XML 66 R45.htm IDEA: XBRL DOCUMENT v3.8.0.1
Related Party Transactions and Arrangements (Tables)
9 Months Ended
Sep. 30, 2017
Offering Related Revenue [Member]  
Related Party Transaction [Line Items]  
Schedule of Related Party Transactions
The following table shows the offering fee summary information for the Cole REITs conducting offerings as of September 30, 2017:
 
 
Selling Commissions (1)
 
Dealer Manager Fees (2)
 
Annual Distribution and Stockholder Servicing Fee (2)
 
Open Programs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CCPT V
 
 
 
 
 
 
 
Class A Shares
 
7%
 
2%
 
—%
 
Class T Shares
 
3%
 
2%
 
1%
(3) 
 
 
 
 
 
 
 
 
INAV
 
 
 
 
 
 
 
Wrap Class Shares
 
—%
 
0.55%
(4) 
—%
 
Advisor Class Shares
 
up to 3.75%
 
0.55%
(4) 
0.5%
(4) 
Institutional Class Shares
 
—%
 
0.25%
(4) 
—%
 
 
 
 
 
 
 
 
 
CCIT III
 
 
 
 
 
 
 
Class A Shares
 
7%
 
2%
 
—%
 
Class T Shares
 
3%
 
2%
 
1%
(3) 
_______________________________________________
(1)
The Company reallowed 100% of selling commissions to participating broker-dealers during the three and nine months ended September 30, 2017 and 2016.
(2)
The Company may reallow all or a portion of its dealer manager fee and/or distribution and stockholder servicing fee to participating broker-dealers as a marketing and due diligence expense reimbursement.
(3)
The maximum amount of the distribution and stockholder servicing fee with respect to sales of Class T shares is 4.0% of the gross offering proceeds for CCPT V and CCIT III. Distribution and stockholder servicing fees continue to be paid after the offering closes if the 4.0% maximum has not been met.
(4)
Fees are accrued daily in the amount of 1/365th of a percentage of the estimated per share NAV and payable monthly in arrears.
Transaction Related Fees [Member]  
Related Party Transaction [Line Items]  
Schedule of Related Party Transactions
The following table shows the transaction-related fees for the Cole REITs and other real estate programs as of September 30, 2017:
Program
 
Acquisition Fees (1)
 
Disposition Fees
 
Performance Fees (2)
 
Financing Coordination Fee (3)
Open Programs
 
 
 
 
 
 
 
 
CCPT V
 
2%
 
1%
 
15%
 
INAV
 
 
 
 
CCIT III
 
2%
 
1%
 
15%
 
1%
 
 
 
 
 
 
 
 
 
Closed Programs
 
 
 
 
 
 
 
 
CCIT II
 
2%
 
1%
 
15%
 
CCPT IV
 
2%
 
1%
 
15%
 
Other Programs
 
Various
 
Various
 
Various
 
_______________________________________________
(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 Cole REIT 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 a 6% annual cumulative, non-compounded return (8% in the case of CCIT II and CCPT IV).
(3)
Financing coordination fee payable for services in connection with the origination, assumption, or refinancing of any debt (other than loans advanced by the Company) to acquire properties or make other permitted investments.
Management Service Revenue [Member]  
Related Party Transaction [Line Items]  
Schedule of Related Party Transactions
The following table shows the management fees for the Cole REITs as of September 30, 2017:
Program
 
Asset Management / Advisory Fees (1)
 
Performance Fees (2)
Open Programs
 
 
 
 
CCPT V
 
0.65% - 0.75%
 
INAV
 
0.90%
 
25%
CCIT III
 
0.65% - 0.75%
 
 
 
 
 
 
Closed Programs
 
 
 
 
CCIT II
 
0.65% - 0.75%
 
CCPT IV
 
0.65% - 0.75%
 
Other Programs
 
Various
 
_______________________________________________
(1)    Annualized fee based on the average monthly invested assets or average assets, as defined in the respective agreements, or net asset value, if available.
(2)    The performance fee is limited to 10% of the aggregate total return, for each class, for any individual year.
Revenue from Managed REITs [Member]  
Related Party Transaction [Line Items]  
Schedule of Related Party Transactions
The table below reflects the revenue earned from the Cole REITs (including closed programs, as applicable) and joint ventures for the three and nine months ended September 30, 2017 and 2016 (in thousands).
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2017
 
2016
 
2017
 
2016
Offering-related fees and reimbursements
 
 
 
 
 
 
 
 
Selling commissions (1)
 
$
1,816

 
$
5,008

 
$
6,336

 
$
18,112

Dealer manager and distribution fees (2)
 
1,278

 
2,237

 
3,766

 
7,292

Reimbursement revenue
 
788

 
2,300

 
2,619

 
7,446

Offering-related fees and reimbursements
 
3,882

 
9,545

 
12,721

 
32,850

 
 
 
 
 
 
 
 
 
Transaction service fees and reimbursements
 
 
 
 
 
 
 
 
Acquisition fees
 
3,320

 
2,593

 
9,965

 
8,053

Financing coordination fee
 

 
220

 

 
220

Reimbursement revenues
 
644

 
686

 
2,145

 
2,024

Transaction service fees and reimbursements
 
3,964

 
3,499

 
12,110

 
10,297

 
 
 
 
 
 
 
 
 
Management fees and reimbursements
 
 
 
 
 
 
 
 
Asset and property management fees and leasing fees
 
56

 
53

 
161

 
159

Advisory and performance fee revenue
 
14,532

 
13,011

 
42,318

 
37,621

Reimbursement revenues
 
4,620

 
4,430

 
14,070

 
12,803

Management fees and reimbursements
 
19,208

 
17,494

 
56,549

 
50,583

 
 
 
 
 
 
 
 
 
Interest income on Affiliate Lines of Credit
 
24

 

 
221

 
308

 
 
 
 
 
 
 
 
 
Total related party revenues(3)
 
$
27,078

 
$
30,538

 
81,601

 
94,038

___________________________________
(1)
The Company reallowed 100% of selling commissions to participating broker-dealers during the three and nine months ended September 30, 2017 and 2016.
(2)
During the three and nine months ended September 30, 2017, the Company reallowed $0.6 million and $1.6 million, respectively, of dealer manager fees and/or distribution and stockholder servicing fees to participating broker-dealers as a marketing and due diligence expense reimbursement. During the three and nine months ended September 30, 2016, the Company reallowed $0.9 million and $2.8 million, respectively, of such fees.
(3)
Total related party revenues excludes fees earned from 1031 real estate programs of $0.1 million and $1.6 million for the three and nine months ended September 30, 2017, respectively, and $0.5 million and $1.1 million for the three and nine months ended September 30, 2016, respectively.
Investments In Managed REITs [Member]  
Related Party Transaction [Line Items]  
Schedule of Related Party Transactions
The table below presents certain information related to the Company’s investments in the Cole REITs as of September 30, 2017 (carrying amount in thousands):
 
 
September 30, 2017
Cole REIT
 
% of Outstanding Shares Owned
 
Carrying Amount of Investment
CCPT V
 
0.77%
 
$
1,270

INAV
 
0.06%
 
128

CCIT II
 
0.43%
 
1,154

CCIT III
 
16.89%
 
731

CCPT IV
 
0.01%
 
107

Funds not yet in offering
 
100.00%
 
400

Total
 
 
 
$
3,790