Quarterly report pursuant to sections 13 or 15(d)

Commitments and Contingencies

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Commitments and Contingencies
9 Months Ended
Sep. 30, 2012
Commitments and Contingencies
7. Commitments and Contingencies

Lease Commitments

As of September 30, 2012, the Amscot property is subject to a ground lease which terminates in 2045. The ground lease requires the Company to make a fixed annual rental payment and includes escalation clauses and renewal options. The Company incurred ground lease expense included in other expense of $5,900 and $8,800 during the nine months ended September 30, 2012 and 2011, respectively.

Future minimum lease payments due under the ground lease, including applicable automatic extension options, are as follows (unaudited):

 

     Twelve Months Ending
September 30,
 

2013

   $ 12,000   

2014

     12,000   

2015

     14,307   

2016

     17,382   

2017

     20,600   

Thereafter

     656,905   
  

 

 

 
   $ 733,194   
  

 

 

 

Insurance

The Company carries comprehensive liability, fire, extended coverage, business interruption and rental loss insurance covering all of the properties in its portfolio under a blanket insurance policy, in addition to other coverages, such as trademark and pollution coverage, that may be appropriate for certain of its properties. The Company believes the policy specifications and insured limits are appropriate and adequate for its properties given the relative risk of loss, the cost of the coverage and industry practice; however, its insurance coverage may not be sufficient to fully cover its losses.

Concentration of Credit Risk

The Company is subject to risks incidental to the ownership and operation of commercial real estate. These risks include, among others, the risks normally associated with changes in the general economic climate, trends in the retail industry, creditworthiness of tenants, competition for tenants and customers, changes in tax laws, interest rates, the availability of financing and potential liability under environmental and other laws.

 

The Company’s portfolio of properties is dependent upon regional and local economic conditions and is geographically concentrated in the Mid-Atlantic and Southeast, which markets represented approximately 94% and 6%, respectively, of the total annualized base rent of the properties in its portfolio as of September 30, 2012. The Company’s geographic concentration may cause it to be more susceptible to adverse developments in those markets than if it owned a more geographically diverse portfolio. Additionally, the Company’s retail shopping center properties depend on anchor stores or major tenants to attract shoppers and could be adversely affected by the loss of, or a store closure by, one or more of these tenants.

The Company does not have any tenants that individually represent 10% or more of its combined total assets or 10% or more or its combined gross revenues. The following represent the Company’s properties that are components of its portfolio and which each individually represents 10% or more of the related property’s total assets or gross revenues:

 

         (Unaudited)                     

Property/Tenant

 

Location

   Net
Rentable
Square
Feet
    

 

Square Footage Leased

    Annual
Lease
Payments
     Expiration
Date
    Option
Periods
Remaining
 
        Amount      Percentage         

Walnut Hill Plaza

  Petersburg, VA      89,907                

Tenant 1

          15,000         16.68   $ 73,800         2/28/2013        —     

Tenant 2

          14,812         16.47   $ 97,759         2/29/2016        2   

Tenant 3

          11,780         13.10   $ 106,020         3/31/2018        1   

Tenant 4

          9,875         10.98   $ 45,425         7/30/2013        —     

The Shoppes at Eagle Harbor

  Carrollton, VA      23,303                

Tenant 1

          7,012         30.09   $ 146,970         9/30/2015        4   

Tenant 2

          5,337         22.90   $ 112,077         10/31/2016        1   

Tenant 3

          4,084         17.53   $ 81,680         1/31/2014        2   

Tenant 4

          2,812         12.07   $ 61,864         7/31/2014        —     

Riversedge North

  Virginia Beach, VA      10,550                

Tenant 1

          10,550         100.00   $ 288,290         11/14/2017        4   

Monarch Bank Building

  Virginia Beach, VA      3,620                

Tenant 1

          3,620         100.00   $ 224,910         12/31/2012  (1)      2   

Amscot Building

  Tampa, FL      2,500                

Tenant 1

          2,500         100.00   $ 100,738         3/31/2020        3   

 

(1) The tenant has exercised one of its remaining five year options to extend the lease through December 31, 2017.

The Net Rentable Square Feet and square footage lease data in the above table has not been audited, but has been included in the above table because management believes that it is useful information.

Regulatory and Environmental

As the owner of the buildings on our properties, the Company could face liability for the presence of hazardous materials (e.g., asbestos or lead) or other adverse conditions (e.g., poor indoor air quality) in its buildings. Environmental laws govern the presence, maintenance, and removal of hazardous materials in buildings, and if the Company does not comply with such laws, it could face fines for such noncompliance. Also, the Company could be liable to third parties (e.g., occupants of the buildings) for damages related to exposure to hazardous materials or adverse conditions in its buildings, and the Company could incur material expenses with respect to abatement or remediation of hazardous materials or other adverse conditions in its buildings. In addition, some of the Company’s tenants routinely handle and use hazardous or regulated substances and wastes as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject the Company or its tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to the Company, and changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially and adversely affect the Company’s operations. The Company is not aware of any material contingent liabilities, regulatory matters or environmental matters that may exist.

Subsidiaries [Member]
 
Commitments and Contingencies
6. Commitments and Contingencies

Litigation

The PSF Entities are involved in various legal proceedings arising in the ordinary course of its business, including, but not limited to commercial disputes. The PSF Entities believe that such litigation, claims and administrative proceedings will not have a material adverse impact on its financial position or its results of operations. The PSF Entities record a liability when it considers the loss probable and the amount can be reasonably estimated.

Insurance

The PSF Entities carry comprehensive liability, fire, extended coverage, business interruption and rental loss insurance covering all of the properties in its portfolio under a blanket insurance policy, in addition to other coverages, such as trademark and pollution coverage, that may be appropriate for certain of its properties. The PSF Entities believe the policy specifications and insured limits are appropriate and adequate for its properties given the relative risk of loss, the cost of the coverage and industry practice; however, its insurance coverage may not be sufficient to fully cover its losses.

Concentration of Credit Risk

The PSF Entities are subject to risks incidental to the ownership and operation of commercial real estate. These risks include, among others, the risks normally associated with changes in the general economic climate, trends in the retail industry, creditworthiness of tenants, competition for tenants and customers, changes in tax laws, interest rates, the availability of financing and potential liability under environmental and other laws.

The PSF Entities’ properties are dependent upon regional and local economic conditions and are geographically concentrated in the Mid-Atlantic and Southwest, which markets represented approximately 68% and 32%, respectively, of the total annualized base rent of the properties in its portfolio as of September 30, 2012. The PSF Entities’ geographic concentration may cause it to be more susceptible to adverse developments in those markets than if it owned a more geographically diverse portfolio. Additionally, the PSF Entities’ retail shopping center properties depend on anchor stores or major tenants to attract shoppers and could be adversely affected by the loss of, or a store closure by, one or more of these tenants.

 

The PSF Entities do not have any tenants that individually represent 10% or more of its combined total assets or 10% or more or its combined gross revenues. The following represent the PSF Entities’ properties that are components of its portfolio and which each individually represents 10% or more of the related property’s total assets or gross revenues:

 

          (Unaudited)                     
          Net
Rentable
Square
     Square Footage Leased     Annual
Lease
     Expiration
Date
    Option
Periods
Remaining
 

Property/Tenant

   Location    Feet      Amount      Percentage     Payments       

Shoppes at TJ Maxx

   Richmond, VA      93,552                

Tenant 1

           32,400         34.63   $ 294,192         4/30/2014  (1)      1   

Lumber River Plaza

   Lumberton, NC      66,781                

Tenant 1

           30,280         45.34   $ 155,250         6/30/2013  (2)      5   

Tenant 2

           9,100         13.63   $ 63,700         9/30/2015        1   

Tenant 3

           8,001         11.98   $ 44,520         12/31/2012        2   

Perimeter Square

   Tulsa, OK      58,277                

Tenant 1

           26,813         46.01   $ 339,162         6/30/2018        —     

Tenant 2

           10,754         18.45   $ 95,173         7/31/2015        —     

 

(1) Subsequent to September 30, 2012, the tenant exercised its remaining five year option to extend the lease through April 30, 2019 and we granted them an additional five year option.
(2) Subsequent to September 30, 2012, the tenant exercised one of its remaining five year options to extend the lease through June 30, 2018.

The Net Rentable Square Feet and square footage lease data in the above table has not been audited, but has been included in the above table because management believes that it is useful information.

Regulatory and Environmental

As the owner of the buildings on our properties, the PSF Entities could face liability for the presence of hazardous materials (e.g., asbestos or lead) or other adverse conditions (e.g., poor indoor air quality) in its buildings. Environmental laws govern the presence, maintenance, and removal of hazardous materials in buildings, and if the PSF Entities do not comply with such laws, it could face fines for such noncompliance. Also, the PSF Entities could be liable to third parties (e.g., occupants of the buildings) for damages related to exposure to hazardous materials or adverse conditions in its buildings, and the PSF Entities could incur material expenses with respect to abatement or remediation of hazardous materials or other adverse conditions in its buildings. In addition, some of the PSF Entities’ tenants routinely handle and use hazardous or regulated substances and wastes as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject the PSF Entities or its tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to the PSF Entities, and changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially and adversely affect the PSF Entities’ operations. The PSF Entities are not aware of any material contingent liabilities, regulatory matters or environmental matters that may exist.