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SEC Filings

10-Q
FOREST CITY REALTY TRUST, INC. filed this Form 10-Q on 10/30/2018
Entire Document
 

The following table summarizes completed sales of regional mall assets to QIC:
Quarter
Property
Cash Proceeds
Note Receivable
Nonrecourse Mortgage Debt Assumed by Buyer
2018
 
(in thousands)
Q1
Antelope Valley Mall
$
6,943

$
28,310

$
42,682

Q1
Mall at Robinson
9,656

23,619

35,320

Q1
Shops at Wiregrass
28,271


41,006

Q1
Victoria Gardens - Bass Pro Shops
29,333


14,706

 
Total Q1
$
74,203

$
51,929

$
133,714

Q2
Westchester’s Ridge Hill
10,468

61,136

155,040

 
Total 2018
$
84,671

$
113,065

$
288,754

 
 

 
 
 
 
 
 
 
2017
 
 
 
 
Q4
Shops at Northfield Stapleton
$
50,019

$
36,935

$

Q4
South Bay Galleria
58,530


45,670

 
Total 2017
$
108,549

$
36,935

$
45,670

Total regional mall sales to QIC
$
193,220

$
150,000

$
334,424

The remaining four regional mall assets (Short Pump Town Center, Galleria at Sunset, Promenade at Temecula and Victoria Gardens) are expected to close in a tax deferred manner as we secure replacement assets.
For the Madison International transaction, we have closed on the conversion of substantially all of our common ownership interest to preferred ownership interest in the 11 specialty retail assets.
On April 25, 2018, our jointly owned specialty retail joint venture with Madison International, acquired a 50% ownership interest in three life science office buildings (“acquired assets”) located at University Park at MIT in Cambridge, Massachusetts, for a purchase price of approximately $302,000,000. Prior to this acquisition, we owned the remaining 50% ownership interest in the acquired assets and accounted for this investment on the equity method of accounting. Subsequent to the acquisition, we continue to own the remaining 50% ownership interests in the acquired assets and continue to account for this investment on the equity method of accounting as the Madison International joint venture retains the same rights as the previous partner was entitled to. The acquisition was funded primarily through a capital contribution into the joint venture from Madison International. On July 24, 2018, we exchanged our preferred ownership interests in nine of the specialty retail assets owned by the joint venture for the acquired assets in a non-cash transaction. Following this exchange, we own approximately 100% of the acquired assets and fully consolidate the properties.
On June 27, 2018, our jointly owned specialty retail joint venture with Madison International, acquired our partner’s 49% ownership interest in DKLB BKLN, a 365-unit apartment community located in Brooklyn, New York, for a purchase price of approximately $93,500,000. Prior to this acquisition, we owned the remaining 51% ownership interest in the acquired asset and accounted for this investment on the equity method of accounting. Subsequent to the acquisition, we continue to own the remaining 51% ownership interest in the acquired asset and continue to account for this investment on the equity method of accounting as the Madison International joint venture retains the same rights as the previous partner was entitled to. The acquisition was funded primarily through capital contributions into the joint venture by us and Madison International. On September 25, 2018, we exchanged our preferred ownership interests in certain of the specialty retail assets owned by the joint venture for the acquired asset in a non-cash transaction. Following this exchange, we own 100% of the acquired asset and fully consolidate the property.
On September 24, 2018, our jointly owned specialty retail joint venture with Madison International, acquired our partner’s 75% ownership interest in 3700M, a 381-unit apartment community located in Dallas, Texas, for a purchase price of approximately $78,375,000. Prior to this acquisition, we owned the remaining 25% ownership interest in the acquired asset and accounted for this investment on the equity method of accounting. Subsequent to the acquisition, we continue to own the remaining 25% ownership interest in the acquired asset and continue to account for this investment on the equity method of accounting as the Madison International joint venture retains the same rights of which the previous partner was entitled. The acquisition was funded primarily through a capital contribution into the joint venture by Madison International. We expect to exchange our preferred ownership interest in the last remaining specialty retail asset owned by the joint venture for the acquired asset in a non-cash transaction during the three months ended December 31, 2018. Following this anticipated exchange, we will own 100% of the acquired asset and expect to fully consolidate the property. In accordance with accounting guidance, we will record the asset received at its fair value (based upon the income approach using current rents and market cap rates and discount rates) and expect to record a gain on change in control, to the extent such fair value exceeds the carrying value of its prior equity interest, during the three months ended December 31, 2018.

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