0001476204-20-000081 | 10-Q | XBRL Viewer | Phillips Edison Company INC

Document and Entity Information - shares shares in Millions	9 Months Ended
Document and Entity Information - shares shares in Millions	Sep. 30, 2020	Nov. 02, 2020
Cover [Abstract]
Document Type	10-Q
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2020
Entity Tax Identification Number	27-1106076
City Area Code	(513)
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Registrant Name	PHILLIPS EDISON & COMPANY, INC.
Local Phone Number	554-1110
Entity Address, Postal Zip Code	45249
Entity File Number	000-54691
Entity Address, Address Line One	11501 Northlake Drive
Entity Address, City or Town	Cincinnati
Entity Address, State or Province	OH
Entity Common Stock, Shares Outstanding		290.5
Entity Incorporation, State or Country Code	MD
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity Central Index Key	0001476204
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Amendment Flag	false

Consolidated Balance Sheets - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Investment in real estate:
Land and improvements	$ 1,547,154	$ 1,552,562
Building and improvements	3,220,949	3,196,762
In-place lease assets	441,670	442,729
Above-market lease assets	65,637	65,946
Total investment in real estate assets	5,275,410	5,257,999
Accumulated depreciation and amortization	(892,090)	(731,560)
Net investment in real estate assets	4,383,320	4,526,439
Investment in unconsolidated joint ventures	39,575	42,854
Total investment in real estate assets, net	4,422,895	4,569,293
Cash and cash equivalents	103,910	17,820
Restricted cash	32,888	77,288
Goodwill	29,066	29,066
Other assets, net	133,014	128,690
Real estate investment and other assets held for sale	0	6,038
Total assets	4,721,773	4,828,195
Liabilities:
Debt obligations, net	2,319,003	2,354,099
Below-market lease liabilities, net	105,223	112,319
Earn-out liability	22,000	32,000
Derivative liabilities	60,615	20,974
Deferred income	14,092	15,955
Accounts payable and other liabilities	93,187	124,054
Total liabilities	2,614,120	2,659,401
Commitments and contingencies (Note 8)	$ 0	$ 0
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	10	10
Preferred Stock, Shares Outstanding	0	0
Equity:
Preferred stock, $0.01 par value per share, 10,000 shares authorized, zero shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively	$ 0	$ 0
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	1,000,000	1,000,000
Common Stock, Shares, Outstanding	290,466	289,047
Common stock, $0.01 par value per share, 1,000,000 shares authorized, 0 and 289,047 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively	$ 2,905	$ 2,890
Additional paid-in capital (“APIC”)	2,796,655	2,779,130
Accumulated other comprehensive loss (“AOCI”)	(55,630)	(20,762)
Accumulated deficit	(980,534)	(947,252)
Total stockholders’ equity	1,763,396	1,814,006
Noncontrolling interests	344,257	354,788
Total equity	2,107,653	2,168,794
Total liabilities and equity	$ 4,721,773	$ 4,828,195

Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	Sep. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	10	10
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	1,000,000	1,000,000
Common Stock, Shares, Outstanding	290,466	289,047

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenues:
Rental income	$ 123,298	$ 132,715	$ 367,418	$ 390,605
Fees and management income	2,581	2,766	7,506	9,078
Other property income	816	528	2,334	1,676
Total revenues	126,695	136,009	377,258	401,359
Operating Expenses:
Property operating	20,835	23,296	62,226	67,095
Real estate taxes	17,282	18,016	50,847	53,294
General and administrative	9,595	11,537	30,141	38,287
Depreciation and amortization	56,095	58,477	168,692	179,020
Impairment of real estate assets	0	35,710	0	74,626
Total operating expenses	103,807	147,036	311,906	412,322
Other:
Interest expense, net	(20,388)	(25,309)	(65,317)	(76,151)
Gain on disposal of property, net	10,734	5,048	8,616	10,903
Other income (expense), net	196	1,561	9,565	(1,476)
Net income (loss)	13,430	(29,727)	18,216	(77,687)
Net (income) loss attributable to noncontrolling interests	(1,646)	3,850	(2,251)	10,045
Net income (loss) attributable to stockholders	$ 11,784	$ (25,877)	$ 15,965	$ (67,642)
Earnings per common share:
Net (loss) income per share attributable to stockholders - basic and diluted (see Note 10)	$ 0.04	$ (0.09)	$ 0.05	$ (0.24)
Comprehensive loss:
Net income (loss)	$ 13,430	$ (29,727)	$ 18,216	$ (77,687)
Other comprehensive loss:
Change in unrealized value on interest rate swaps	5,098	(9,731)	(40,013)	(47,737)
Comprehensive loss	18,528	(39,458)	(21,797)	(125,424)
Net (income) loss attributable to noncontrolling interests	(1,646)	3,850	(2,251)	10,045
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest	(653)	1,293	5,145	6,399
Comprehensive income (loss) attributable to stockholders	$ 16,229	$ (34,315)	$ (18,903)	$ (108,980)

Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	AOCI	Accumulated Deficit	Total Stockholders' Equity	Noncontrolling Interests
Common Stock, Dividends, Per Share, Declared	$ 0.50
Balance, shares at Dec. 31, 2018		279,803
Balance, value at Dec. 31, 2018	$ 2,412,369	$ 2,798	$ 2,674,871	$ 12,362	$ (692,573)	$ 1,997,458	$ 414,911
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Dividend reinvestment plan (DRIP), shares		4,636
Dividend reinvestment plan (DRIP), value	51,329	$ 45	51,284			51,329
Share repurchases, shares		(2,806)
Share repurchases, value	(30,884)	$ (28)	(30,856)			(30,884)
Change in unrealized value on interest rate swaps	(47,737)			(41,338)		(41,338)	(6,399)
Common distributions declared	(144,082)				(144,082)	(144,082)
Distributions to noncontrolling interests	(21,206)						(21,206)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures		65
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture		$ 1
Share-based compensation expense	5,763		1,358			1,359	4,404
Conversion of noncontrolling interests, shares		1,888
Conversion of noncontrolling interests, value		$ 19	20,880			20,899
Stock Issued During Period, Shares, Conversion of Convertible Securities							(20,899)
Net loss	(77,687)				(67,642)	(67,642)	(10,045)
Balance, shares at Sep. 30, 2019		283,586
Balance, value at Sep. 30, 2019	$ 2,147,865	$ 2,835	2,717,537	(28,976)	(904,297)	1,787,099	360,766
Common Stock, Dividends, Per Share, Declared	$ 0.17
Balance, shares at Jun. 30, 2019		283,770
Balance, value at Jun. 30, 2019	$ 2,242,026	$ 2,838	2,718,871	(20,538)	(830,358)	1,870,813	371,213
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Dividend reinvestment plan (DRIP), shares		1,475
Dividend reinvestment plan (DRIP), value	16,371	$ 14	16,357			16,371
Share repurchases, shares		(1,660)
Share repurchases, value	(18,210)	$ (17)	(18,193)			(18,210)
Change in unrealized value on interest rate swaps	(9,731)			(8,438)		(8,438)	(1,293)
Common distributions declared	(48,062)				(48,062)	(48,062)
Distributions to noncontrolling interests	(6,978)						(6,978)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures		1
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture		$ 0
Share-based compensation expense	2,176		502			502	1,674
Net loss	(29,727)				(25,877)	(25,877)	(3,850)
Balance, shares at Sep. 30, 2019		283,586
Balance, value at Sep. 30, 2019	$ 2,147,865	$ 2,835	2,717,537	(28,976)	(904,297)	1,787,099	360,766
Common Stock, Dividends, Per Share, Declared	$ 0.17
Balance, shares at Dec. 31, 2019		289,047
Balance, value at Dec. 31, 2019	$ 2,168,794	$ 2,890	2,779,130	(20,762)	(947,252)	1,814,006	354,788
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Dividend reinvestment plan (DRIP), shares		1,436
Dividend reinvestment plan (DRIP), value	15,940	$ 14	15,926			15,940
Share repurchases, shares		(288)
Share repurchases, value	(2,700)	$ (3)	(2,697)			(2,700)
Change in unrealized value on interest rate swaps	(40,013)			(34,868)		(34,868)	(5,145)
Common distributions declared	(48,809)				(48,809)	(48,809)
Distributions to noncontrolling interests	(7,105)						(7,105)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures		109
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture		$ 2
Share-based compensation expense	3,846		2,508			2,510	1,336
Conversion of noncontrolling interests, shares		168
Conversion of noncontrolling interests, value	0	$ 2	1,859			1,861
Stock Issued During Period, Shares, Conversion of Convertible Securities							(1,861)
Other	(516)	$ (6)	(71)		(438)	(509)	(7)
Net loss	18,216				15,965	15,965	2,251
Balance, shares at Sep. 30, 2020		290,466
Balance, value at Sep. 30, 2020	2,107,653	$ 2,905	2,796,655	(55,630)	(980,534)	1,763,396	344,257
Balance, shares at Jun. 30, 2020		290,465
Balance, value at Jun. 30, 2020	2,087,469	$ 2,905	2,795,434	(60,075)	(991,939)	1,746,325	341,144
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Change in unrealized value on interest rate swaps	5,098			4,445		4,445	653
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures		1
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture		$ 0
Share-based compensation expense	1,854		1,036			1,036	818
Other	(198)	$ 0	185		(379)	(194)	(4)
Net loss	13,430				11,784	11,784	1,646
Balance, shares at Sep. 30, 2020		290,466
Balance, value at Sep. 30, 2020	$ 2,107,653	$ 2,905	$ 2,796,655	$ (55,630)	$ (980,534)	$ 1,763,396	$ 344,257

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ 18,216	$ (77,687)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization of real estate assets	164,288	174,501
Impairment of real estate assets	0	74,626
Depreciation and amortization of corporate assets	4,404	4,519
Net amortization of above- and below-market leases	(2,394)	(3,266)
Amortization of deferred financing expenses	3,739	3,758
Amortization of debt and derivative adjustments	2,154	6,007
Gain on disposal of property, net	(8,616)	(10,903)
Change in fair value of earn-out liability	(10,000)	(7,500)
Straight-line rent	(3,131)	(7,024)
Share-based compensation	3,846	5,971
Impairment of Intangible Assets, Finite-lived	0	9,661
Other	1,497	1,223
Changes in operating assets and liabilities:
Other assets, net	(11,089)	858
Accounts payable and other liabilities	(5,669)	1,138
Net cash provided by operating activities	157,245	175,882
CASH FLOWS FROM INVESTING ACTIVITIES:
Real estate acquisitions	(23,014)	(49,880)
Capital expenditures	(40,772)	(48,079)
Proceeds from sale of real estate	48,276	86,159
Return of investment in unconsolidated joint ventures	1,949	2,498
Net cash used in investing activities	(13,561)	(9,302)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in credit facility	0	(73,359)
Proceeds from Issuance of Long-term Debt	0	60,000
Payments on mortgages and loans payable	(37,778)	(7,973)
Distributions paid, net of DRIP	(49,083)	(92,484)
Distributions to noncontrolling interests	(9,406)	(20,616)
Repurchases of common stock	(5,211)	(30,178)
Other	(516)	(208)
Net cash used in financing activities	(101,994)	(164,818)
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	41,690	1,762
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:
Beginning of period	95,108	84,304
End of period	136,798	86,066
RECONCILIATION TO CONSOLIDATED BALANCE SHEETS
Cash, cash equivalents, and restricted cash at end of the period	136,798	86,066
SUPPLEMENTAL CASH FLOW DISCLOSURE, INCLUDING NON-CASH INVESTING AND FINANCING ACTIVITIES:
Cash paid for interest	59,906	66,811
Right-of-use (“ROU”) assets obtained in exchange for new lease liabilities	551	1,444
Accrued capital expenditures	3,587	3,036
Change in distributions payable	(16,214)	269
Change in distributions payable - noncontrolling interests	(2,301)	590
Change in accrued share repurchase obligation	(2,511)	706
Distributions reinvested	$ 15,940	$ 51,329

Organization

9 Months Ended

Sep. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization


1. ORGANIZATION

Phillips Edison & Company, Inc. (“we,” the “Company,” “PECO,” “our,” or “us”) was formed as a Maryland corporation in October 2009. Substantially all of our business is conducted through Phillips Edison Grocery Center Operating Partnership I, L.P., (the “Operating Partnership”), a Delaware limited partnership formed in December 2009. We are a limited partner of the Operating Partnership, and our wholly-owned subsidiary, Phillips Edison Grocery Center OP GP I LLC (the “General Partner”), is the sole general partner of the Operating Partnership.

We are a real estate investment trust (“REIT”) that invests primarily in well-occupied, grocery-anchored, neighborhood and community shopping centers that have a mix of creditworthy national, regional, and local retailers that sell necessity-based goods and services in strong demographic markets throughout the United States. In addition to managing our own shopping centers, our third-party investment management business provides comprehensive real estate and asset management services to three institutional joint ventures, in which we have a partial ownership interest, and one private fund (collectively, the “Managed Funds”) as of September 30, 2020.

As of September 30, 2020, we wholly-owned 283 real estate properties. Additionally, we owned a 20% equity interest in Necessity Retail Partners (“NRP”), a joint venture that owned six properties; a 15% interest in Grocery Retail Partners I LLC (“GRP I”), a joint venture that owned 17 properties; and a 10% interest in Grocery Retail Partners II LLC (“GRP II”), a joint venture that owned three properties.

On October 1, 2020, GRP I acquired GRP II. Our ownership in the combined entity was adjusted upon consummation of the transaction, and we own approximately a 14% equity interest in GRP I as a result of the acquisition.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Set forth below is a summary of the significant accounting estimates and policies that management believes are important to the preparation of our consolidated interim financial statements. Certain of our accounting estimates are particularly important for an understanding of our financial position and results of operations and require the application of significant judgment by management. For example, significant estimates and assumptions have been made with respect to the useful lives of assets, recoverable amounts of receivables, and other fair value measurement assessments required for the preparation of the consolidated financial statements. As a result, these estimates are subject to a degree of uncertainty.

During the first quarter of 2020, a novel coronavirus (“COVID-19”) began spreading globally, with the outbreak being classified as a pandemic by the World Health Organization on March 11, 2020. Because of the adverse economic conditions that exist as a result of the impacts of the COVID-19 pandemic, it is possible that the estimates and assumptions that have been utilized in the preparation of the consolidated financial statements could change significantly. Specifically, as it relates to our business, the current economic situation resulted in temporary tenant closures at our shopping centers, often as a result of “stay-at-home” government mandates which limited travel and movement of the general public to essential activities only and required all non-essential businesses to close.

Temporary closures of tenant spaces at our centers peaked in April and have significantly decreased as states reduced or removed restrictions on business operations and the travel and movement of the general public. Certain tenants remain temporarily closed, have since closed after reopening, are limiting the number of customers allowed in their stores, or have modified their operations in other ways that may impact their profitability, either as a result of government mandates or self-elected efforts to reduce the spread of COVID-19. Some states and localities have temporarily reinstated certain mandates in response to increasing reported cases of COVID-19. These actions could result in increased permanent store closings and could reduce the demand for leasing space in our shopping centers and result in a decline in occupancy and rental revenues in our real estate portfolio. All of this activity impacts our estimates around the collectability of revenue and valuation of real estate assets, goodwill and other intangible assets, and certain liabilities, among others.

There were no changes to our significant accounting policies during the nine months ended September 30, 2020. For a full summary of our accounting policies, refer to our 2019 Annual Report on Form 10-K filed with the SEC on March 12, 2020.

Basis of Presentation and Principles of Consolidation—The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Readers of this Quarterly Report on Form 10-Q should refer to our audited consolidated financial statements for the year ended December 31, 2019, which are included in our 2019 Annual Report on Form 10-K. In the opinion of management, all normal and recurring adjustments necessary for the fair presentation of the unaudited consolidated financial statements for the periods presented have been included in this Quarterly Report. Our results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the operating results expected for the full year.

The accompanying consolidated financial statements include our accounts and those of our majority-owned subsidiaries. All intercompany balances and transactions are eliminated upon consolidation.

Leases—Lease receivables are reviewed continually to determine whether or not it is probable that we will realize all amounts owed to us for each of our tenants (i.e., whether a tenant is deemed to be a credit risk). If we determine that the tenant is not a credit risk, no reserve or reduction of revenue is recorded, except in the case of disputed charges. If we determine that the

tenant is a credit risk, revenue for that tenant is recorded on a cash basis, including any amounts relating to straight-line rent receivables and/or receivables for recoverable expenses. The COVID-19 pandemic has increased the uncertainty of collecting rents from a number of our tenants.

In our efforts to maximize collections in the near term while also supporting our tenants as they operate through this pandemic, we have begun negotiating rent relief primarily in the form of payment plans and deferrals on rent and recovery charges, which allow for changes in the timing of payments, but not the total amount of consideration due to us under the lease. In a limited number of instances, we may also agree to waive certain charges due to us under the lease; for additional details, please refer to Note 3.

Income Taxes—Our consolidated financial statements include the operations of wholly-owned subsidiaries that have jointly elected to be treated as Taxable REIT Subsidiaries and are subject to U.S. federal, state, and local income taxes at regular corporate tax rates. We recognized an insignificant amount of federal, state, and local income tax expense for the three and nine months ended September 30, 2020 and 2019, and we retain a full valuation allowance for our deferred tax asset. All income tax amounts are included in Other Income (Expense), Net on the consolidated statements of operations and comprehensive income (loss) (“consolidated statements of operations”).

Recently Issued and Newly Adopted Accounting Pronouncements—In response to the COVID-19 pandemic, the Financial Accounting Standards Board (“FASB”) issued interpretive guidance addressing the accounting treatment for lease concessions attributable to the pandemic. Under this guidance, entities may elect to account for such lease concessions consistent with how they would be accounted for under ASC Topic 842, Leases, (“ASC 842”) if the enforceable rights and obligations for the lease concessions already existed within the lease agreement, regardless of whether such enforceable rights and obligations are explicitly outlined within the lease. This accounting treatment may only be applied if (1) the lease concessions were granted as a direct result of the pandemic, and (2) the total cash flows under the modified lease are less than or substantially the same as the cash flows under the original lease agreement. As a result, entities that make this election will not have to analyze each lease to determine whether enforceable rights and obligations for concessions exist within the contract, and may elect not to account for these concessions as lease modifications within the scope of ASC 842.

Some concessions will provide a deferral of payments, which may affect the timing of cash receipts without substantively impacting the total consideration per the original lease agreement. The FASB has stated that there are multiple acceptable methods to account for deferrals under the interpretive guidance:

•Account for the concession as if no changes to the lease contract were made, increasing the lease receivable as payments accrue and continuing to recognize income; or

•Account for deferred lease payments as variable lease payments.

We have elected not to account for any qualifying lease concessions granted as a result of the COVID-19 pandemic as lease modifications and will account for any qualifying concessions granted as if no changes to the lease contract were made. This will result in an increase to the related lease receivable as payments accrue while we continue to recognize rental income. We will, however, assess the impact of any such concessions on estimated collectability of the related lease payments and will reflect any adjustments as necessary as an offset to Rental Income on the consolidated statements of operations.

The following table provides a brief description of newly adopted accounting pronouncements and their effect on our consolidated financial statements:

Standard

Description

Date of Adoption

Effect on the Financial Statements or Other Significant Matters

Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326):
Measurement of Credit Losses on Financial Instruments

ASU 2018-19, Financial Instruments - Credit Losses (Topic 326): Codification Improvements

ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief

ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments - Credit Losses

ASU 2020-02, Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842)

The amendments in this update replaced the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. It clarified that receivables arising from operating leases are not within the scope of Accounting Standards Codification (“ASC”) Topic 326. Instead, impairment of receivables arising from operating leases will be accounted for in accordance with Topic 842. It also allowed election of the fair value option on certain financial instruments.

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements. The majority of our financial instruments result from operating lease transactions, which are not within the scope of this standard.

ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities

This ASU amended two aspects of the related-party guidance in Topic 810: (1) added an elective private-company scope exception to the variable interest entity guidance for entities under common control and (2) indirect interests held through related parties in common control arrangements will be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests.

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments

This ASU amended a variety of topics, improving certain aspects of previously issued ASUs, including ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities.

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

This ASU contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur.

March 12, 2020

We have elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We continue to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

Reclassifications—The following line item on our consolidated balance sheet as of December 31, 2019 was reclassified to conform to current year presentation:

•Corporate Intangible Assets, Net was included in Other Assets, Net.

The following line item on our consolidated statement of operations for the nine months ended September 30, 2019 was reclassified to conform to current year presentation:

•Other Impairment Charges was included in Other Income (Expense), Net.

The following line item on our consolidated statement of cash flows for the nine months ended September 30, 2019 was reclassified to conform to current year presentation:

•Payments of Deferred Financing Expenses was included in Payments on Mortgages and Loans Payable.

Leases

9 Months Ended

Sep. 30, 2020

Leases [Abstract]

Leases of Lessor Disclosure


3. LEASES

Lessor—The majority of our leases are largely similar in that the leased asset is retail space within our properties, and the lease agreements generally contain similar provisions and features, without substantial variations. All of our leases are currently classified as operating leases. Lease income related to our operating leases was as follows for the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Rental income related to fixed lease payments(1)	$	94,511	$	97,328	$	285,572	$	289,318
Rental income related to variable lease payments	31,781		33,626		94,278		93,105
Straight-line rent amortization(2)	1,772		2,548		3,103		7,055
Amortization of lease assets	802		1,032		2,367		3,230
Lease buyout income	664		632		972		1,088
Adjustments for collectability(2)(3)	(6,232)		(2,451)		(18,874)		(3,191)
Total rental income	$	123,298	$	132,715	$	367,418	$	390,605

(1)Includes rental income related to fixed lease payments before assessing for collectability.

(2)Includes revenue adjustments for non-creditworthy tenants.

(3)Contains general reserves; excludes reserves for straight-line rent amortization.

Approximate future fixed contractual lease payments to be received under non-cancelable operating leases in effect as of September 30, 2020, assuming no new or renegotiated leases or option extensions on lease agreements, are as follows (in thousands):


Year	Amount
Remaining 2020	$	98,238
2021	364,782
2022	330,635
2023	282,988
2024	227,052
Thereafter	594,574
Total	$	1,898,269

During the nine months ended September 30, 2020, we executed payment plans with our tenants agreeing to defer approximately $3.7 million in rent and related charges, and we granted rent abatements totaling approximately $1.3 million. These payment plans and rent abatements represented 0.9% and 0.3% of our wholly-owned portfolio’s annualized base rent (“ABR”), respectively, and the weighted-average term over which we expect to receive payment on executed payment plans is approximately eight months. For the three and nine months ended September 30, 2020, we had $5.2 million and $20.0 million, respectively, in billings that will not be recognized as revenue until cash is collected or the tenant resumes regular payments and/or is considered creditworthy. These amounts include the estimated impact of tenants who have filed for bankruptcy.

No single tenant comprised 10% or more of our aggregate ABR as of September 30, 2020. As of September 30, 2020, our real estate investments in Florida and California represented 12.3% and 10.6% of our ABR, respectively. As a result, the geographic concentration of our portfolio makes it particularly susceptible to adverse weather or economic events, including the impact of the COVID-19 pandemic, in the Florida and California real estate markets.

Lessee—Lease assets and liabilities, grouped by balance sheet line where they are recorded, consisted of the following as of September 30, 2020 and December 31, 2019 (in thousands):


Balance Sheet Information	Balance Sheet Location	September 30, 2020		December 31, 2019
ROU assets, net - operating leases(1)	Investment in Real Estate	$	3,895	$	7,613
ROU assets, net - operating and finance leases	Other Assets, Net	1,998		2,111
Operating lease liability	Accounts Payable and Other Liabilities	5,880		9,453
Finance lease liability	Debt Obligations, Net	240		443

(1)During the nine months ended September 30, 2020, one of our acquisitions was land upon which one of our shopping centers is situated that was previously subject to a ground lease in which the lessor controlled an option requiring us to purchase the land subject to the lease. Our valuation of the ROU asset and lease liability as of December 31, 2019 for this ground lease reflected the assumption that the lessor would exercise this option and that we would purchase the underlying land asset.

Leases of Lessee Disclosure


3. LEASES


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Rental income related to fixed lease payments(1)	$	94,511	$	97,328	$	285,572	$	289,318
Rental income related to variable lease payments	31,781		33,626		94,278		93,105
Straight-line rent amortization(2)	1,772		2,548		3,103		7,055
Amortization of lease assets	802		1,032		2,367		3,230
Lease buyout income	664		632		972		1,088
Adjustments for collectability(2)(3)	(6,232)		(2,451)		(18,874)		(3,191)
Total rental income	$	123,298	$	132,715	$	367,418	$	390,605

(1)Includes rental income related to fixed lease payments before assessing for collectability.

(2)Includes revenue adjustments for non-creditworthy tenants.

(3)Contains general reserves; excludes reserves for straight-line rent amortization.


Year	Amount
Remaining 2020	$	98,238
2021	364,782
2022	330,635
2023	282,988
2024	227,052
Thereafter	594,574
Total	$	1,898,269

Lessee—Lease assets and liabilities, grouped by balance sheet line where they are recorded, consisted of the following as of September 30, 2020 and December 31, 2019 (in thousands):


Balance Sheet Information	Balance Sheet Location	September 30, 2020		December 31, 2019
ROU assets, net - operating leases(1)	Investment in Real Estate	$	3,895	$	7,613
ROU assets, net - operating and finance leases	Other Assets, Net	1,998		2,111
Operating lease liability	Accounts Payable and Other Liabilities	5,880		9,453
Finance lease liability	Debt Obligations, Net	240		443

Real Estate Activity

9 Months Ended

Sep. 30, 2020

Real Estate Investments, Net [Abstract]

Real Estate Activity


4. REAL ESTATE ACTIVITY

Property Sales—The following table summarizes our real estate disposition activity (dollars in thousands):


	Nine Months Ended September 30,
	2020		2019
Number of properties sold(1)	6		10
Number of outparcels sold	—		1
Proceeds from sale of real estate	$	48,276	$	86,159
Gain on sale of properties, net(2)	9,915		12,369

(1)We retained certain outparcels of land associated with one of our property dispositions during the nine months ended September 30, 2020, and as a result, this property is still included in our total property count.

(2)The gain on sale of properties, net does not include miscellaneous write-off activity, which is also recorded in Gain on Disposal of Property, Net on the consolidated statements of operations.

Subsequent to September 30, 2020, we sold one outparcel for approximately $1.1 million.

Impairment of Real Estate Assets—During the three and nine months ended September 30, 2020, we did not recognize any impairment charges. During the three and nine months ended September 30, 2019, we recognized impairment charges totaling $35.7 million and $74.6 million, respectively. The impairments were associated with certain anticipated property dispositions where the net book value exceeded the estimated fair value. Our estimated fair value was based upon the contracted price to sell or the marketed price for disposition, less estimated costs to sell. We applied reasonable estimates and judgments in determining the amount of impairment recognized.

Acquisitions—During the nine months ended September 30, 2020, we acquired one property and two parcels of land for a total of $23.0 million. Both parcels of land are adjacent to shopping centers that we own. During the nine months ended September 30, 2019, we acquired one property and one outparcel for a total of $49.9 million.

The fair value and weighted-average useful life at acquisition for lease intangibles acquired as part of acquisitions in the nine months ended September 30, 2020 and 2019 are as follows (dollars in thousands, weighted-average useful life in years):


	Nine Months Ended
	September 30, 2020			September 30, 2019
	Fair Value		Weighted-Average Useful Life	Fair Value		Weighted-Average Useful Life
In-place leases	$	1,682	16	$	4,736	11
Above-market leases	120		5	825		8
Below-market leases	(1,882)		26	(2,097)		16

Subsequent to September 30, 2020, we purchased one property for approximately $18.4 million.

Other Assets, Net

9 Months Ended

Sep. 30, 2020

Other Assets [Abstract]

Other Assets, Net


5. OTHER ASSETS, NET

The following is a summary of Other Assets, Net outstanding as of September 30, 2020 and December 31, 2019, excluding amounts related to assets classified as held for sale (in thousands):


	September 30, 2020		December 31, 2019
Other assets, net:
Deferred leasing commissions and costs	$	40,465	$	38,738
Deferred financing expenses	13,971		13,971
Office equipment, ROU assets, and other	21,772		19,430
Corporate intangible assets	4,883		4,883
Total depreciable and amortizable assets	81,091		77,022
Accumulated depreciation and amortization	(43,565)		(35,055)
Net depreciable and amortizable assets	37,526		41,967
Accounts receivable, net(1)	50,384		46,125
Accounts receivable - affiliates	622		728
Deferred rent receivable	32,179		29,291
Derivative assets	—		2,728
Prepaid expenses and other	12,303		7,851
Total other assets, net	$	133,014	$	128,690

(1)Net of $7.1 million and $6.9 million of general reserves for uncollectible amounts. Receivables that were removed for tenants considered to be non-creditworthy were $23.4 million and $6.9 million as of September 30, 2020 and December 31, 2019, respectively.

Debt Obligations

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Abstract]

Debt Obligations


6. DEBT OBLIGATIONS

The following is a summary of the outstanding principal balances and interest rates, which include the effect of derivative financial instruments, for our debt obligations as of September 30, 2020 and December 31, 2019 (dollars in thousands):


	Interest Rate(1)	September 30, 2020		December 31, 2019
Revolving credit facility(2)	LIBOR + 1.40%	$	—	$	—
Term loans(3)	2.58% - 4.59%	1,622,500		1,652,500
Secured loan facilities	3.35% - 3.52%	395,000		395,000
Mortgages	3.45% - 7.91%	317,148		324,578
Finance lease liability		240		443
Assumed market debt adjustments, net		(1,419)		(1,218)
Deferred financing expenses, net		(14,466)		(17,204)
Total		$	2,319,003	$	2,354,099

(1)Interest rates are as of September 30, 2020.

(2)We had $255.0 million of both gross borrowings and payments under our revolving credit facility during the nine months ended September 30, 2020. The gross borrowings and payments under our revolving credit facility were $116.6 million and $190.0 million, respectively, during the nine months ended September 30, 2019.

(3)Our term loans carry an interest rate of LIBOR plus a spread. While a majority of the rates are fixed through the use of swaps, some of these rates are not fixed through a swap, and thus are still indexed to LIBOR.

In January 2020, we made the final $30 million payment on our term loan maturing in 2021. Following this payment, the next term loan maturity is in April 2022.

In April 2020, we borrowed $200 million on our revolving credit facility to meet our operating needs for a sustained period due to the COVID-19 pandemic. In June 2020, we paid down the outstanding balance on our revolving credit facility. Our debt is subject to certain covenants, and as of September 30, 2020, we were in compliance with the restrictive covenants of our outstanding debt obligations.

In October 2020, we executed early repayments of $20.4 million in mortgage debt securing two of our properties.

The allocation of total debt between fixed-rate and variable-rate as well as between secured and unsecured, excluding market debt adjustments and deferred financing expenses, net, as of September 30, 2020 and December 31, 2019, is summarized below (in thousands):


	September 30, 2020			December 31, 2019
As to interest rate:(1)
Fixed-rate debt	$	1,754,388		$	2,122,021
Variable-rate debt	580,500			250,500
Total	$	2,334,888		$	2,372,521
As to collateralization:
Unsecured debt	$	1,622,500		$	1,652,500
Secured debt	712,388			720,021
Total	$	2,334,888		$	2,372,521

Weighed-average interest rate(1)	3.1		%	3.4		%

(1)Includes the effects of derivative financial instruments (see Notes 7 and 12).

Derivatives and Hedging Activities

9 Months Ended

Sep. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Hedging Activities


7. DERIVATIVES AND HEDGING ACTIVITIES

Risk Management Objective of Using Derivatives—We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposure to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of our debt funding, and through the use of derivative financial instruments. Specifically, we enter into interest rate swaps to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash receipts and our known or expected cash payments principally related to our investments and borrowings.

Cash Flow Hedges of Interest Rate Risk—Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for our making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The changes in the fair value of derivatives designated, and that qualify, as cash flow hedges are recorded in AOCI and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the nine months ended September 30, 2020 and 2019, such derivatives were used to hedge the variable cash flows associated with certain variable-rate debt. Amounts reported in AOCI related to these derivatives will be reclassified to Interest Expense, Net as interest payments are made on the variable-rate debt. During the next twelve months, we estimate that an additional $19.4 million will be reclassified from AOCI as an increase to Interest Expense, Net.

The following is a summary of our interest rate swaps that were designated as cash flow hedges of interest rate risk as of September 30, 2020 and December 31, 2019 (notional amounts in thousands):


	September 30, 2020		December 31, 2019
Count	6		9
Notional amount	$	1,042,000	$	1,402,000
Fixed LIBOR	1.3% - 2.9%		0.8% - 2.9%
Maturity date	2021 - 2025		2020 - 2025

The table below details the nature of the gain or loss recognized on interest rate derivatives designated as cash flow hedges in the consolidated statements of operations (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Amount of loss recognized in other comprehensive income on derivatives	$	(45)	$	(9,193)	$	(51,575)	$	(44,398)
Amount of loss (gain) reclassified from AOCI into interest expense	5,143		(538)		11,562		(3,339)

Credit-risk-related Contingent Features—We have agreements with our derivative counterparties that contain provisions where, if we default, or are capable of being declared in default, on any of our indebtedness, we could also be declared to be in default on our derivative obligations. As of September 30, 2020, the fair value of our derivatives in a net liability position, which included accrued interest but excluded any adjustment for nonperformance risk related to these agreements, was approximately $60.6 million. As of September 30, 2020, we had not posted any collateral related to these agreements and were not in breach of any agreement provisions. If we had breached any of these provisions, we could have been required to settle our obligations under the agreements at their termination value of $60.6 million.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies


8. COMMITMENTS AND CONTINGENCIES

Litigation—We are involved in various claims and litigation matters arising in the ordinary course of business, some of which involve claims for damages. Many of these matters are covered by insurance, although they may nevertheless be subject to deductibles or retentions. Although the ultimate liability for these matters cannot be determined, based upon information currently available, we believe the resolution of such claims and litigation will not have a material adverse effect on our consolidated financial statements.

Environmental Matters—In connection with the ownership and operation of real estate, we may potentially be liable for costs and damages related to environmental matters. In addition, we may own or acquire certain properties that are subject to environmental remediation. Depending on the nature of the environmental matter, the seller of the property, a tenant of the property, and/or another third party may be responsible for environmental remediation costs related to a property. Additionally, in connection with the purchase of certain properties, the respective sellers and/or tenants may agree to indemnify us against future remediation costs. We also carry environmental liability insurance on our properties that provides limited coverage for any remediation liability and/or pollution liability for third-party bodily injury and/or property damage claims for which we may be liable. We are not aware of any environmental matters which we believe are reasonably likely to have a material effect on our consolidated financial statements.

Captive Insurance—Our captive insurance company, Silver Rock Insurance, Inc. (“Silver Rock”) provides general liability insurance, wind, reinsurance, and other coverage to us and our related-party joint ventures. We capitalize Silver Rock in accordance with applicable regulatory requirements.

Silver Rock established annual premiums based on the past loss experience of the insured properties. An independent third party was engaged to perform an actuarial estimate of projected future claims, related deductibles, and projected future expenses necessary to fund associated risk management programs. Premiums paid to Silver Rock may be adjusted based on these estimates, and such premiums may be reimbursed by tenants pursuant to specific lease terms.

As of September 30, 2020, we had four letters of credit outstanding totaling approximately $8.0 million to provide security for our obligations under Silver Rock’s insurance and reinsurance contracts.

COVID-19—As of September 30, 2020, we were not aware of any significant liabilities or obligations to waive rent that we have incurred under force majeure or co-tenancy clauses in tenant leases.

Equity

9 Months Ended

Sep. 30, 2020

Stockholders' Equity Note [Abstract]

Equity


9. EQUITY

General—The holders of common stock are entitled to one vote per share on all matters voted on by stockholders, including one vote per nominee in the election of our board of directors (“Board”). Our charter does not provide for cumulative voting in the election of directors.

On November 4, 2020, our Board approved an amendment to our articles of incorporation to effect a one-for-four reverse stock split effective in March 2021. Neither the number of authorized shares nor the par value of the common stock will be changed. In addition, we intend to amend the limited partnership agreement of our Operating Partnership to effect a corresponding reverse stock split of the OP units. As a result of the reverse stock split, every four shares of our common stock or OP units will be automatically combined and converted into one issued and outstanding share of common stock or OP unit rounded to the nearest 1/100th share, after which our stockholders will have an estimated value per share (“EVPS”) of $35.00. The reverse stock split impacts all common stock proportionately and will have no impact on any stockholder’s percentage ownership of common stock.

On May 6, 2020, our Board decreased the EVPS of our common stock to $8.75 based substantially on the estimated market value of our portfolio of real estate properties and our third-party investment management business as of March 31, 2020. The decrease was primarily driven by the negative impact of the COVID-19 pandemic on our non-grocery tenants resulting from social distancing and stay-at-home guidelines and the uncertainty of the duration and full effect on the overall economy. We engaged a third-party valuation firm to provide a calculation of the range in EVPS of our common stock as of March 31, 2020, which reflected certain balance sheet assets and liabilities as of that date. Previously, our EVPS was $11.10, based substantially on the estimated market value of our portfolio of real estate properties and our third-party investment management business as of March 31, 2019.

Distributions—On March 27, 2020, our Board suspended stockholder distributions, effective after the payment of the March 2020 distribution on April 1, 2020, as a result of the uncertainty surrounding the COVID-19 pandemic. On November 4, 2020, our Board authorized distributions for stockholders of record at the close of business on December 28, 2020 equal to a monthly amount of $0.02833333 per share of common stock, or $0.34 annually. Operating partnership unit (“OP Unit”) holders will receive distributions at the same rate as common stockholders. We expect to pay this distribution on January 7, 2021.

Dividend Reinvestment Plan—The DRIP allows stockholders to invest distributions in additional shares of our common stock, subject to certain limits. Stockholders who elect to participate in the DRIP may choose to invest all or a portion of their cash distributions in shares of our common stock at a price equal to our most recent EVPS.

Stockholders who elect to participate in the DRIP, and who are subject to U.S. federal income taxation laws, will incur a tax liability on an amount equal to the fair value on the relevant distribution date of the shares of our common stock purchased with reinvested distributions, even though such stockholders have elected not to receive the distributions in cash.

On March 27, 2020, the DRIP was suspended, and the March 2020 distribution was paid in all cash on April 1, 2020. The DRIP remained suspended as of September 30, 2020. On November 4, 2020, our Board reinstated the DRIP, which will be effective beginning with the December 2020 distribution to be paid in January 2021.

Tender Offer—On November 4, 2020, our Board approved a voluntary tender offer commencing on November 10, 2020 (the “Tender Offer”) for up to 4.5 million shares of our outstanding common stock at a price of $5.75 per share, for a total value of approximately $26 million.

Share Repurchase Program (“SRP”)—The SRP provides an opportunity for stockholders to have shares of common stock repurchased, subject to certain restrictions and limitations. The Board reserves the right, in its sole discretion, at any time and from time to time, to reject any request for repurchase.

On August 7, 2019, the Board suspended the SRP with respect to standard repurchases. The SRP for death, qualifying disability, or determination of incompetence (“DDI”) was suspended effective March 27, 2020, in response to the uncertainty of COVID-19. Both the SRP with respect to standard repurchases and the SRP for death, qualifying disability, or determination of incompetence remain suspended as of September 30, 2020.

We expect to restart share repurchases for DDI at $5.75 per share, but no shares will be repurchased until at least 10 business days after completion of the Tender Offer. The SRP with respect to standard repurchases will remain suspended.

Convertible Noncontrolling Interests—Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”), OP Unit holders may elect to exchange OP units. The Operating Partnership controls the form of the redemption, and may elect to exchange OP units for shares of our common stock, provided that the OP units have been outstanding for at least one year, or for cash. As the form of redemption for OP units is within our control, the OP units outstanding as of September 30, 2020 and December 31, 2019 are classified as Noncontrolling Interests within permanent equity on our consolidated balance sheets. The distributions that have been paid on OP units are included in Distributions to Noncontrolling Interests on the consolidated statements of equity. During the nine months ended September 30, 2020 and 2019, 0.2 million and 1.9 million OP units were converted into shares of our common stock at a 1:1 ratio, respectively. There were approximately 42.7 million OP units outstanding as of September 30, 2020 and December 31, 2019. Additionally, certain of our outstanding time- and performance-based equity awards will result in the issuance of shares or OP units upon vesting in future periods. Simultaneously with the reverse stock split described above, to be made effective in 2021, every four OP units then outstanding will be automatically combined and converted into one OP unit.

Earnings Per Share

9 Months Ended

Sep. 30, 2020

Earnings Per Share [Abstract]

Earnings Per Share


10. EARNINGS PER SHARE

We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing Net Income (Loss) Attributable to Stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.

OP units held by limited partners other than us are considered to be participating securities because they contain non-forfeitable rights to dividends or dividend equivalents, and have the potential to be exchanged for an equal number of shares of our common stock in accordance with the terms of the the Partnership Agreement.

The impact of outstanding OP units on basic and diluted EPS has been calculated using the two-class method whereby earnings are allocated to the OP units based on dividends declared and the OP units’ participation rights in undistributed earnings. The effects of the two-class method on basic and diluted EPS were immaterial to the consolidated financial statements during the nine months ended September 30, 2020 and 2019.

The following table provides a reconciliation of the numerator and denominator of the earnings per share calculations (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Numerator:
Net income (loss) attributable to stockholders - basic	$	11,784	$	(25,877)	$	15,965	$	(67,642)
Net income (loss) attributable to convertible OP units(1)	1,646		(3,893)		2,251		(10,319)
Net income (loss) - diluted	$	13,430	$	(29,770)	$	18,216	$	(77,961)
Denominator:
Weighted-average shares - basic	290,465		283,827		290,295		282,714
OP units(1)	42,742		42,783		42,792		43,356
Dilutive restricted stock awards	356		—		393		—
Adjusted weighted-average shares - diluted	333,563		326,610		333,480		326,070
Earnings per common share:
Basic and diluted income (loss) per share	$	0.04	$	(0.09)	$	0.05	$	(0.24)

(1) OP units include units that are convertible into common stock or cash, at the Operating Partnership’s option. The Operating Partnership income or loss attributable to these OP units, which is included as a component of Net (Income) Loss Attributable to Noncontrolling Interests on the consolidated statements of operations, has been added back in the numerator as these OP units were included in the denominator for all years presented.

Approximately 1.0 million time-based and 2.5 million performance-based unvested stock units were outstanding as of September 30, 2019. These securities were anti-dilutive for the three and nine months ended September 30, 2019, and as a result, their impact was excluded from the weighted-average common shares used to calculate diluted EPS for those periods.

Revenue Recognition and Related Party Revenue

9 Months Ended

Sep. 30, 2020

Revenue Recognition and Related Party Revenue


11. REVENUE RECOGNITION AND RELATED PARTY TRANSACTIONS

Revenue—Summarized below are amounts included in Fees and Management Income. The revenue includes the fees and reimbursements earned by us from the Managed Funds, and other revenues that are not in the scope of ASC Topic 606, Revenue from Contracts with Customers, but that are included in this table for the purpose of disclosing all related party revenues (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Recurring fees(1)	$	1,233	$	1,669	$	3,631	$	4,890
Transactional revenue and reimbursements(2)	719		606		2,109		2,655
Insurance premiums(3)	629		491		1,766		1,533
Total fees and management income	$	2,581	$	2,766	$	7,506	$	9,078

(1)Recurring fees include asset management fees and property management fees.

(2)Transactional revenue includes items such as leasing commissions, construction management fees, and acquisition fees.

(3)Insurance premium income includes amounts from third parties not affiliated with us.

During the nine months ended September 30, 2019, we recognized a net charge of $1.9 million in Other Expense, Net on our consolidated statements of operations. The charge was related to a reduction in our related party accounts receivable and organization and offering costs payable for amounts incurred in connection with the Phillips Edison Grocery Center REIT III, Inc. (“REIT III”) public offering. Remaining accounts receivable and organization and offering costs payable that were outstanding as of September 30, 2019 related to REIT III were settled when we merged with REIT III in October 2019.

Other Related Party Matters—We are the limited guarantor for up to $190 million, capped at $50 million in most instances, of debt for our NRP joint venture. As of September 30, 2020, we were also the limited guarantor of a $175 million mortgage loan for GRP I. Our guaranty in both cases is limited to being the non-recourse carveout guarantor and the environmental indemnitor. We are also party to a separate agreement with our joint venture partner in which any potential liability under our guaranty for GRP I will be apportioned between us and our joint venture partner based on our respective ownership percentages in GRP I. We have no liability recorded on our consolidated balance sheets for either guaranty as of September 30, 2020 and December 31, 2019.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
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+ Details

Fair Value Measurements

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements


12. FAIR VALUE MEASUREMENTS

The following describes the methods we use to estimate the fair value of our financial and nonfinancial assets and liabilities:

Cash and Cash Equivalents, Restricted Cash, Accounts Receivable, and Accounts Payable—We consider the carrying values of these financial instruments to approximate fair value because of the short period of time between origination of the instruments and their expected realization.

Real Estate Investments—The purchase prices of the investment properties, including related lease intangible assets and liabilities, were allocated at estimated fair value based on Level 3 inputs, such as discount rates, capitalization rates, comparable sales, replacement costs, income and expense growth rates, and current market rents and allowances as determined by management.

Debt Obligations—We estimate the fair value of our debt by discounting the future cash flows of each instrument at rates currently offered for similar debt instruments of comparable maturities by our lenders using Level 3 inputs. The discount rates used approximate current lending rates for loans or groups of loans with similar maturities and credit quality, assuming the debt is outstanding through maturity and considering the debt’s collateral (if applicable). We have utilized market information, as available, or present value techniques to estimate the amounts required to be disclosed.

The following is a summary of borrowings as of September 30, 2020 and December 31, 2019 (in thousands):


	September 30, 2020				December 31, 2019
	Recorded Principal Balance(1)		Fair Value		Recorded Principal Balance(1)		Fair Value

Term loans	$	1,609,291	$	1,602,032	$	1,636,470	$	1,656,765
Secured portfolio loan facilities	391,011		404,971		390,780		399,054
Mortgages(2)	318,701		330,159		326,849		337,614
Total	$	2,319,003	$	2,337,162	$	2,354,099	$	2,393,433

(1)Recorded principal balances include net deferred financing expenses of $14.5 million and $17.2 million as of September 30, 2020 and December 31, 2019, respectively. Recorded principal balances also include assumed market debt adjustments of $1.4 million and $1.2 million as of September 30, 2020 and December 31, 2019, respectively. We have recorded deferred financing expenses related to our revolving credit facility in Other Assets, Net on our consolidated balance sheets which are not included in these balances.

(2)Our finance lease liability is included in the mortgages line item, as presented.

Recurring and Nonrecurring Fair Value Measurements—Our earn-out liability and interest rate swaps are measured and recognized at fair value on a recurring basis, while certain real estate assets and liabilities are measured and recognized at fair value as needed. Fair value measurements that occurred as of and during the nine months ended September 30, 2020 and the year ended December 31, 2019, were as follows (in thousands):


	September 30, 2020						December 31, 2019
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Recurring
Derivative assets(1)	$	—	$	—	$	—	$	—	$	2,728	$	—
Derivative liabilities(1)	—		(60,615)		—		—		(20,974)		—
Earn-out liability	—		—		(22,000)		—		—		(32,000)
Nonrecurring
Impaired real estate assets, net(2)	—		—		—		—		280,593		—
Impaired corporate intangible asset, net(3)	—		—		—		—		—		4,401

(1)We record derivative assets in Other Assets, Net and derivative liabilities in Derivative Liabilities on our consolidated balance sheets.

(2)The carrying value of impaired real estate assets may have subsequently increased or decreased after the measurement date due to capital improvements, depreciation, or sale.

(3)The carrying value of our impaired corporate intangible asset, net, which consists of in-place management contracts, subsequently decreased after the measurement date due to amortization as well as through derecognition as part of the merger with REIT III.

Derivative Instruments—As of September 30, 2020 and December 31, 2019, we had interest rate swaps that fixed LIBOR on portions of our unsecured term loan facilities.

All interest rate swap agreements are measured at fair value on a recurring basis. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves.

To comply with the provisions of ASC Topic 820, Fair Value Measurement, we incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair

value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although we determined that the significant inputs used to value our derivatives fell within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our counterparties and our own credit risk utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by us and our counterparties. However, as of September 30, 2020 and December 31, 2019, we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and have determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives. As a result, we have determined that our derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

Earn-out—As part of our acquisition of Phillips Edison Limited Partnership (“PELP”), an earn-out structure was established which gave PELP the opportunity to earn additional OP units based upon the potential achievement of certain performance targets subsequent to the acquisition. After the expiration of certain provisions in 2019, PELP is now eligible to earn between three million and five million OP units based on the timing and valuation of a liquidity event for PECO. The liquidity event can occur no later than December 31, 2021 for the maximum shares to be awarded, but can occur as late as December 31, 2023.

We estimate the fair value of this liability on a quarterly basis using the Monte Carlo method. This method requires us to make assumptions about future dividend yields, volatility, and timing and pricing of liquidity events, which are unobservable and are considered Level 3 inputs in the fair value hierarchy. A change in these inputs to a different amount might result in a significantly higher or lower fair value measurement at the reporting date. In calculating the fair value of this liability as of September 30, 2020, we have determined that the most likely range of potential outcomes includes a possibility of no additional OP units issued as well as up to a maximum of five million units being issued.

Changes in the fair value of the earn-out liability have been and will continue to be recognized in earnings. The following table presents a reconciliation of the change in the earn-out liability measured at fair value on a recurring basis using Level 3 inputs and recognized as Other Income (Expense), Net in the consolidated statements of operations (in thousands):


	Earn-Out Liability
Balance at December 31, 2019	$	32,000
Change in fair value recognized in Other Income (Expense), Net	(10,000)
Balance at September 30, 2020	$	22,000

Real Estate Asset Impairment—Our real estate assets are measured and recognized at fair value, less costs to sell for held-for-sale properties, on a nonrecurring basis dependent upon when we determine an impairment has occurred. During the three and nine months ended September 30, 2019, we impaired assets that were under contract or actively marketed for sale at a disposition price that was less than carrying value, or that had other operational impairment indicators. The valuation technique used for the fair value of all impaired real estate assets was the expected net sales proceeds, which we consider to be a Level 2 input in the fair value hierarchy. There were no impairment charges recorded during the three and nine months ended September 30, 2020.

On a quarterly basis, we employ a multi-step approach to assess our real estate assets for possible impairment and record any impairment charges identified. The first step is the identification of potential triggering events, such as significant decreases in occupancy or the presence of large dark or vacant spaces. If we observe any of these indicators for a shopping center, we then perform an additional screen test consisting of a years-to-recover analysis to determine if we will recover the net book value of the property over its remaining economic life based upon net operating income as forecasted for the current year. In the event that the results of this first step indicate a triggering event for a center, we proceed to the second step, utilizing an undiscounted cash flow model for the center to identify potential impairment. If the undiscounted cash flows are less than the net book value of the center as of the balance sheet date, we proceed to the third step. In performing the third step, we utilize market data such as capitalization rates and sales price per square foot on comparable recent real estate transactions to estimate fair value of the real estate assets. We also utilize expected net sales proceeds to estimate the fair value of any centers that are actively being marketed for sale. If the estimated fair value of the property is less than the recorded net book value at the balance sheet date, we record an impairment charge.

In addition to these procedures, we also review undeveloped or unimproved land parcels that we own for evidence of impairment and record any impairment charges as necessary. Primary impairment triggers for these land parcels are changes to our plans or intentions with regards to such properties, or planned dispositions at prices that are less than the current carrying values.

Our quarterly impairment procedures have not been altered by the COVID-19 pandemic, as we believe key impairment indicators such as temporary store closings and large dark or vacant spaces will continue to be identified in our review. We have utilized forecasts that incorporate estimated decreases in net operating income (“NOI”) and cash flows as a result of the COVID-19 pandemic in performing our review procedures for the three and nine months ended September 30, 2020. However, it is possible that we could experience unanticipated changes in assumptions that are employed in our impairment review which could impact our cash flows and fair value conclusions. Such unanticipated changes relative to our expectations may include but are not limited to: increases or decreases in the duration or permanence of tenant closures, increases or decreases in collectability reserves and write-offs, additional capital required to fill vacancies, extended lease-up periods, future closings of large tenants, changes in macroeconomic assumptions such as rate of inflation and capitalization rates, and changes to the estimated timing of disposition of the properties under review.

We recorded the following expense upon impairment of real estate assets (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Impairment of real estate assets	$	—	$	35,710	$	—	$	74,626

Corporate Intangible Asset Impairment—In connection with our acquisition of PELP, we acquired a corporate intangible asset consisting of in-place management contracts. We evaluate our corporate intangible asset for impairment when a triggering event occurs, or circumstances change, that indicate the carrying value may not be recoverable.

In June 2019, the suspension of the REIT III public offering constituted a triggering event for further review of the corporate intangible asset’s fair value compared to its carrying value. We estimated the fair value of the corporate intangible asset using a discounted cash flow model which leveraged certain Level 3 inputs. The evaluation of corporate intangible assets for potential impairment required management to exercise significant judgment and to make certain assumptions. The assumptions utilized in the evaluation included projected future cash flows and a discount rate of 19%. Based on this analysis, we concluded the carrying value exceeded the estimated fair value of the corporate intangible asset, and an impairment charge of $7.8 million was recorded in Other Income (Expense), Net on the consolidated statements of operations in the second quarter of 2019.

We have not noted any triggering events related to our corporate intangible asset, and accordingly have not recorded any impairments, subsequent to this date.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Subsequent Events

9 Months Ended

Sep. 30, 2020

Subsequent Events [Abstract]

Subsequent Events


13. SUBSEQUENT EVENTS

In preparing the condensed and unaudited consolidated financial statements, we have evaluated subsequent events through the filing of this report on Form 10-Q for recognition and/or disclosure purposes. Based on this evaluation, we have determined that there were no events that have occurred that require recognition or disclosure, other than certain events and transactions that have been disclosed elsewhere in these consolidated financial statements.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements include our accounts and those of our majority-owned subsidiaries. All intercompany balances and transactions are eliminated upon consolidation.

Revenue Recognition Leases, Operating

Income Tax

Newly Adopted and Recently Issued Accounting Pronouncements

•Account for the concession as if no changes to the lease contract were made, increasing the lease receivable as payments accrue and continuing to recognize income; or

•Account for deferred lease payments as variable lease payments.

The following table provides a brief description of newly adopted accounting pronouncements and their effect on our consolidated financial statements:

Standard

Description

Date of Adoption

Effect on the Financial Statements or Other Significant Matters

January 1, 2020

ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

March 12, 2020

Reclassifications

Reclassifications—The following line item on our consolidated balance sheet as of December 31, 2019 was reclassified to conform to current year presentation:

•Corporate Intangible Assets, Net was included in Other Assets, Net.

The following line item on our consolidated statement of operations for the nine months ended September 30, 2019 was reclassified to conform to current year presentation:

•Other Impairment Charges was included in Other Income (Expense), Net.

The following line item on our consolidated statement of cash flows for the nine months ended September 30, 2019 was reclassified to conform to current year presentation:

•Payments of Deferred Financing Expenses was included in Payments on Mortgages and Loans Payable.

- Definition

Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.

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+ Details

Earnings Per Share Earnings Per Share (Policies)	9 Months Ended
Earnings Per Share Earnings Per Share (Policies)	Sep. 30, 2020
Earnings Per Share [Abstract]
Earnings Per Share, Policy	We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing Net Income (Loss) Attributable to Stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles

•Account for the concession as if no changes to the lease contract were made, increasing the lease receivable as payments accrue and continuing to recognize income; or

•Account for deferred lease payments as variable lease payments.

The following table provides a brief description of newly adopted accounting pronouncements and their effect on our consolidated financial statements:

Standard

Description

Date of Adoption

Effect on the Financial Statements or Other Significant Matters

January 1, 2020

ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments

January 1, 2020

The adoption of this standard did not have a material impact on our consolidated financial statements.

ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

March 12, 2020

Leases (Tables)

9 Months Ended

Sep. 30, 2020

Leases [Abstract]

Lessor, Operating Leases


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Rental income related to fixed lease payments(1)	$	94,511	$	97,328	$	285,572	$	289,318
Rental income related to variable lease payments	31,781		33,626		94,278		93,105
Straight-line rent amortization(2)	1,772		2,548		3,103		7,055
Amortization of lease assets	802		1,032		2,367		3,230
Lease buyout income	664		632		972		1,088
Adjustments for collectability(2)(3)	(6,232)		(2,451)		(18,874)		(3,191)
Total rental income	$	123,298	$	132,715	$	367,418	$	390,605

Lessor - Operating Lease, Payments to be Received, Maturity


Year	Amount
Remaining 2020	$	98,238
2021	364,782
2022	330,635
2023	282,988
2024	227,052
Thereafter	594,574
Total	$	1,898,269

Schedule of Leases

Lease assets and liabilities, grouped by balance sheet line where they are recorded, consisted of the following as of September 30, 2020 and December 31, 2019 (in thousands):


Balance Sheet Information	Balance Sheet Location	September 30, 2020		December 31, 2019
ROU assets, net - operating leases(1)	Investment in Real Estate	$	3,895	$	7,613
ROU assets, net - operating and finance leases	Other Assets, Net	1,998		2,111
Operating lease liability	Accounts Payable and Other Liabilities	5,880		9,453
Finance lease liability	Debt Obligations, Net	240		443

Real Estate Activity (Tables)

9 Months Ended

Sep. 30, 2020

Real Estate Investments, Net [Abstract]

Schedule of Real Estate Disposal

The following table summarizes our real estate disposition activity (dollars in thousands):


	Nine Months Ended September 30,
	2020		2019
Number of properties sold(1)	6		10
Number of outparcels sold	—		1
Proceeds from sale of real estate	$	48,276	$	86,159
Gain on sale of properties, net(2)	9,915		12,369

(2)The gain on sale of properties, net does not include miscellaneous write-off activity, which is also recorded in Gain on Disposal of Property, Net on the consolidated statements of operations.

Subsequent to September 30, 2020, we sold one outparcel for approximately $1.1 million.

Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block]


	Nine Months Ended
	September 30, 2020			September 30, 2019
	Fair Value		Weighted-Average Useful Life	Fair Value		Weighted-Average Useful Life
In-place leases	$	1,682	16	$	4,736	11
Above-market leases	120		5	825		8
Below-market leases	(1,882)		26	(2,097)		16

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

Other Assets, Net (Tables)

9 Months Ended

Sep. 30, 2020

Other Assets [Abstract]

Schedule of Other Assets

The following is a summary of Other Assets, Net outstanding as of September 30, 2020 and December 31, 2019, excluding amounts related to assets classified as held for sale (in thousands):


	September 30, 2020		December 31, 2019
Other assets, net:
Deferred leasing commissions and costs	$	40,465	$	38,738
Deferred financing expenses	13,971		13,971
Office equipment, ROU assets, and other	21,772		19,430
Corporate intangible assets	4,883		4,883
Total depreciable and amortizable assets	81,091		77,022
Accumulated depreciation and amortization	(43,565)		(35,055)
Net depreciable and amortizable assets	37,526		41,967
Accounts receivable, net(1)	50,384		46,125
Accounts receivable - affiliates	622		728
Deferred rent receivable	32,179		29,291
Derivative assets	—		2,728
Prepaid expenses and other	12,303		7,851
Total other assets, net	$	133,014	$	128,690

Debt Obligations (Tables)

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Abstract]

Schedule of Debt Obligations


	Interest Rate(1)	September 30, 2020		December 31, 2019
Revolving credit facility(2)	LIBOR + 1.40%	$	—	$	—
Term loans(3)	2.58% - 4.59%	1,622,500		1,652,500
Secured loan facilities	3.35% - 3.52%	395,000		395,000
Mortgages	3.45% - 7.91%	317,148		324,578
Finance lease liability		240		443
Assumed market debt adjustments, net		(1,419)		(1,218)
Deferred financing expenses, net		(14,466)		(17,204)
Total		$	2,319,003	$	2,354,099

(1)Interest rates are as of September 30, 2020.

Schedule of Long-term Debt Instruments, Alternative


	September 30, 2020			December 31, 2019
As to interest rate:(1)
Fixed-rate debt	$	1,754,388		$	2,122,021
Variable-rate debt	580,500			250,500
Total	$	2,334,888		$	2,372,521
As to collateralization:
Unsecured debt	$	1,622,500		$	1,652,500
Secured debt	712,388			720,021
Total	$	2,334,888		$	2,372,521

Weighed-average interest rate(1)	3.1		%	3.4		%

(1)Includes the effects of derivative financial instruments (see Notes 7 and 12).

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
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-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Derivatives and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Derivatives

The following is a summary of our interest rate swaps that were designated as cash flow hedges of interest rate risk as of September 30, 2020 and December 31, 2019 (notional amounts in thousands):


	September 30, 2020		December 31, 2019
Count	6		9
Notional amount	$	1,042,000	$	1,402,000
Fixed LIBOR	1.3% - 2.9%		0.8% - 2.9%
Maturity date	2021 - 2025		2020 - 2025

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss)

The table below details the nature of the gain or loss recognized on interest rate derivatives designated as cash flow hedges in the consolidated statements of operations (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Amount of loss recognized in other comprehensive income on derivatives	$	(45)	$	(9,193)	$	(51,575)	$	(44,398)
Amount of loss (gain) reclassified from AOCI into interest expense	5,143		(538)		11,562		(3,339)

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2020

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table provides a reconciliation of the numerator and denominator of the earnings per share calculations (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Numerator:
Net income (loss) attributable to stockholders - basic	$	11,784	$	(25,877)	$	15,965	$	(67,642)
Net income (loss) attributable to convertible OP units(1)	1,646		(3,893)		2,251		(10,319)
Net income (loss) - diluted	$	13,430	$	(29,770)	$	18,216	$	(77,961)
Denominator:
Weighted-average shares - basic	290,465		283,827		290,295		282,714
OP units(1)	42,742		42,783		42,792		43,356
Dilutive restricted stock awards	356		—		393		—
Adjusted weighted-average shares - diluted	333,563		326,610		333,480		326,070
Earnings per common share:
Basic and diluted income (loss) per share	$	0.04	$	(0.09)	$	0.05	$	(0.24)

Revenue Recognition and Related Party Revenue (Tables)

9 Months Ended

Sep. 30, 2020

Fees Earned By and Expenses Reimbursable from Managed Funds

Summarized below are amounts included in Fees and Management Income. The revenue includes the fees and reimbursements earned by us from the Managed Funds, and other revenues that are not in the scope of ASC Topic 606, Revenue from Contracts with Customers, but that are included in this table for the purpose of disclosing all related party revenues (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Recurring fees(1)	$	1,233	$	1,669	$	3,631	$	4,890
Transactional revenue and reimbursements(2)	719		606		2,109		2,655
Insurance premiums(3)	629		491		1,766		1,533
Total fees and management income	$	2,581	$	2,766	$	7,506	$	9,078

(1)Recurring fees include asset management fees and property management fees.

(2)Transactional revenue includes items such as leasing commissions, construction management fees, and acquisition fees.

(3)Insurance premium income includes amounts from third parties not affiliated with us.

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

Fair Value Inputs, Liabilities, Quantitative Information

The following is a summary of borrowings as of September 30, 2020 and December 31, 2019 (in thousands):


	September 30, 2020				December 31, 2019
	Recorded Principal Balance(1)		Fair Value		Recorded Principal Balance(1)		Fair Value

Term loans	$	1,609,291	$	1,602,032	$	1,636,470	$	1,656,765
Secured portfolio loan facilities	391,011		404,971		390,780		399,054
Mortgages(2)	318,701		330,159		326,849		337,614
Total	$	2,319,003	$	2,337,162	$	2,354,099	$	2,393,433

(2)Our finance lease liability is included in the mortgages line item, as presented.

Fair Value, Liabilities Measured on Recurring Basis

air value measurements that occurred as of and during the nine months ended September 30, 2020 and the year ended December 31, 2019, were as follows (in thousands):


	September 30, 2020						December 31, 2019
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Recurring
Derivative assets(1)	$	—	$	—	$	—	$	—	$	2,728	$	—
Derivative liabilities(1)	—		(60,615)		—		—		(20,974)		—
Earn-out liability	—		—		(22,000)		—		—		(32,000)
Nonrecurring
Impaired real estate assets, net(2)	—		—		—		—		280,593		—
Impaired corporate intangible asset, net(3)	—		—		—		—		—		4,401

(1)We record derivative assets in Other Assets, Net and derivative liabilities in Derivative Liabilities on our consolidated balance sheets.

(2)The carrying value of impaired real estate assets may have subsequently increased or decreased after the measurement date due to capital improvements, depreciation, or sale.

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following table presents a reconciliation of the change in the earn-out liability measured at fair value on a recurring basis using Level 3 inputs and recognized as Other Income (Expense), Net in the consolidated statements of operations (in thousands):


	Earn-Out Liability
Balance at December 31, 2019	$	32,000
Change in fair value recognized in Other Income (Expense), Net	(10,000)
Balance at September 30, 2020	$	22,000

Fair Value Measurements, Nonrecurring

We recorded the following expense upon impairment of real estate assets (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Impairment of real estate assets	$	—	$	35,710	$	—	$	74,626

Organization (Details) - property	Oct. 01, 2020	Sep. 30, 2020
Schedule of Equity Method Investments [Line Items]
Number of real estate properties		283
Necessity Retail Partners
Schedule of Equity Method Investments [Line Items]
Number of real estate properties		6
Equity method investment, ownership percentage		20.00%
Grocery Retail Partners I
Schedule of Equity Method Investments [Line Items]
Number of real estate properties		17
Equity method investment, ownership percentage		15.00%
Grocery Retail Partners I \| Subsequent Event [Member]
Schedule of Equity Method Investments [Line Items]
Equity method investment, ownership percentage	14.00%
Grocery Retail Partners II
Schedule of Equity Method Investments [Line Items]
Number of real estate properties		3
Equity method investment, ownership percentage		10.00%

Leases Lessor (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Leases Lessor (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Operating Lease, Lease Income [Abstract]
Rental income related to fixed lease payments	$ 94,511	$ 97,328	$ 285,572	$ 289,318
Rental income related to variable lease payments	31,781	33,626	94,278	93,105
Straight Line Rent Adjustments	1,772	2,548	3,103	7,055
Amortization of lease assets	802	1,032	2,367	3,230
Lease buyout income	664	632	972	1,088
Adjustments for collectability	6,232	2,451	18,874	3,191
Total rental income	123,298	$ 132,715	367,418	$ 390,605
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
Remaining 2020	98,238		98,238
Lessor, Operating Lease, Payment to be Received, Year One	364,782		364,782
2021	330,635		330,635
2022	282,988		282,988
2023	227,052		227,052
Thereafter	594,574		594,574
Total	1,898,269		1,898,269
Concentration Risk [Line Items]
Lease Income Deferred			3,700
Lease Rental Income Abatement			$ 1,300
Percentage Lease Revenue Subject to Payment Plan			0.90%
Percentage Lease Income Subject to Rent Abatement			0.30%
Cash basis lease revenue unrecognized	5,200		$ 20,000
Deferred rent receivable	$ 32,179		$ 32,179		$ 29,291
Florida \| Geographic Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage			12.30%
CALIFORNIA \| Geographic Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage			10.60%

Leases Lessee (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Assets and Liabilities, Lessee [Abstract]
ROU assets, net - operating leases	$ 3,895	$ 7,613
ROU assets, net - operating and finance leases	1,998	2,111
Operating lease, liability	5,880	9,453
Finance lease, liability	$ 240	$ 443

Real Estate Activity (Details) $ in Thousands			3 Months Ended		9 Months Ended
Real Estate Activity (Details) $ in Thousands	Oct. 09, 2020 USD ($)	Oct. 05, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)
Property Sales [Abstract]
Number of real estate dispositions					6	10
Number of Land Parcel Sold					0	1
Proceeds from Sale of Real Estate					$ 48,276	$ 86,159
Gains (Losses) on Sales of Investment Real Estate					9,915	12,369
Impairment of Real Estate Assets [Abstract]
Impairment charge of real estate			$ 0	$ 35,710	0	74,626
Acquired Finite-Lived Intangible Assets [Line Items]
Proceeds from Sale of Real Estate					$ 48,276	$ 86,159
Number of Land Parcel Sold					0	1
Number of real estate acquisitions					1	1
Payments to Acquire Real Estate					$ 23,000	$ 49,900
Finite-lived Intangible Assets Acquired					$ (1,882)	$ (2,097)
Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table]
Number of Land Parcels Purchased					2	1
In-place leases
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived Intangible Assets Acquired					$ (1,682)	$ (4,736)
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life					16 years	11 years
Above-market leases
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived Intangible Assets Acquired					$ (120)	$ (825)
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life					5 years	8 years
Below-market leases
Acquired Finite-Lived Intangible Assets [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life					26 years	16 years
Subsequent Event [Member]
Property Sales [Abstract]
Number of Land Parcel Sold	1
Proceeds from Sale of Real Estate	$ 1,100
Acquired Finite-Lived Intangible Assets [Line Items]
Proceeds from Sale of Real Estate	$ 1,100
Number of Land Parcel Sold	1
Number of real estate acquisitions		1
Payments to Acquire Real Estate		$ 18,400

Other Assets, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Other Assets [Abstract]
Deferred leasing commissions and costs	$ 40,465	$ 38,738
Deferred financing expenses	13,971	13,971
Office equipment, ROU assets, and other	21,772	19,430
Corporate intangible assets	4,883	4,883
Total depreciable and amortizable assets	81,091	77,022
Accumulated depreciation and amortization	(43,565)	(35,055)
Net depreciable and amortizable assets	37,526	41,967
Accounts Receivable, net	50,384	46,125
Accounts receivable - affiliates	622	728
Deferred rent receivable	32,179	29,291
Derivative assets	0	2,728
Prepaid expenses and other	12,303	7,851
Total other assets, net	133,014	128,690
Uncollectable lease receivables, general reserves	7,100	6,900
Lease billings, nonaccrual basis	$ (23,400)	$ (6,900)

Debt Obligations (Details) - USD ($) $ in Thousands	9 Months Ended
Debt Obligations (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019
Debt Instrument [Line Items]
Outstanding principal balance	$ 2,334,888	$ 2,372,521
Finance lease, liability	240	443
Debt Instrument, Unamortized Discount (Premium), Net	(1,419)	(1,218)	$ (1,200)
Deferred financing costs, net	$ (14,466)	(17,204)	$ (17,200)
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit variable rate base	LIBOR
LIne of credit - interest spread	1.40%
Outstanding principal balance	$ 0	0
Term Loans
Debt Instrument [Line Items]
Outstanding principal balance	$ 1,622,500	1,652,500
Term Loans \| Maximum
Debt Instrument [Line Items]
Interest rate	4.59%
Term Loans \| Minimum
Debt Instrument [Line Items]
Interest rate	2.58%
Secured Portfolio Loan Facilities
Debt Instrument [Line Items]
Outstanding principal balance	$ 395,000	395,000
Secured Portfolio Loan Facilities \| Maximum
Debt Instrument [Line Items]
Interest rate	3.52%
Secured Portfolio Loan Facilities \| Minimum
Debt Instrument [Line Items]
Interest rate	3.35%
Mortgages
Debt Instrument [Line Items]
Outstanding principal balance	$ 317,148	$ 324,578
Mortgages \| Maximum
Debt Instrument [Line Items]
Interest rate	7.91%
Mortgages \| Minimum
Debt Instrument [Line Items]
Interest rate	3.45%

Debt Obligations (Details) - Debt Obligations - USD ($) $ in Thousands	1 Months Ended			9 Months Ended
	Oct. 31, 2020	Apr. 30, 2020	Jan. 31, 2020	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Debt Instrument [Line Items]
Outstanding principal balance				$ 2,334,888		$ 2,372,521
Finance lease, liability				240		443
Assumed market debt adjustments, net				1,419	$ 1,200	1,218
Deferred financing costs, net				(14,466)	(17,200)	(17,204)
Total				2,319,003		2,354,099
Gross borrowings		$ 200,000		255,000	116,600
Gross payments				255,000	190,000
Proceeds from Lines of Credit		$ 200,000		255,000	116,600
Repayments of Lines of Credit				255,000	190,000
Repayments of Long-term Debt			$ 30,000	37,778	$ 7,973
Fixed-rate debt				1,754,388		2,122,021
Variable-rate debt				580,500		250,500
Unsecured debt				1,622,500		1,652,500
Secured debt				712,388		720,021
Total				$ 2,334,888		$ 2,372,521
Weighted-average interest rate on debt				3.10%		3.40%
Subsequent Event [Member]
Debt Instrument [Line Items]
Repayments of Debt	$ 20,400

Derivatives and Hedging Activities (Details) $ in Thousands	3 Months Ended		9 Months Ended
Derivatives and Hedging Activities (Details) $ in Thousands	Sep. 30, 2020 USD ($) Debt_Instrument	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) Debt_Instrument	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($) Debt_Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Amount of loss recognized in other comprehensive income on derivatives	$ (45)	$ (9,193)	$ (51,575)	$ (44,398)
Amount of loss (gain) reclassified from AOCI into interest expense	5,143	$ (538)	11,562	$ (3,339)
Contingent credit-risk-related derivative liabilities, fair value	$ 60,600		60,600
Interest Rate Swap \| Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Derivative instruments, gain (loss) reclassification from OCI to income, estimated net amount to be transferred			$ 19,400
Derivative, count \| Debt_Instrument	6		6		9
Derivative, notional amount	$ 1,042,000		$ 1,042,000		$ 1,402,000
Interest Rate Swap \| Designated as Hedging Instrument \| Minimum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed LIBOR	1.30%		1.30%		0.80%
Interest Rate Swap \| Designated as Hedging Instrument \| Maximum
Derivative Instruments, Gain (Loss) [Line Items]
Fixed LIBOR	2.90%		2.90%		2.90%

Commitments and Contingencies Collateralized letters of credit (Details) $ in Millions	Sep. 30, 2020 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Letters of Credit Outstanding, Amount	$ 8.0

Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions			1 Months Ended	3 Months Ended	9 Months Ended
	Dec. 28, 2020	Nov. 10, 2020	Mar. 31, 2021	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Nov. 04, 2020	May 06, 2020	May 08, 2019
Equity, Class of Treasury Stock [Line Items]
Share price								$ 8.75	$ 11.10
Common Stock, Dividends, Per Share, Declared				$ 0.17	$ 0.17	$ 0.50
Stock Issued During Period, Shares, Conversion of Convertible Securities					200	1,900
OP units outstanding, shares					42,700
Subsequent Event [Member]
Equity, Class of Treasury Stock [Line Items]
Stockholders' Equity, Reverse Stock Split			one-for-four
Dividend Declared [Member] \| Subsequent Event [Member]
Equity, Class of Treasury Stock [Line Items]
Common Stock, Dividends, Per Share, Declared	$ 0.02833333
2020 Tender Offer [Member] \| Subsequent Event [Member]
Equity, Class of Treasury Stock [Line Items]
Stock Repurchase Program, Number of Shares Authorized to be Repurchased							4,500
Accelerated Share Repurchases, Initial Price Paid Per Share		$ 5.75
Stock Repurchase Program, Authorized Amount							$ 26

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Numerator:
Net (loss) income attributable to stockholders - basic	$ 11,784	$ (25,877)	$ 15,965	$ (67,642)
Net (loss) income attributable to convertible OP units	1,646	(3,893)	2,251	(10,319)
Net loss - diluted	$ 13,430	$ (29,770)	$ 18,216	$ (77,961)
Denominator:
Weighted-average shares - basic	290,465	283,827	290,295	282,714
OP units	42,742	42,783	42,792	43,356
Dilutive restricted stock awards	356	0	393	0
Adjusted weighted-average shares - diluted	333,563	326,610	333,480	326,070
Earnings per common share:
Basic and diluted	$ 0.04	$ (0.09)	$ 0.05	$ (0.24)
Share-based Payment Arrangement, Time-Based
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount				1,000
Performance Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount				2,500

Revenue Recognition and Related Party Revenue Revenue (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Related Party Transaction [Line Items]
Other Asset Impairment Charges			$ 7,800
Fees and management income	$ 2,581	$ 2,766		$ 7,506	$ 9,078
Insurance premiums	629	491		1,766	1,533
Affiliated Entity
Related Party Transaction [Line Items]
Other Asset Impairment Charges					1,900
Recurring Fees \| Affiliated Entity
Related Party Transaction [Line Items]
Fees and management income	1,233	1,669		3,631	4,890
Transactional Revenue and Reimbursements \| Affiliated Entity
Related Party Transaction [Line Items]
Fees and management income	$ 719	$ 606		$ 2,109	$ 2,655

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

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+ Details

Revenue Recognition and Related Party Revenue Other Related Party Matters (Details) $ in Millions	9 Months Ended
	Sep. 30, 2020 USD ($)
Necessity Retail Partners
Related Party Transaction [Line Items]
Guarantor Obligations, Maximum Exposure, Undiscounted	$ 190
Guarantee Obligations Expected Exposure	50
Grocery Retail Partners I
Related Party Transaction [Line Items]
Guarantor Obligations, Maximum Exposure, Undiscounted	$ 175

Fair Value Measurements (Details) - Debt Obligations - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt obligations, net	$ 2,319,003	$ 2,354,099
Deferred financing costs, net	(14,466)	(17,204)	$ (17,200)
Debt Instrument, Unamortized Discount (Premium), Net	(1,419)	(1,218)	$ (1,200)
Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	2,337,162	2,393,433
Term Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt obligations, net	1,609,291	1,636,470
Term Loans \| Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	1,602,032	1,656,765
Secured Portfolio Loan Facilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt obligations, net	391,011	390,780
Secured Portfolio Loan Facilities \| Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	404,971	399,054
Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt obligations, net	318,701	326,849
Mortgages \| Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term Debt, Fair Value	$ 330,159	$ 337,614

Fair Value Measurements (Details) - Recurring and Nonrecurring Fair Value Measurements - USD ($) $ in Thousands, shares in Millions	3 Months Ended			9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Interest rate swap-mortgage note						$ (60,600)
Nonrecurring Fair Value Measurement Discount Rate			19.00%
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Impairment charge of real estate	$ 0	$ 35,710		$ 0	$ 74,626
Other Asset Impairment Charges			$ 7,800
Maximum \| OP Units \| Phillips Edison Limited Partnership
Fair Value, Assets (Liabilities) Measured on Recurring Basis
PELP transaction, OP units issued and issuable, shares	5
Minimum \| OP Units \| Phillips Edison Limited Partnership
Fair Value, Assets (Liabilities) Measured on Recurring Basis
PELP transaction, OP units issued and issuable, shares	3,000,000
Fair Value, Measurements, Recurring \| Fair Value, Inputs, Level 2 \| Interest Rate Swap \| Designated as Hedging Instrument
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Interest rate swaps-term loans						0	$ 2,728
Interest rate swap-mortgage note						(60,615)	(20,974)
Fair Value, Measurements, Recurring \| Fair Value, Inputs, Level 3
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Earn-out liability	$ (22,000)			(32,000)		(22,000)	(32,000)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at December 31, 2019				32,000
Balance at September 30, 2020	22,000			22,000
Fair Value, Measurements, Recurring \| Fair Value, Inputs, Level 3 \| Phillips Edison Limited Partnership
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Earn-out liability	(22,000)			(22,000)		(22,000)	(32,000)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at December 31, 2019				32,000
Change in fair value recognized in Other Income (Expense), Net				(10,000)
Balance at September 30, 2020	$ 22,000			$ 22,000
Fair Value, Measurements, Nonrecurring \| Fair Value, Inputs, Level 2
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Impaired real estate assets, net						$ 0	280,593
Fair Value, Measurements, Nonrecurring \| Fair Value, Inputs, Level 3
Fair Value, Assets (Liabilities) Measured on Recurring Basis
Impaired corporate intangible asset, net							$ 4,401