Related Party Transactions and Arrangements (Tables)

9 Months Ended

Sep. 30, 2015

The following table summarizes the related party fees and expenses incurred by the Company and ARCT IV by category and the aggregate amounts contained in such categories for the periods presented (in thousands):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
Expenses and capitalized costs:
Offering related costs	$	—	$	—	$	—	$	2,150
Acquisition related expenses	—		—		—		1,652
Merger and other non-routine transaction related costs	—		—		—		137,778
Management fees to affiliates	—		—		—		13,888
General and administrative expenses	—		60		—		16,089
Indirect affiliate expenses	—		5,595		—		10,090
Total expenses and capitalized costs	$	—	$	5,655	$	—	$	181,647

Merger and other non-routine transactions [Member]

Schedule of Related Party Transactions

The tables below shows fees and expenses attributable to each merger and other non-routine transaction during the nine months ended September 30, 2014 (in thousands). No related party transactions classified as merger and other non-routine transactions in the accompanying consolidated statements of operations were incurred during the three months ended September 30, 2014.



	Nine Months Ended September 30, 2014
	ARCT IV Merger		Internalization and Other		Cole Merger		Multi-tenant Spin Off		Total
Merger related costs:
Strategic advisory services	$	8,400	$	—	$	17,115	$	1,750	$	27,265
Personnel costs and other reimbursements	—		—		72		—		72
Other non-routine transaction related costs:
Subordinated distribution fees	78,244		—		—		—		78,244
Furniture, fixtures and equipment	5,800		10,000		—		—		15,800
Other fees and expenses	—		—		2,900		—		2,900
Personnel costs and other reimbursements	417		—		1,728		—		2,145
Post-transaction support services	1,352		10,000		—		—		11,352
Total merger and other non-routine transaction related costs	$	94,213	$	20,000	$	21,815	$	1,750	$	137,778

General and Administrative Expense [Member]

Schedule of Related Party Transactions

The Company and ARCT IV recorded general and administrative expenses as shown in the table below for services provided by the Former Manager and its affiliates related to the operations of the Company and ARCT IV during the periods indicated (in thousands):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
General and administrative expenses:
Advisory fees and reimbursements	$	—	$	60	$	—	$	2,015
Equity awards	—		—		—		14,074
Total general and administrative expenses	$	—	$	60	$	—	$	16,089

Indirect Affiliate Expenses [Member]

Schedule of Related Party Transactions

These expenses are depicted in the table below for the periods indicated (in thousands):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
Indirect affiliate expenses:
Audrain building	$	—	$	4,769	$	—	$	8,691
ANST office build-out	—		114		—		449
New York (405 Park Ave.) office	—		677		—		864
Dresher, PA office	—		24		—		60
North Carolina office	—		11		—		26
Total indirect affiliate expenses	$	—	$	5,595	$	—	$	10,090

Offering Related Revenue [Member]

Schedule of Related Party Transactions

The following table shows the offering fee summary information for the Managed REITs as of September 30, 2015:



Program	Selling Commissions ⁽¹⁾	Dealer Manager and Distribution Fees ⁽²⁾
Open Programs
CCPT V	7%	2%
INAV	₍₃₎	₍₃₎
CCIT II	7%	2%

Closed Programs
CCPT IV ⁽⁴⁾	7%	2%

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(1)	The Company reallows 100% of selling commissions earned to participating broker-dealers.


(2)	The Company may reallow all or a portion of its dealer manager fee or applicable distribution fee to participating broker-dealers as a marketing and due diligence expense reimbursement.


(3)	In connection with the INAV offering, the Company receives selling commissions, an asset-based dealer manager fee and/or an asset-based distribution fee, all based on the net asset value, as summarized in the table below for each class of common stock:



Share Class	Selling Commission ⁽¹⁾	Dealer Manager Fee ⁽²⁾	Distribution Fee ⁽²⁾
Wrap Class Shares	—	0.55%	—
Advisor Class Shares	up to 3.75%	0.55%	0.50%
Institutional Class Shares	—	0.25%	—

(4) CCPT IV’s offering closed April 4, 2014.

Transaction Related Fees [Member]

Schedule of Related Party Transactions

The following table shows the transaction-related fees for the Managed REITs and other real estate programs as of September 30, 2015:



Program	Acquisition Transactional Fees ⁽¹⁾	Disposition Fees	Liquidation Performance Fees ⁽²⁾
Open Programs
CCPT V	2%	1%	15%
INAV	—	—	—
CCIT II	2%	1%	15%

Closed Programs
CCPT IV	2%	1%	15%
Other Programs	Various	Various	Various

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(1)	Percent taken on gross purchase price.

(2)

Performance fee paid only under the following circumstances: (i) if shares are listed on a national securities exchange; (ii) if the respective Managed Program is sold or the assets are liquidated; or (iii) upon termination of the advisory agreement. In connection with such events, the performance fee will only be earned upon the return to investors of their net capital invested and an 8% annual cumulative, non-compounded return (6% in the case of CCPT V).

Management Service Revenue [Member]

Schedule of Related Party Transactions

The following table shows the management fees for the Managed REITs as of September 30, 2015:



Program	Asset Management / Advisory Fees ⁽¹⁾	Performance Fees ⁽²⁾
Open Programs
CCPT V	0.65% - 0.75%	—
INAV	0.90%	25%
CCIT II	0.65% - 0.75%	—

Closed Programs
CCPT IV	0.65% - 0.75%	—
Other Programs	Various	—

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(1) Annualized fee based on the average monthly invested assets or net asset value, if available.

(2) Performance fee paid for any year in which the total return on stockholders’ capital exceeds 6% per annum on a calendar year basis.

Revenue from Managed REITs [Member]

Schedule of Related Party Transactions

The table below reflects the revenue earned from the Managed REITs and other affiliates for the three and nine months ended September 30, 2015 and 2014 (in thousands):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2015		2014		2015		2014
Offering-related fees and reimbursements
Securities commissions ⁽¹⁾	$	3,328	$	13,369	$	8,345	$	48,993
Dealer manager and distribution fees ⁽²⁾	1,258		4,099		3,143		14,964
Reimbursement revenue	1,264		4,067		2,995		10,000
Offering-related fees and reimbursements	5,850		21,535		14,483		73,957

Transaction service fees and reimbursements
Acquisition fees	6,233		22,897		14,913		41,868
Disposition fees ⁽³⁾	764		74		8,189		74
Reimbursement revenues	403		1,452		1,594		2,464
Transaction service fees and reimbursements	7,400		24,423		24,696		44,406

Management fees and reimbursements
Asset and property management fees and leasing fees	416		428		1,213		1,407
Advisory and performance fee revenue	10,998		11,212		32,674		26,134
Reimbursement revenues	2,882		2,199		8,503		5,372
Management fees and reimbursements	14,296		13,839		42,390		32,913

Interest income on Affiliate Lines of Credit	306		76		967		101

Total related-party revenues	$	27,852	$	59,873	$	82,536	$	151,377

___________________________________


(1)	The Company reallows 100% of selling commissions earned to participating broker-dealers.


(2)	The Company may reallow all or a portion of its dealer manager fee or applicable distribution fee to participating broker-dealers as a marketing and due diligence expense reimbursement.


(3)	The Company earned a disposition fee of $4.4 million on behalf of CCIT when it merged with Select Income REIT on January 29, 2015.

Investments In Managed REITs [Member]

Schedule of Related Party Transactions

The table below presents certain information related to the Company’s investments in the Managed REITs as of September 30, 2015 (carrying amount in thousands):



	September 30, 2015
Managed REIT	% of Outstanding Shares Owned	Carrying Amount of Investment
CCPT IV	0.01%	$	124
CCPT V	1.39%	1,692
CCIT II	0.85%	1,608
INAV	0.16%	155
		$	3,579