baby Stein Mart
Mercer Mall Lawrenceville, NJ 08648(3)(7)19752003500,000$20.4697%Raymour & Flanigan Bed, Bath & Beyond DSW TJ Maxx Shop Rite
Property, City, State, Zip CodeYear CompletedYear AcquiredSquare Feet(1) /Apartment UnitsAverage Rent Per Square FootPercentage Leased(2)Principal Tenant(s)
Troy Parsippany-Troy, NJ 0705419661980207,000$20.1399%Pathmark L.A. Fitness
New York
Forest Hills Forest Hills, NY 113751937-1987199748,000$21.48100%Midway Theatre
Fresh Meadows Queens, NY 1136519491997406,000$25.6399%AMC Loews Kohl’s
Greenlawn Plaza Greenlawn, NY 11743(8)(10)1975, 20042006106,000$16.4197%Waldbaum’s Tuesday Morning
Hauppauge Hauppauge, NY 11788(10)19631998133,000$24.81100%Shop Rite A.C. Moore
Huntington Huntington, NY 1174619621988/2007292,000$20.46100%Bed, Bath & Beyond Buy Buy Baby Michaels
Huntington Square East Northport, NY 11731(3)1980, 2007201074,000$25.6993%Barnes & Noble
Melville Mall Huntington, NY 11747(9)(10)19742006247,000$18.53100%Dick's Sporting Goods Kohl’s Marshalls Waldbaum's
Pennsylvania
Andorra Philadelphia, PA 1912819531988267,000$14.2396%Acme Markets Kohl’s Staples L.A. Fitness
Bala Cynwyd Bala Cynwyd, PA 1900419551993282,000$19.9598%Acme Markets Lord & Taylor Michaels L.A. Fitness
Flourtown Flourtown, PA 1903119571980166,000$22.9248%Genuardi’s
Lancaster Lancaster, PA 17601(7)19581980127,000$16.2494%Giant Food Michaels
Langhorne Square Levittown, PA 1905619661985219,000$14.6295%Marshalls Redner’s Warehouse Market
Lawrence Park Broomall, PA 19008(10)19721980353,000$18.0195%Acme Markets TJ Maxx CHI HomeGoods
Northeast Philadelphia, PA 1911419591983287,000$11.3494%Burlington Coat Factory Home Gallery Marshalls
Town Center of New Britain New Britain, PA 1890119692006124,000$9.4577%Giant Food Rite Aid
Willow Grove Willow Grove, PA 1909019531984212,000$18.0498%Home Goods Marshalls Barnes & Noble
Wynnewood Wynnewood, PA 19096(10)19481996252,000$25.6087%Bed, Bath & Beyond Genuardi’s Old Navy
Texas
Houston Street San Antonio, TX 782051890-19351998182,000$22.5887%Hotel Valencia Walgreens
Virginia
Barcroft Plaza Falls Church, VA 22041(8)(10)1963, 1972 & 19902006-2007100,000$21.8788%Harris Teeter Bank of America
Barracks Road Charlottesville, VA 22905(10)19581985487,000$21.6699%Anthropologie Bed, Bath & Beyond Harris Teeter Kroger Barnes & Noble Old Navy Michaels Ulta
Property, City, State, Zip CodeYear CompletedYear AcquiredSquare Feet(1) /Apartment UnitsAverage Rent Per Square FootPercentage Leased(2)Principal Tenant(s)
Falls Plaza/Falls Plaza—East Falls Church, VA 220461960-19621967/1972144,000$29.69100%Giant Food CVS Staples
Idylwood Plaza Falls Church, VA 22030(10)1991199473,000$41.9096%Whole Foods
Leesburg Plaza Leesburg, VA 20176(6)(10)19671998236,000$22.2597%Giant Food Pier 1 Imports Office Depot Petsmart
Loehmann’s Plaza Fairfax, VA 22042(10)19711983259,000$26.2597%L.A. Fitness Giant Food Loehmann’s Dress Shop
Mount Vernon/South Valley/ 7770 Richmond Hwy Alexandria, VA 22306(3)(6)(10)1966-19742003/2006572,000$15.4594%Shoppers Food Warehouse Bed, Bath & Beyond Michaels Home Depot TJ Maxx Gold’s Gym Staples
Old Keene Mill Springfield, VA 221521968197692,000$33.63100%Whole Foods Walgreens
Pan Am Fairfax, VA 2203119791993227,000$20.2799%Michaels Micro Center Safeway
Pentagon Row Arlington, VA 22202(10)2001-20021998/2010296,000$34.5599%Harris Teeter Bed, Bath & Beyond L.A. Fitness DSW
Pike 7 Plaza Vienna, VA 22180(6)19681997164,000$39.41100%DSW Staples TJ Maxx
Shoppers’ World Charlottesville, VA 22091(10)1975-20012007169,000$14.0072%Staples
Shops at Willow Lawn Richmond, VA 2323019571983438,000$16.4183%Kroger Old Navy Ross Dress For Less Staples
Tower Shopping Center Springfield, VA 2215019601998112,000$24.0187%Talbots
Tyson’s Station Falls Church, VA 220431954197849,000$40.3796%Trader Joe’s
Village at Shirlington Arlington, VA 22206(7)1940, 2006-20091995261,000$34.4497%AMC Loews Carlyle Grand Café Harris Teeter
Total All Regions—Retail(11)19,259,000$23.3793%
Total All Regions—Residential1,011 units92%

(1)Represents the physical square footage of the commercial portion of the property, which may differ from the gross leasable square footage used to express percentage leased. Some of our properties include office space which is included in this square footage but is not material in total.
(2)Retail percentage leased is expressed as a percentage of rentable commercial square feet occupied or subject to a lease under which rent is currently payable and includes square feet covered by leases for stores not yet opened. Residential percentage leased is expressed as a percentage of units occupied or subject to a lease.
(3)All or a portion of this property is owned pursuant to a ground lease.
(4)We own the controlling interest in this center.
(5)We own a 90% general and limited partnership interests in these buildings.
(6)We own this property in a “downREIT” partnership, of which a wholly owned subsidiary of the Trust is the sole general partner, with third party partners holding operating partnership units.
(7)All or a portion of this property is subject to a capital lease obligation.
(8)Properties acquired through a joint venture arrangement with affiliates of a discretionary fund created and advised by ING Clarion Partners.
(9)The Trust controls Melville Mall through a 20 year master lease and secondary financing to the owner. Because the Trust controls the activities that most significantly impact this property and retains substantially all of the economic benefit and risk associated with it, we consolidate this property and its operations.
(10)All or a portion of this property is encumbered by a mortgage loan.
(11)Aggregate information is calculated on a GLA weighted-average basis, excluding properties acquired through a joint venture arrangement with affiliates of a discretionary fund created and advised by ING Clarion Partners.

Previous: Item 1B. UNRESOLVED STAFF COMMENTS · Next: Item 3. LEGAL PROCEEDINGS