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SEC Filings

10-K
WASHINGTON PRIME GROUP INC. filed this Form 10-K on 02/24/2017
Entire Document
 

WPG Inc.'s substantial shareholders may exert influence over our company that may be adverse to our best interests and those of WPG Inc.'s other shareholders.
Following the separation and distribution, we expect that a substantial portion of WPG Inc.'s outstanding common shares will be held by a relatively small group of shareholders. This concentration of ownership may make some transactions more difficult or impossible without the support of some or all of these shareholders. For example, the concentration of ownership held by the substantial shareholders, even if they are not acting in a coordinated manner, could allow them to influence our policies and strategy and could delay, defer or prevent a change of control or impede a merger, takeover or other business combination that may otherwise be favorable to us and our other shareholders. Additionally, the interests of any of WPG Inc.'s substantial shareholders, or any of their respective affiliates, could conflict with or differ from the interests of WPG Inc.'s other shareholders or the other substantial shareholders. A substantial shareholder or affiliate thereof may also pursue acquisition opportunities that may be complementary to our business, and as a result, those acquisition opportunities may not be available to us.
Item 1B.    Unresolved Staff Comments
None.
Item 2.    Properties
As of December 31, 2016, our portfolio of properties consisted of material interests in 114 properties totaling approximately 63 million square feet of gross leasable area. We also own parcels of land which can be used for either the development of new shopping centers or the expansion of existing properties. While most of these properties are wholly owned by us, several are less than wholly owned through joint ventures and other arrangements with third parties, which is common in the real estate industry. As of December 31, 2016, our properties had an ending occupancy rate of 93.5% (based on the measures described in note (2) to the table that follows).
Our properties are leased to a variety of tenants across the retail spectrum including anchor stores, big-box tenants, national inline tenants, sit-down restaurants, movie theatres, and regional and local retailers. As of December 31, 2016, selected anchors and tenants include Macy's, Inc., Dillard's, Inc., J.C. Penney Co., Inc., Sears Holdings Corporation, Target Corporation, The Bon-Ton Stores, Inc., Kohl's Corporation, Dick's Sporting Goods, Best Buy Co., Inc., Bed Bath & Beyond Inc. and TJX Companies, Inc. With respect to all tenants in our portfolio, no single tenant was responsible for more than 3.2% of our total base minimum rental revenues for the year ended December 31, 2016. Further, no single property accounted for more than 4.2%, of our total base minimum rental revenues for the year ended December 31, 2016. Finally, as of December 31, 2016, no more than 12.7% of our total gross annual base minimum rental revenues was derived from leases that expire in any single calendar year. Capitalized terms not defined in this Item 2 shall have the definition ascribed to these terms in Item 1 of this Form 10-K.
The following table summarizes certain data for our portfolio of properties as of December 31, 2016:
Property Information
As of December 31, 2016
Property Name
 
State
 
City (Major Metropolitan Area)
 
Ownership
Interest
(Expiration
if Lease)
 
Financial
Interest (1)
 
Year
Acquired
or Built
 
Occupancy (%)(2)
 
 Total
Center
SF
 
Anchors
Enclosed Retail Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Anderson Mall
 
SC
 
Anderson
 
Fee
 
100.0
%
 
Built 1972
 
78.6
%
 
670,031

 
Belk, Books-A-Million, Dillard's, JCPenney, Sears
Arbor Hills
 
MI
 
Ann Arbor
 
Fee
 
95.3
%
 
Acquired 2015
 
96.3
%
 
87,395

 
N/A
Arboretum, The
 
TX
 
Austin
 
Fee
 
100.0
%
 
Acquired 1998
 
87.5
%
 
199,510

 
Barnes & Noble, Cheesecake Factory, Pottery Barn
Ashland Town Center
 
KY
 
Ashland
 
Fee
 
100.0
%
 
Acquired 2015
 
99.4
%
 
433,769

 
Belk, Belk Home Store, JCPenney, T.J. Maxx
Bowie Town Center
 
MD
 
Bowie (Wash, D.C.)
 
Fee
 
100.0
%
 
Built 2001
 
97.4
%
 
571,832

 
Barnes & Noble, Best Buy, L.A. Fitness, Macy's, Off Broadway Shoes, Sears(14)

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