x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Maryland | 46-2218486 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) | |
2325 East Camelback Road, Suite 1100 Phoenix, Arizona 85016 | (602) 778-8700 | |
(Address of principal executive offices; zip code) | (Registrant’s telephone number, including area code) |
Large accelerated filer | o | Accelerated filer | o | ||||
Non-accelerated filer | x (Do not check if smaller reporting company) | Smaller reporting company | o |
Item 1. | Financial Statements |
September 30, 2016 | December 31, 2015 | ||||||
ASSETS | |||||||
Investment in real estate assets: | |||||||
Land | $ | 85,574 | $ | 68,398 | |||
Buildings and improvements | 867,047 | 747,357 | |||||
Intangible lease assets | 107,108 | 99,245 | |||||
Total real estate investments, at cost | 1,059,729 | 915,000 | |||||
Less: accumulated depreciation and amortization | (53,326 | ) | (29,820 | ) | |||
Total real estate investments, net | 1,006,403 | 885,180 | |||||
Cash and cash equivalents | 52,761 | 18,060 | |||||
Restricted cash | 586 | 1,540 | |||||
Rents and tenant receivables | 16,379 | 11,354 | |||||
Property escrow deposits, prepaid expenses and other assets | 1,488 | 1,785 | |||||
Deferred costs, net | 1,784 | 2,190 | |||||
Total assets | $ | 1,079,401 | $ | 920,109 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
Credit facility and notes payable, net | $ | 492,972 | $ | 514,094 | |||
Line of credit with affiliate | — | 30,000 | |||||
Accounts payable and accrued expenses | 5,816 | 5,416 | |||||
Escrowed investor proceeds | — | 238 | |||||
Due to affiliates | 2,585 | 1,510 | |||||
Intangible lease liabilities, net | 21,024 | 22,721 | |||||
Distributions payable | 3,422 | 2,158 | |||||
Derivative liabilities, deferred rental income and other liabilities | 8,527 | 3,471 | |||||
Total liabilities | 534,346 | 579,608 | |||||
Commitments and contingencies | |||||||
Redeemable common stock | 21,207 | 11,520 | |||||
STOCKHOLDERS’ EQUITY | |||||||
Preferred stock, $0.01 par value per share; 10,000,000 shares authorized, none issued and outstanding | — | — | |||||
Class A common stock, $0.01 par value per share; 245,000,000 shares authorized, 64,342,141 and 41,781,519 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively | 644 | 418 | |||||
Class T common stock, $0.01 par value per share; 245,000,000 shares authorized, 2,427,142 and 0 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively | 24 | — | |||||
Capital in excess of par value | 583,381 | 360,348 | |||||
Accumulated distributions in excess of earnings | (56,181 | ) | (32,070 | ) | |||
Accumulated other comprehensive (loss) income | (4,020 | ) | 285 | ||||
Total stockholders’ equity | 523,848 | 328,981 | |||||
Total liabilities and stockholders’ equity | $ | 1,079,401 | $ | 920,109 |
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Revenues: | ||||||||||||||||
Rental income | $ | 20,037 | $ | 13,941 | $ | 56,599 | $ | 38,874 | ||||||||
Tenant reimbursement income | 2,204 | 960 | 6,511 | 2,774 | ||||||||||||
Assignment fee income | — | — | — | 12,767 | ||||||||||||
Total revenues | 22,241 | 14,901 | 63,110 | 54,415 | ||||||||||||
Operating expenses: | ||||||||||||||||
General and administrative | 1,395 | 1,019 | 3,885 | 2,590 | ||||||||||||
Property operating | 1,301 | 963 | 3,531 | 2,856 | ||||||||||||
Real estate tax | 1,801 | 601 | 5,166 | 1,481 | ||||||||||||
Advisory fees and expenses | 2,245 | 1,470 | 6,193 | 4,114 | ||||||||||||
Acquisition-related | 177 | 4,161 | 3,487 | 4,806 | ||||||||||||
Depreciation and amortization | 8,246 | 5,911 | 23,412 | 16,498 | ||||||||||||
Total operating expenses | 15,165 | 14,125 | 45,674 | 32,345 | ||||||||||||
Operating income | 7,076 | 776 | 17,436 | 22,070 | ||||||||||||
Other expense: | ||||||||||||||||
Interest expense and other, net | (5,322 | ) | (4,570 | ) | (15,566 | ) | (12,445 | ) | ||||||||
Net income (loss) | $ | 1,754 | $ | (3,794 | ) | $ | 1,870 | $ | 9,625 | |||||||
Class A Common Stock: | ||||||||||||||||
Net income (loss) | $ | 1,740 | $ | (3,794 | ) | $ | 1,881 | $ | 9,625 | |||||||
Basic and diluted weighted average number of common shares outstanding | 61,901,622 | 32,769,919 | 54,597,945 | 28,982,274 | ||||||||||||
Basic and diluted net income (loss) per common share | $ | 0.03 | $ | (0.12 | ) | $ | 0.03 | $ | 0.33 | |||||||
Distributions declared per common share | $ | 0.16 | $ | 0.16 | $ | 0.47 | $ | 0.47 | ||||||||
Class T Common Stock: | ||||||||||||||||
Net income (loss) | $ | 14 | $ | — | $ | (11 | ) | $ | — | |||||||
Basic and diluted weighted average number of common shares outstanding | 1,471,356 | — | 514,964 | — | ||||||||||||
Basic and diluted net income (loss) per common share | $ | 0.01 | $ | — | $ | (0.02 | ) | $ | — | |||||||
Distributions declared per common share | $ | 0.14 | $ | — | $ | 0.42 | $ | — |
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Net income (loss) | $ | 1,754 | $ | (3,794 | ) | $ | 1,870 | $ | 9,625 | |||||||
Other comprehensive income (loss): | ||||||||||||||||
Unrealized gain (loss) on interest rate swaps | 1,314 | (4,907 | ) | (6,060 | ) | (4,448 | ) | |||||||||
Amount of loss reclassified from other comprehensive loss into income as interest expense | 561 | 752 | 1,755 | 1,837 | ||||||||||||
Total other comprehensive income (loss) | 1,875 | (4,155 | ) | (4,305 | ) | (2,611 | ) | |||||||||
Total comprehensive income (loss) | $ | 3,629 | $ | (7,949 | ) | $ | (2,435 | ) | $ | 7,014 |
Class A Common Stock | Class T Common Stock | Capital in Excess of Par Value | Accumulated Distributions in Excess of Earnings | Accumulated Other Comprehensive Income (Loss) | Total Stockholders’ Equity | |||||||||||||||||||||||||
Number of Shares | Par Value | Number of Shares | Par Value | |||||||||||||||||||||||||||
Balance, January 1, 2016 | 41,781,519 | $ | 418 | — | $ | — | $ | 360,348 | $ | (32,070 | ) | $ | 285 | $ | 328,981 | |||||||||||||||
Issuance of common stock | 22,932,911 | 230 | 2,427,142 | 24 | 260,767 | — | — | 261,021 | ||||||||||||||||||||||
Distributions to investors | — | — | — | — | — | (25,981 | ) | — | (25,981 | ) | ||||||||||||||||||||
Commissions, dealer manager and distribution fees | — | — | — | — | (19,169 | ) | — | — | (19,169 | ) | ||||||||||||||||||||
Other offering costs | — | — | — | — | (5,301 | ) | — | — | (5,301 | ) | ||||||||||||||||||||
Redemptions of common stock | (372,289 | ) | (4 | ) | — | — | (3,577 | ) | — | — | (3,581 | ) | ||||||||||||||||||
Changes in redeemable common stock | — | — | — | — | (9,687 | ) | — | — | (9,687 | ) | ||||||||||||||||||||
Comprehensive income (loss) | — | — | — | — | — | 1,870 | (4,305 | ) | (2,435 | ) | ||||||||||||||||||||
Balance, September 30, 2016 | 64,342,141 | $ | 644 | 2,427,142 | $ | 24 | $ | 583,381 | $ | (56,181 | ) | $ | (4,020 | ) | $ | 523,848 |
Nine Months Ended September 30, | |||||||
2016 | 2015 | ||||||
Cash flows from operating activities: | |||||||
Net income | $ | 1,870 | $ | 9,625 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization, net | 21,809 | 16,112 | |||||
Amortization of deferred financing costs | 903 | 950 | |||||
Straight-line rental income | (4,260 | ) | (4,483 | ) | |||
Changes in assets and liabilities: | |||||||
Rents and tenant receivables | (765 | ) | (836 | ) | |||
Prepaid expenses and other assets | (78 | ) | (263 | ) | |||
Accounts payable and accrued expenses | 479 | 773 | |||||
Deferred rental income and other liabilities | 1,342 | 1,288 | |||||
Due to affiliates | 129 | (3,148 | ) | ||||
Net cash provided by operating activities | 21,429 | 20,018 | |||||
Cash flows from investing activities: | |||||||
Investment in real estate assets and capital expenditures | (144,804 | ) | (193,039 | ) | |||
Payment of property escrow deposits | (4,716 | ) | (950 | ) | |||
Return of escrowed funds for acquisition of real estate | 4,500 | — | |||||
Change in restricted cash | 954 | (788 | ) | ||||
Net cash used in investing activities | (144,066 | ) | (194,777 | ) | |||
Cash flows from financing activities: | |||||||
Proceeds from issuance of common stock | 247,754 | 93,520 | |||||
Offering costs on issuance of common stock | (23,524 | ) | (10,051 | ) | |||
Redemptions of common stock | (3,581 | ) | (1,132 | ) | |||
Distributions to investors | (11,450 | ) | (5,767 | ) | |||
Proceeds from credit facility and notes payable | 186,980 | 280,385 | |||||
Repayments of credit facility and notes payable | (207,749 | ) | (175,816 | ) | |||
Repayment of line of credit with affiliate | (30,000 | ) | — | ||||
Change in escrowed investor proceeds | (238 | ) | 425 | ||||
Deferred financing costs paid | (854 | ) | (916 | ) | |||
Payment of loan deposits | (80 | ) | (914 | ) | |||
Refund of loan deposits | 80 | 879 | |||||
Net cash provided by financing activities | 157,338 | 180,613 | |||||
Net increase in cash and cash equivalents | 34,701 | 5,854 | |||||
Cash and cash equivalents, beginning of period | 18,060 | 11,141 | |||||
Cash and cash equivalents, end of period | $ | 52,761 | $ | 16,995 |
Buildings | 40 years |
Tenant improvements | Lesser of useful life or lease term |
Intangible lease assets | Lease term |
Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||
Balance as of | ||||||||||||||||
September 30, 2016 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Financial liabilities: | ||||||||||||||||
Interest rate swaps | $ | (4,020 | ) | $ | — | $ | (4,020 | ) | $ | — | ||||||
Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||
Balance as of | ||||||||||||||||
December 31, 2015 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Financial asset: | ||||||||||||||||
Interest rate swap | $ | 591 | $ | — | $ | 591 | $ | — | ||||||||
Financial liabilities: | ||||||||||||||||
Interest rate swaps | $ | (306 | ) | $ | — | $ | (306 | ) | $ | — |
2016 Acquisitions | |||
Land | $ | 17,176 | |
Buildings and improvements | 119,030 | ||
Acquired in-place leases (1) | 7,862 | ||
Total purchase price | $ | 144,068 |
(1) | As of September 30, 2016, the weighted average amortization period for acquired in-place leases is 13.9 years for acquisitions completed during the nine months ended September 30, 2016. |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
Pro forma basis: | |||||||||||||||
Revenue | $ | 22,200 | $ | 17,619 | $ | 67,726 | $ | 62,570 | |||||||
Net income (loss) | $ | 1,705 | $ | (2,443 | ) | $ | 7,168 | $ | 10,651 |
2015 Acquisitions | ||||
Land | $ | 12,731 | ||
Buildings and improvements | 150,235 | |||
Acquired in-place leases | 15,492 | |||
Total purchase price | $ | 178,458 |
Three Months Ended September 30, | Nine Months Ended September 30, 2015 | Period from January 13, 2014 to September 30, 2014 | |||||||||||||
2015 | 2014 | ||||||||||||||
Pro forma basis: | |||||||||||||||
Revenue | $ | 16,813 | $ | 8,783 | $ | 62,713 | $ | 17,056 | |||||||
Net income (loss) | $ | 507 | $ | (547 | ) | $ | 11,360 | $ | (8,219 | ) |
Outstanding Notional Amount as of | Interest Rate (1) | Effective Date | Maturity Date | Fair Value of Liabilities as of | |||||||||||||||
Balance Sheet Location | September 30, 2016 | September 30, 2016 | December 31, 2015 | ||||||||||||||||
Interest Rate Swaps | Derivative liabilities, deferred rental income and other liabilities (2) | $ | 254,070 | 3.3% to 3.8% | 2/10/2015 to 3/19/2015 | 12/12/2019 to 4/1/2020 | $ | (4,020 | ) | $ | (306 | ) |
During the Nine Months Ended September 30, 2016 | ||||||||||||||||||||
Balance as of December 31, 2015 | Debt Issuance, Net (1) | Repayments | Accretion and (Amortization) | Balance as of September 30, 2016 | ||||||||||||||||
Fixed rate debt | $ | 238,565 | $ | 56,980 | $ | — | $ | — | $ | 295,545 | ||||||||||
Variable rate debt | 9,787 | — | (9,787 | ) | — | — | ||||||||||||||
Credit Facility | 267,962 | 130,000 | (197,962 | ) | — | 200,000 | ||||||||||||||
Line of credit with affiliate | 30,000 | — | (30,000 | ) | — | — | ||||||||||||||
Total debt | 546,314 | 186,980 | (237,749 | ) | — | 495,545 | ||||||||||||||
Deferred costs (2) | (2,220 | ) | (750 | ) | — | 397 | (2,573 | ) | ||||||||||||
Total debt, net | $ | 544,094 | $ | 186,230 | $ | (237,749 | ) | $ | 397 | $ | 492,972 |
(1) | Includes deferred financing costs incurred during the period. |
(2) | Deferred costs relate to mortgage notes payable and the term portion of the credit facility. |
Nine Months Ended September 30, | ||||||||
2016 | 2015 | |||||||
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | ||||||||
Distributions declared and unpaid | $ | 3,422 | $ | 1,770 | ||||
Escrow deposit due to affiliate on real estate investments | $ | — | $ | 7,503 | ||||
Accrued capital expenditures | $ | — | $ | 1,809 | ||||
Change in fair value of interest rate swaps | $ | (4,305 | ) | $ | (2,611 | ) | ||
Common stock issued through distribution reinvestment plan | $ | 13,267 | $ | 7,441 | ||||
Accrued distribution and stockholder servicing fees due to affiliates | $ | 988 | $ | — | ||||
Supplemental Cash Flow Disclosures: | ||||||||
Interest paid | $ | 14,887 | $ | 11,082 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
Selling commissions | $ | 3,745 | $ | 2,404 | $ | 13,136 | $ | 6,156 | |||||||
Dealer manager fees | $ | 1,558 | $ | 762 | $ | 5,014 | $ | 1,876 | |||||||
Other organization and offering costs | $ | 1,675 | $ | 815 | $ | 5,301 | $ | 2,019 | |||||||
Distribution and stockholder servicing fees | $ | 30 | (1) | $ | — | $ | 31 | (1) | $ | — | |||||
Acquisition fees and expenses (2) | $ | 92 | $ | 3,644 | $ | 3,227 | $ | 3,800 | |||||||
Advisory fees and expenses (2) | $ | 2,245 | $ | 1,470 | $ | 6,193 | $ | 4,114 | |||||||
Operating expenses (2) | $ | 624 | $ | 415 | $ | 1,706 | $ | 1,038 |
(1) | Amounts are calculated for the respective period in accordance with the dealer manager agreement and exclude the estimated liability for future distribution and stockholder servicing fees payable to CCC of $988,000, which is included in due to affiliates in the condensed consolidated unaudited balance sheets with a corresponding decrease to capital in excess of par value, as described in Note 2 – Summary of Significant Accounting Policies. |
(2) | During the nine months ended September 30, 2015, CCI II Advisors permanently waived its rights to expense reimbursements totaling $297,000, which are excluded from the table above as the Company is not responsible for this amount. No such amounts were waived during the nine months ended September 30, 2016. |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
• | We may be unable to renew leases, lease vacant space or re-lease space as leases expire on favorable terms or at all. |
• | We are subject to risks associated with tenant, geographic and industry concentrations with respect to our properties. |
• | Our properties, intangible assets and other assets may be subject to impairment charges. |
• | We could be subject to unexpected costs or unexpected liabilities that may arise from potential dispositions and may be unable to dispose of properties on advantageous terms. |
• | We are subject to competition in the acquisition and disposition of properties and in the leasing of our properties and we may be unable to acquire, dispose of, or lease properties on advantageous terms. |
• | We could be subject to risks associated with bankruptcies or insolvencies of tenants or from tenant defaults generally. |
• | We have substantial indebtedness, which may affect our ability to pay distributions, and expose us to interest rate fluctuation risk and the risk of default under our debt obligations. |
• | We may be affected by the incurrence of additional secured or unsecured debt. |
• | We may not be able to maintain profitability. |
• | We may not generate cash flows sufficient to pay our distributions to stockholders or meet our debt service obligations. |
• | We may be affected by risks resulting from losses in excess of insured limits. |
• | We may fail to remain qualified as a REIT for U.S. federal income tax purposes. |
• | Our advisor has the right to terminate the advisory agreement upon 60 days’ written notice without cause or penalty. |
September 30, | |||||
2016 | 2015 | ||||
Number of properties | 32 | 26 | |||
Rentable square feet (in thousands) | 10,434 | 8,277 | |||
Percentage of rentable square feet leased | 100% | 100% |
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Properties acquired | — | 3 | 2 | 3 | ||||||||||||
Purchase price of acquired properties (in thousands) | $ | — | $ | 178,458 | $ | 144,068 | $ | 178,458 | ||||||||
Rentable square feet (in thousands) | — | 1,126 | 1,329 | 1,126 |
Three Months Ended September 30, | 2016 vs 2015 Increase (Decrease) | Nine Months Ended September 30, | 2016 vs 2015 Increase (Decrease) | |||||||||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||||||||||
Total revenues | $ | 22,241 | $ | 14,901 | $ | 7,340 | $ | 63,110 | $ | 54,415 | $ | 8,695 | ||||||||||||
General and administrative expenses | $ | 1,395 | $ | 1,019 | $ | 376 | $ | 3,885 | $ | 2,590 | $ | 1,295 | ||||||||||||
Property operating expenses | $ | 1,301 | $ | 963 | $ | 338 | $ | 3,531 | $ | 2,856 | $ | 675 | ||||||||||||
Real estate tax expenses | $ | 1,801 | $ | 601 | $ | 1,200 | $ | 5,166 | $ | 1,481 | $ | 3,685 | ||||||||||||
Advisory fees and expenses | $ | 2,245 | $ | 1,470 | $ | 775 | $ | 6,193 | $ | 4,114 | $ | 2,079 | ||||||||||||
Acquisition-related expenses | $ | 177 | $ | 4,161 | $ | (3,984 | ) | $ | 3,487 | $ | 4,806 | $ | (1,319 | ) | ||||||||||
Depreciation and amortization | $ | 8,246 | $ | 5,911 | $ | 2,335 | $ | 23,412 | $ | 16,498 | $ | 6,914 | ||||||||||||
Operating income | $ | 7,076 | $ | 776 | $ | 6,300 | $ | 17,436 | $ | 22,070 | $ | (4,634 | ) | |||||||||||
Interest expense and other, net | $ | 5,322 | $ | 4,570 | $ | 752 | $ | 15,566 | $ | 12,445 | $ | 3,121 | ||||||||||||
Net income (loss) | $ | 1,754 | $ | (3,794 | ) | $ | 5,548 | $ | 1,870 | $ | 9,625 | $ | (7,755 | ) |
Number of Properties | Three Months Ended September 30, | Increase (Decrease) | |||||||||||||||
Contract rental revenue | 2016 | 2015 | $ Change | % Change | |||||||||||||
“Same store” properties | 22 | $ | 11,168 | $ | 11,073 | $ | 95 | 0.9 | % | ||||||||
“Non-same store” properties | 10 | 7,070 | 1,736 | 5,334 | 307.3 | % | |||||||||||
Total contract rental revenue | 32 | 18,238 | 12,809 | 5,429 | 42.4 | % | |||||||||||
Straight-line rental income | 1,394 | 997 | 397 | 39.8 | % | ||||||||||||
Amortization(1) | 405 | 135 | 270 | 200.0 | % | ||||||||||||
Rental income - as reported | $ | 20,037 | $ | 13,941 | $ | 6,096 | 43.7 | % |
Number of Properties | Nine Months Ended September 30, | Increase (Decrease) | |||||||||||||||
Contract rental revenue | 2016 | 2015 | $ Change | % Change | |||||||||||||
“Same store” properties | 22 | $ | 33,217 | $ | 31,391 | $ | 1,826 | 5.8 | % | ||||||||
“Non-same store” properties | 10 | 17,519 | 2,614 | 14,905 | 570.2 | % | |||||||||||
Total contract rental revenue | 32 | 50,736 | 34,005 | 16,731 | 49.2 | % | |||||||||||
Straight-line rental income | 4,260 | 4,483 | (223 | ) | (5.0 | )% | |||||||||||
Amortization(1) | 1,603 | 386 | 1,217 | 315.3 | % | ||||||||||||
Rental income - as reported | $ | 56,599 | $ | 38,874 | $ | 17,725 | 45.6 | % |
Payments due by period (1) | ||||||||||||||||||||
Total | Less Than 1 Year | 1-3 Years | 3-5 Years | More Than 5 Years | ||||||||||||||||
Principal payments – credit facility | $ | 200,000 | $ | — | $ | — | $ | 200,000 | $ | — | ||||||||||
Interest payments – credit facility(2) | 24,299 | 7,600 | 15,200 | 1,499 | — | |||||||||||||||
Principal payments – fixed rate debt | 295,545 | — | — | 203,465 | 92,080 | |||||||||||||||
Interest payments – fixed rate debt(3) | 53,956 | 12,148 | 24,297 | 13,289 | 4,222 | |||||||||||||||
Total | $ | 573,800 | $ | 19,748 | $ | 39,497 | $ | 418,253 | $ | 96,302 |
(1) | The table does not include amounts due to CCI II Advisors or its affiliates pursuant to our advisory agreement because such amounts are not fixed and determinable. |
(2) | Payment obligations for the Term Loan outstanding under the Credit Facility are based on the interest rate of 3.8% as of September 30, 2016, which is the fixed rate under the interest rate swap agreement. |
(3) | As of September 30, 2016, we had $54.1 million of variable rate debt effectively fixed through the use of interest rate swap agreements. We used the effective interest rates fixed under our interest rate swap agreements to calculate the debt payment obligations in future periods. |
Balance as of September 30, 2016 | ||||
Credit facility and notes payable, net | $ | 492,972 | ||
Deferred costs | 2,573 | |||
Less: Cash and cash equivalents | (52,761 | ) | ||
Net debt | $ | 442,784 | ||
Gross real estate assets, net (1) | $ | 1,036,251 | ||
Net debt leverage ratio | 42.7 | % |
• | Recoverability of Real Estate Assets; |
• | Allocation of Purchase Price of Real Estate Assets; and |
• | Derivative Instruments and Hedging Activities. |
Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
Item 4. | Controls and Procedures |
Item 1. | Legal Proceedings |
Item 1A. | Risk Factors |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
Period | Total Number of Shares Redeemed | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs | |||||||||
July 1, 2016 – July 31, 2016 | — | $ | — | — | (1) | ||||||||
August 1, 2016 – August 31, 2016 | 97,224 | $ | 9.73 | 97,224 | (1) | ||||||||
September 1, 2016 – September 30, 2016 | — | $ | — | — | (1) | ||||||||
Total | 97,224 | 97,224 | (1) |
(1) | A description of the maximum number of shares that may be purchased under our share redemption program is included in the narrative preceding this table. |
Item 3. | Defaults Upon Senior Securities |
Item 4. | Mine Safety Disclosures |
Item 5. | Other Information |
Item 6. | Exhibits |
Cole Office & Industrial REIT (CCIT II), Inc. | ||
(Registrant) | ||
By: | /s/ Nathan D. DeBacker | |
Name: | Nathan D. DeBacker | |
Title: | Chief Financial Officer and Treasurer | |
(Principal Financial Officer) |
Exhibit No. | Description | |
3.1 | Articles of Amendment and Restatement of Cole Office & Industrial REIT (CCIT II), Inc. dated January 10, 2014 (Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K (File No. 333-187470), filed on January 13, 2014). | |
3.2 | Amended and Restated Bylaws of Cole Office & Industrial REIT (CCIT II), Inc. effective November 12, 2013 (Incorporated by reference to Exhibit 3.2 to the Company’s Form 10-Q (File No. 333-187470), filed on November 13, 2013). | |
3.3 | Articles of Amendment to the Articles of Amendment and Restatement of Cole Office & Industrial REIT (CCIT II), Inc., filed on March 4, 2016 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-55436), filed on March 8, 2016). | |
3.4 | Articles Supplementary to the Articles of Amendment and Restatement of Cole Office & Industrial REIT (CCIT II), Inc., filed on March 4, 2016 (Incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No. 000-55436), filed on March 8, 2016). | |
4.1 | Amended and Restated Distribution Reinvestment Plan, effective as of May 1, 2016 (Incorporated by reference to Exhibit 4.6 to the Company’s Registration Statement on Form S-3 (File No. 333-213306), filed on August 25, 2016). | |
10.1 | Purchase and Sale Agreement, dated February 18, 2016, by and between RELP Tampa, LLC and VEREIT ID Ruskin FL, LLC (Incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q (File No. 000-55436), filed on August 12, 2016). | |
31.1* | Certifications of the Principal Executive Officer of the Company pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
31.2* | Certifications of the Principal Financial Officer of the Company pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
32.1** | Certifications of the Principal Executive Officer and Principal Financial Officer of the Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
101.INS* | XBRL Instance Document. | |
101.SCH* | XBRL Taxonomy Extension Schema Document. | |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document. | |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document. | |
101.LAB* | XBRL Taxonomy Extension Label Linkbase Document. | |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document. |
* | Filed herewith. |
** | In accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. |
1. | I have reviewed this Quarterly Report on Form 10-Q of Cole Office & Industrial REIT (CCIT II), Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | November 9, 2016 | /s/ Glenn J. Rufrano | ||
Name: | Glenn J. Rufrano | |||
Title: | Chief Executive Officer and President | |||
(Principal Executive Officer) |
1. | I have reviewed this Quarterly Report on Form 10-Q of Cole Office & Industrial REIT (CCIT II), Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | November 9, 2016 | /s/ Nathan D. DeBacker | |||
Name: | Nathan D. DeBacker | ||||
Title: | Chief Financial Officer and Treasurer (Principal Financial Officer) |
(i) | the accompanying Quarterly Report on Form 10-Q of the Company for the period ended September 30, 2016 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and |
(ii) | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ Glenn J. Rufrano | |||||
Name: | Glenn J. Rufrano | ||||
Title: | Chief Executive Officer and President (Principal Executive Officer) | ||||
/s/ Nathan D. DeBacker | |||||
Name: | Nathan D. DeBacker | ||||
Date: | November 9, 2016 | Title: | Chief Financial Officer and Treasurer (Principal Financial Officer) |
Document and Entity Information - shares shares in Millions |
9 Months Ended | |
---|---|---|
Sep. 30, 2016 |
Nov. 07, 2016 |
|
Entity Information [Line Items] | ||
Entity Registrant Name | Cole Office & Industrial REIT (CCIT II), Inc. | |
Entity Central Index Key | 0001572758 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2016 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 64.5 | |
Class T Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 2.4 |
Condensed Consolidated Unaudited Balance Sheets (Parenthetical) - $ / shares |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 245,000,000 | 245,000,000 |
Common stock, shares issued (in shares) | 64,342,141 | 41,781,519 |
Common stock, shares outstanding (in shares) | 64,342,141 | 41,781,519 |
Class T Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 245,000,000 | 245,000,000 |
Common stock, shares issued (in shares) | 2,427,142 | 0 |
Common stock, shares outstanding (in shares) | 2,427,142 | 0 |
Condensed Consolidated Unaudited Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 1,754 | $ (3,794) | $ 1,870 | $ 9,625 |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on interest rate swaps | 1,314 | (4,907) | (6,060) | (4,448) |
Amount of loss reclassified from other comprehensive loss into income as interest expense | 561 | 752 | 1,755 | 1,837 |
Total other comprehensive income (loss) | 1,875 | (4,155) | (4,305) | (2,611) |
Total comprehensive income (loss) | $ 3,629 | $ (7,949) | $ (2,435) | $ 7,014 |
Condensed Consolidated Unaudited Statement of Stockholder's Equity - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands |
Total |
Class A Common Stock |
Class T Common Stock |
Common Stock
Class A Common Stock
|
Common Stock
Class T Common Stock
|
Capital in Excess of Par Value |
Accumulated Distributions in Excess of Earnings |
Accumulated Other Comprehensive Income (Loss) |
---|---|---|---|---|---|---|---|---|
Balance (in shares) at Dec. 31, 2015 | 41,781,519 | 0 | 41,781,519 | 0 | ||||
Balance at Dec. 31, 2015 | $ 328,981 | $ 418 | $ 0 | $ 360,348 | $ (32,070) | $ 285 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock (in shares) | 22,932,911 | 2,427,142 | ||||||
Issuance of common stock | 261,021 | $ 230 | $ 24 | 260,767 | ||||
Distributions to investors | (25,981) | (25,981) | ||||||
Commissions, dealer manager and distribution fees | (19,169) | (19,169) | ||||||
Other offering costs | (5,301) | (5,301) | ||||||
Redemptions of common stock (in shares) | (372,289) | |||||||
Redemptions of common stock | (3,581) | $ (4) | (3,577) | |||||
Changes in redeemable common stock | (9,687) | (9,687) | ||||||
Comprehensive income (loss) | (2,435) | 1,870 | (4,305) | |||||
Balance (in shares) at Sep. 30, 2016 | 64,342,141 | 2,427,142 | 64,342,141 | 2,427,142 | ||||
Balance at Sep. 30, 2016 | $ 523,848 | $ 644 | $ 24 | $ 583,381 | $ (56,181) | $ (4,020) |
Organization and Business |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | ORGANIZATION AND BUSINESS Cole Office & Industrial REIT (CCIT II), Inc. (the “Company”) is a Maryland corporation, incorporated on February 26, 2013, that elected to be taxed, and currently qualifies, as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning in its taxable year ended December 31, 2014. The Company is the sole general partner of, and owns, directly or indirectly, 100% of the partnership interests in Cole Corporate Income Operating Partnership II, LP, a Delaware limited partnership. The Company is externally managed by Cole Corporate Income Advisors II, LLC (“CCI II Advisors”), a Delaware limited liability company and an affiliate of the Company’s sponsor, Cole Capital®, which is a trade name used to refer to a group of affiliated entities directly or indirectly controlled by VEREIT, Inc. (“VEREIT”), a widely-held public company whose shares of common stock are listed on the New York Stock Exchange (NYSE: VER). VEREIT indirectly owns and/or controls the Company’s external advisor, CCI II Advisors, the Company’s dealer manager, Cole Capital Corporation (“CCC”), the Company’s property manager, CREI Advisors, LLC (“CREI Advisors”), and the Company’s sponsor, Cole Capital. Pursuant to a Registration Statement on Form S-11 (Registration No. 333-187470) (the “Registration Statement”) under the Securities Act of 1933, as amended (the “Securities Act”), and declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on September 17, 2013, the Company commenced its initial public offering on a “best efforts” basis, offering up to a maximum of $2.5 billion in shares of a single class of common stock (now referred to as Class A Shares, as defined below) in the primary offering at a price of $10.00 per share until April 8, 2016 and $10.99 per share effective April 11, 2016, as well as up to $475 million in additional shares pursuant to a distribution reinvestment plan (the “Original DRIP”) at a price of $9.50 per share until April 8, 2016 and $10.00 per share effective April 11, 2016 (together with the Class T Shares as defined below, the “Offering”). In connection with Post-Effective Amendment No. 6 to the Company’s Registration Statement, which was declared effective by the SEC on April 29, 2016, the Company began offering up to $1.0 billion, of the $2.5 billion in shares that make up the primary portion of the Offering, in Class T shares of the Company’s common stock (the “Class T Shares”) at a price of $10.53 per share in the primary portion of the Offering, along with up to $1.5 billion in Class A Shares at a price of $10.99 per share in the primary portion of the Offering. Effective as of March 4, 2016, the Company changed the designation of its common stock to Class A common stock (the “Class A Shares”) and then reclassified a portion of its Class A Shares as Class T Shares pursuant to filings of Articles of Amendment (“Articles of Amendment”) and Articles Supplementary (“Articles Supplementary”) to the Company’s Articles of Amendment and Restatement. All shares of common stock issued and outstanding prior to the filing of the Articles of Amendment and the Articles Supplementary were designated as Class A Shares following the filing of the Articles of Amendment and the Articles Supplementary. The Class A Shares and Class T Shares have similar voting rights, although the amount of the distributions are expected to differ due to the distribution and stockholder servicing fees, as defined in the Company’s charter, as amended, that are payable in connection with the Class T Shares. In addition, the Company’s charter provides that, in the event of a liquidation of the Company’s assets, distributions will be allocated between the share classes pursuant to the portion of the aggregate assets available for distribution to each class. Each holder of shares of a particular class of common stock will be entitled to receive, ratably with each other holder of shares of the same class, that portion of such aggregate cash available for distribution as the number of outstanding shares of such class held by such holder as compared to the total number of outstanding shares of such class then outstanding. On March 28, 2016, the Company’s board of directors (the “Board”) adopted an Amended and Restated Distribution Reinvestment Plan (the “Amended and Restated DRIP” and collectively with the Original DRIP, the “DRIP”), to allow for the reinvestment of distributions paid on Class T Shares. The Amended and Restated DRIP became effective as of May 1, 2016. On April 11, 2016, the Company announced that the Board established an estimated per share net asset value (“NAV”) of the Company’s common stock, as of February 29, 2016, of $10.00 per share for purposes of assisting broker-dealers participating in the Offering in meeting their customer account statement reporting obligations under National Association of Securities Dealers Conduct Rule 2340. Commencing on April 11, 2016, the offering price for shares pursuant to the primary offering portion of the Offering reflects the $10.00 estimated per share NAV plus selling commissions and dealer manager fees applicable to the class of shares being purchased. Commencing on April 11, 2016, distributions are reinvested in shares of the Company’s common stock at $10.00 per share, the estimated per share NAV as determined by the Board. Pursuant to the terms of the Company’s share redemption program, commencing on April 11, 2016, the estimated per share NAV of $10.00 serves as the most recent estimated per share value for purposes of share redemptions. Going forward, the Company intends to publish an updated estimated per share NAV on at least an annual basis. The Company ceased issuing shares in the Offering on September 17, 2016. The unsold Class A Shares and Class T Shares of $2.3 billion in the aggregate were subsequently deregistered. In addition, the Company registered an aggregate of $120.0 million of Class A Shares and Class T Shares under the DRIP pursuant to a Registration Statement on Form S-3 (Registration No. 333-213306) (the “DRIP Offering”), which was filed with the SEC on August 25, 2016 and automatically became effective with the SEC upon filing. The Company will continue to issue Class A Shares and Class T Shares under the DRIP Offering at a price per share equal to the most recent estimated per share NAV as determined by the Board, which is currently $10.00 per share. As of September 30, 2016, the Company had issued approximately 67.3 million shares of common stock in the Offering for gross offering proceeds of $677.8 million ($652.2 million in Class A Shares and $25.5 million in Class T Shares) before offering costs, selling commissions, dealer manager fees and distribution and stockholder servicing fees of $67.2 million. As of September 30, 2016, the Company owned 32 properties, comprising approximately 10.4 million rentable square feet of income-producing necessity corporate office and industrial properties located in 18 states. As of September 30, 2016, the rentable square feet at these properties was 100% leased. |
Summary of Significant Accounting Policies |
9 Months Ended | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | |||||||||||
Accounting Policies [Abstract] | |||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated unaudited financial statements. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying condensed consolidated unaudited financial statements. Principles of Consolidation and Basis of Presentation The condensed consolidated unaudited financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC regarding interim financial reporting, including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the statements for the interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the results for such periods. Results for these interim periods are not necessarily indicative of full year results. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2015, and related notes thereto set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The condensed consolidated unaudited financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q. The condensed consolidated unaudited financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Reclassifications Certain amounts in the Company’s prior period condensed consolidated unaudited financial statements have been reclassified to conform to the current period presentation. The Company has chosen to combine depreciation of $4.1 million and $11.4 million and amortization of $1.8 million and $5.1 million for the three and nine months ended September 30, 2015, respectively, into the line item depreciation and amortization in the condensed consolidated unaudited statements of operations. In addition, the Company has chosen to combine depreciation of $11.4 million and amortization of intangible lease assets and below-market lease intangibles, net of $4.7 million for the nine months ended September 30, 2015 into the line item depreciation and amortization, net in the condensed consolidated unaudited statements of cash flows. These reclassifications had no effect on previously reported totals or subtotals. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated unaudited financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Real Estate Investments Real estate assets are stated at cost, less accumulated depreciation and amortization. Amounts capitalized to real estate assets consist of the cost of acquisition, construction and any tenant improvements, major improvements and betterments that extend the useful life of the real estate assets and leasing costs. All acquisition-related expenses, repairs and maintenance are expensed as incurred. The Company considers the period of future benefit of each respective asset to determine the appropriate useful life. The estimated useful lives of the Company’s real estate assets by class are generally as follows:
Recoverability of Real Estate Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable. Impairment indicators that the Company considers include, but are not limited to, bankruptcy or other credit concerns of a property’s major tenant, such as a history of late payments, rental concessions and other factors, a significant decrease in a property’s revenues due to lease terminations, vacancies, co-tenancy clauses, reduced lease rates, or other circumstances. When indicators of potential impairment are present, the Company assesses the recoverability of the assets by determining whether the carrying amount of the assets will be recovered through the undiscounted future cash flows expected from the use of the assets and their eventual disposition. In the event that such expected undiscounted future cash flows do not exceed the carrying amount, the Company will adjust the real estate assets to their respective fair values and recognize an impairment loss. Generally, fair value will be determined using a discounted cash flow analysis and recent comparable sales transactions. No impairment indicators were identified and no impairment losses were recorded during the nine months ended September 30, 2016 or 2015. Assets Held for Sale When a real estate asset is identified by the Company as held for sale, the Company will cease depreciation and amortization of the assets related to the property and estimate the fair value, net of selling costs. If, in management’s opinion, the fair value, net of selling costs, of the asset is less than the carrying amount of the asset, an adjustment to the carrying amount would be recorded to reflect the estimated fair value of the property, net of selling costs. There were no assets identified as held for sale as of September 30, 2016 or December 31, 2015. Allocation of Purchase Price of Real Estate Assets Upon the acquisition of real properties, the Company allocates the purchase price to acquired tangible assets, consisting of land, buildings and improvements, and to identified intangible assets and liabilities, consisting of the value of above- and below-market leases and the value of in-place leases, based in each case on their respective fair values. Acquisition-related expenses are expensed as incurred. The Company utilizes independent appraisals to assist in the determination of the fair values of the tangible assets of an acquired property (which includes land and buildings). The information in the appraisal, along with any additional information available to the Company’s management, is used in estimating the amount of the purchase price that is allocated to land. Other information in the appraisal, such as building value and market rents, may be used by the Company’s management in estimating the allocation of purchase price to the building and to intangible lease assets and liabilities. The appraisal firm has no involvement in management’s allocation decisions other than providing this market information. The determination of the fair values of the real estate assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, capitalization and discount rates, interest rates and other variables. The use of alternative estimates may result in a different allocation of the Company’s purchase price, which could materially impact the Company’s results of operations. Restricted Cash The Company had $586,000 and $1.5 million in restricted cash as of September 30, 2016 and December 31, 2015, respectively. Included in restricted cash was $477,000 and $1.3 million held by lenders in lockbox accounts as of September 30, 2016 and December 31, 2015, respectively. As part of certain debt agreements, rent from certain of the Company’s tenants is deposited directly into a lockbox account, from which the monthly debt service payments are disbursed to the lender and the excess funds are then disbursed to the Company. Restricted cash included $109,000 and $76,000 held by a lender in an escrow account for a certain property in accordance with the associated loan agreement as of September 30, 2016 and December 31, 2015, respectively. In addition, restricted cash included $238,000 of escrowed investor proceeds for which shares of common stock had not been issued as of December 31, 2015. There were no such proceeds as of September 30, 2016. Distribution and Stockholder Servicing Fees The Company pays CCC a distribution and stockholder servicing fee for Class T Shares that is calculated on a daily basis in the amount of 1/365th of 0.8% of the per share NAV of the Class T Shares that were sold in the primary portion of the Offering. The distribution and stockholder servicing fee is paid monthly in arrears. An estimated liability for future distribution and stockholder servicing fees payable to CCC was recognized at the time each Class T Share was sold and included in due to affiliates in the condensed consolidated unaudited balance sheets with a corresponding decrease to capital in excess of par value. Revenue Recognition Certain properties have leases where minimum rental payments increase during the term of the lease. The Company records rental income for the full term of each lease on a straight-line basis when earned and collectability is reasonably assured. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purpose of this calculation. The Company defers the recognition of contingent rental income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved. Expected reimbursements from tenants for recoverable real estate taxes and operating expenses are included in tenant reimbursement income in the period when such costs are incurred. The Company continually reviews receivables related to rent, including any unbilled straight-line rent, and determines collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in the allowance for uncollectible accounts. As of September 30, 2016 and December 31, 2015, the Company did not have an allowance for uncollectible accounts. Earnings per Share We have two classes of common stock. Accordingly, we utilize the two-class method to determine our earnings per share, which results in different earnings per share for each of the classes. Under the two-class method, earnings per share of each class of common stock are computed by dividing the sum of the distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares for each class of common stock for the respective period. The distributed earnings to Class T Share common stockholders represents distributions declared less the distribution and stockholder servicing fees. Diluted income (loss) per share considers the effect of any potentially dilutive share equivalents, of which the Company had none for each of the three and nine months ended September 30, 2016 or 2015. Recent Accounting Pronouncements Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers — The requirements were amended to remove inconsistencies in revenue requirements and to provide a more complete framework for addressing revenue issues across a broad range of industries and transaction types. The revised standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised standard also clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract to a customer. These provisions are effective January 1, 2018, and are to be applied retrospectively, with early adoption permitted for periods beginning after December 15, 2016 and interim periods thereafter. The Company has identified its revenue streams and is in the process of evaluating the impact on its consolidated financial statements and internal accounting processes; however, as the majority of the Company’s revenue is derived from real estate lease contracts, as discussed in relation to ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”), the Company does not expect that the adoption of ASU 2014-09 or related amendments and modifications issued by the Financial Accounting Standards Board (the “FASB”) will have a material impact on its consolidated financial statements. From time to time, new accounting pronouncements are issued by various standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company is currently evaluating the effect that certain of these new accounting requirements may have on the Company’s accounting and related reporting and disclosures in the Company’s consolidated financial statements: ASU No. 2016-01, Financial Instruments (Subtopic 825-10) — The amendments in this update require all equity investments to be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under the equity method of accounting or those that result in consolidation of the investee). The amendments in this update also require an entity to present separately in other comprehensive income (loss), the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. In addition, the amendments in this update require separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the consolidated balance sheets or the accompanying notes to the consolidated financial statements. The amendments in this update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. In February 2016, the FASB issued ASU 2016-02, which replaces the existing guidance in Accounting Standards Codification 840, Leases (Topic 842). ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as either finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the ROU asset, and for operating leases, the lessee would recognize a straight-line total lease expense. The provisions of ASU 2016-02 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 and are required to be applied on a modified retrospective approach. Early adoption is permitted. ASU No. 2016-05, Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships — The amendments in this update clarify that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require de-designation of that hedging relationship, provided that all other hedge accounting criteria continue to be met. These provisions are effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) (“ASU 2016-13”). ASU 2016-13 requires more timely recording of credit losses on loans and other financial instruments that are not accounted for at fair value through net income, including loans held for investment, held-to-maturity debt securities, trade and other receivables, net investment in leases and other such commitments. ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The amendments in ASU 2016-13 require the Company to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets and eliminates the “incurred loss” methodology in current GAAP. ASU 2016-13 is effective for fiscal years, and interim periods within, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2018. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”), which is intended to address diversity in practice related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in ASU 2016-15 address eight specific cash flow issues as well as application of the predominance principle (dependence on predominant source or use of receipt or payment) and are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. |
Fair Value Measurements |
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Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS GAAP defines fair value, establishes a framework for measuring fair value and requires disclosures about fair value measurements. GAAP emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 — Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). Level 3 — Unobservable inputs, which are only used to the extent that observable inputs are not available, reflect the Company’s assumptions about the pricing of an asset or liability. The following describes the methods the Company uses to estimate the fair value of the Company’s financial assets and liabilities: Credit facility, notes payable and line of credit with affiliate — The fair value is estimated by discounting the expected cash flows based on estimated borrowing rates available to the Company as of the measurement date. Current and prior period liabilities’ carrying and fair values exclude net deferred financing costs. These financial instruments are valued using Level 2 inputs. As of September 30, 2016, the estimated fair value of the Company’s debt was $505.8 million, compared to the carrying value of $495.5 million. The estimated fair value of the Company’s debt was $549.9 million as of December 31, 2015, compared to the carrying value on that date of $546.3 million. Derivative instruments — The Company’s derivative instruments are comprised of interest rate swaps. All derivative instruments are carried at fair value and are valued using Level 2 inputs. The fair value of these instruments is determined using interest rate market pricing models. In addition, credit valuation adjustments are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the respective counterparties. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. However, as of September 30, 2016, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of the Company’s derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. Other financial instruments — The Company considers the carrying values of its cash and cash equivalents, restricted cash, tenant and other receivables, accounts payable and accrued expenses, other liabilities, due to affiliates and distributions payable in order to approximate their fair values because of the short period of time between their origination and their expected realization as well as their highly-liquid nature. Due to the short-term maturities of these instruments, Level 1 inputs are utilized to estimate the fair value of these financial instruments. Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize, or be liable for, upon disposition of the financial assets and liabilities. As of September 30, 2016, there have been no transfers of financial assets or liabilities between fair value hierarchy levels. In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of September 30, 2016 and as of December 31, 2015 (in thousands):
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Real Estate Investments |
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Business Combinations [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
REAL ESTATE INVESTMENTS | REAL ESTATE INVESTMENTS 2016 Property Acquisitions During the nine months ended September 30, 2016, the Company acquired two commercial properties for an aggregate purchase price of $144.1 million (the “2016 Acquisitions”). The Company purchased the 2016 Acquisitions with net proceeds from the Offering and available borrowings. The purchase price allocation for each of the Company’s acquisitions is preliminary and subject to change as the Company finalizes the allocation, which the Company expects will be prior to the end of the current fiscal year. The Company preliminarily allocated the purchase price of these properties to the fair value of the assets acquired. The following table summarizes the preliminary purchase price allocation for acquisitions purchased during the nine months ended September 30, 2016 (in thousands):
The Company recorded revenue for the three and nine months ended September 30, 2016 of $2.8 million and $3.5 million, respectively, and net income of $1.4 million and loss of $1.2 million, respectively, related to the 2016 Acquisitions. No acquisition-related expenses were recorded during the three months ended September 30, 2016, and $3.0 million of acquisition-related expenses were recorded during the nine months ended September 30, 2016 related to the 2016 Acquisitions. The following table summarizes selected financial information of the Company as if all of the 2016 Acquisitions were completed on January 1, 2015 for each period presented below. The table below presents the Company’s estimated revenue and net income, on a pro forma basis, for the three and nine months ended September 30, 2016 and 2015, respectively (in thousands):
The pro forma information for the nine months ended September 30, 2016 was adjusted to exclude $3.0 million of acquisition-related expenses recorded during the period related to the 2016 Acquisitions. Accordingly, these costs were instead recognized in the pro forma information for the nine months ended September 30, 2015. No acquisition-related expenses were recorded during the three months ended September 30, 2016. The pro forma information is presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transactions occurred at the beginning of the period, nor does it purport to represent the results of future operations. 2015 Property Acquisitions During the nine months ended September 30, 2015, the Company acquired three commercial properties for an aggregate purchase price of $178.5 million (the “2015 Acquisitions”). The Company purchased the 2015 Acquisitions with net proceeds from the Offering and available borrowings. The Company allocated the purchase price of these properties to the fair value of the assets acquired. The following table summarizes the purchase price allocation for acquisitions purchased during the nine months ended September 30, 2015 (in thousands):
The Company recorded revenue for both the three and nine months ended September 30, 2015 of $1.3 million and a net loss for both the three and nine months ended September 30, 2015 of $3.5 million related to the 2015 Acquisitions, which includes acquisition-related expenses of $4.2 million during such periods related to the 2015 Acquisitions. The following table summarizes selected financial information of the Company as if the 2015 Acquisitions were completed on January 13, 2014, the date the Company commenced principal operations. The table below presents the Company’s estimated revenue and net income (loss), on a pro forma basis, for the three and nine months ended September 30, 2015, the three months ended September 30, 2014 and the period from January 13, 2014 to September 30, 2014, respectively (in thousands):
The pro forma information for both the three and nine months ended September 30, 2015 was adjusted to exclude $4.2 million of acquisition-related expenses recorded during such periods related to the 2015 Acquisitions. These expenses were instead recognized in the pro forma information for the period from January 13, 2014 to September 30, 2014. The pro forma information is presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transactions occurred at the beginning of the period, nor does it purport to represent the results of future operations. Assignment of Purchase and Sales Agreement During the nine months ended September 30, 2015, the Company, through an assignment from an affiliate of CCI II Advisors, became a party to a purchase and sale agreement (the “PSA”) with a seller to acquire the right to purchase a property. During the same period, the Company assigned its rights in the PSA to a non-affiliated third party and recognized assignment fee income of $12.8 million, net of $520,000 in transaction expenses. Additional Consideration During the nine months ended September 30, 2015, the Company paid additional consideration related to a property that was purchased during the year ended December 31, 2014. The additional consideration of $491,000 is included within acquisition-related expenses in the accompanying condensed consolidated unaudited statements of operations. |
Derivative Instruments and Hedging Activities |
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Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES In the normal course of business, the Company uses certain types of derivative instruments for the purpose of managing or hedging its interest rate risk. The Company did not enter into any interest rate swap agreements during the nine months ended September 30, 2016. The following table summarizes the terms of the Company’s executed interest rate swap agreements designated as hedging instruments as of September 30, 2016 and December 31, 2015 (in thousands):
______________________ (1) The interest rates consist of the underlying index swapped to a fixed rate and the applicable interest rate spread as of September 30, 2016. (2) As of December 31, 2015, one of the interest rate swaps with an outstanding notional amount of $200.0 million was in an asset position with a fair value balance of $591,000 and is included in prepaid expenses, property escrow deposits and other assets in the accompanying condensed consolidated unaudited balance sheets, as of December 31, 2015. Additional disclosures related to the fair value of the Company’s derivative instruments are included in Note 3 — Fair Value Measurements. The notional amount under the interest rate swap agreements is an indication of the extent of the Company’s involvement in each instrument, but does not represent exposure to credit, interest rate or market risks. Accounting for changes in the fair value of a derivative instrument depends on the intended use and designation of the derivative instrument. The Company designated the interest rate swaps as cash flow hedges in order to hedge the variability of the anticipated cash flows on its variable rate debt. The change in fair value of the effective portion of the derivative instruments that are designated as hedges is recorded in other comprehensive (loss) income, with a portion of the amount subsequently reclassified to interest expense as interest payments are made on the Company’s variable rate debt. For the three and nine months ended September 30, 2016, the amounts reclassified were $561,000 and $1.8 million, respectively, and for the three and nine months ended September 30, 2015, the amounts reclassified were $752,000 and $1.8 million, respectively. Any ineffective portion of the change in fair value of the derivative instruments is recorded in interest expense. There were no portions of the change in the fair value of the interest rate swaps that were considered ineffective during the nine months ended September 30, 2016 and 2015. During the next 12 months, the Company estimates that an additional $1.8 million will be reclassified from other comprehensive (loss) income as an increase to interest expense. The Company has agreements with each of its derivative counterparties that contain provisions whereby, if the Company defaults on certain of its unsecured indebtedness, the Company could also be declared in default on its derivative obligations, resulting in an acceleration of payment. If the Company had breached any of these provisions as of September 30, 2016, it could have been required to settle its obligations under these agreements at an aggregate termination value, inclusive of interest payments and accrued interest, of $4.2 million. In addition, the Company is exposed to credit risk in the event of non-performance by its derivative counterparties. The Company believes it mitigates its credit risk by entering into agreements with creditworthy counterparties. The Company records credit risk valuation adjustments on its interest rate swaps based on the credit quality of the Company and the respective counterparty. There were no termination events or events of default related to the interest rate swaps as of September 30, 2016. |
Notes Payable and Credit Facility |
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Debt Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
NOTES PAYABLE AND CREDIT FACILITY | NOTES PAYABLE AND CREDIT FACILITY As of September 30, 2016, the Company had $493.0 million of debt outstanding, including net deferred financing costs, with a weighted average interest rate of 4.0% and weighted average years to maturity of 4.0 years. The following table summarizes the debt balances as of December 31, 2015 and September 30, 2016 and the debt activity for the nine months ended September 30, 2016 (in thousands):
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As of September 30, 2016, the fixed rate debt outstanding of $295.5 million included $54.1 million of variable rate debt that is fixed through interest rate swap agreements, which has the effect of fixing the variable interest rate per annum through the maturity date of the variable rate debt. The fixed rate debt has interest rates ranging from 3.3% to 4.8% per annum and matures on various dates from March 2020 to October 2023. As of September 30, 2016, the fixed rate debt had a weighted average interest rate of 4.1%. The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the fixed rate debt was $488.6 million as of September 30, 2016. Each of the mortgage notes payable, comprising the fixed rate debt, is secured by the respective properties on which the debt was placed. The Company has an amended, secured credit facility (the “Credit Facility”) with JPMorgan Chase, Bank N.A. (“JPMorgan Chase”), as administrative agent under the credit agreement (the “Credit Agreement”), that provides for borrowings of up to $400.0 million, which includes a $200.0 million unsecured term loan (the “Term Loan”) and up to $200.0 million in revolving loans (the “Revolving Loans”). The Revolving Loans mature on December 12, 2018; however, the Company may elect to extend the maturity date of such loans to December 12, 2019, subject to satisfying certain conditions described in the Credit Agreement. The Term Loan matures on December 12, 2019. Depending upon the type of loan specified and overall leverage ratio, the Credit Facility bears interest at (i) the one-month, two-month, three-month or six-month London Interbank Offered Rate (“LIBOR”), as elected by the Company, multiplied by the statutory reserve rate (as defined in the Credit Agreement), plus an interest rate spread ranging from 1.60% to 2.45%, depending on the Company’s leverage. For base rate committed loans, the interest rate will be equal to a rate ranging from 0.60% to 1.45%, depending on the Company’s leverage ratio (as defined in the Credit Agreement), plus a per annum amount equal to the greatest of: (i) JPMorgan Chase’s Prime Rate (as defined in the Credit Agreement); (ii) the Federal Funds Effective Rate (as defined in the Credit Agreement) plus 0.50%; and (iii) one-month LIBOR multiplied by the statutory reserve rate. The Credit Agreement also includes multiple interest rate structures should the Company convert to an unsecured revolving credit facility or obtain an investment grade rating, subject to meeting certain conditions described in the Credit Agreement. As of September 30, 2016, there was no outstanding amount under the Revolving Loans and the amount outstanding under the Term Loan totaled $200.0 million, which was subject to an interest rate swap agreement (the “Swapped Term Loan”). As of September 30, 2016, the all-in rate for the Swapped Term Loan was 3.8%. The Company had $195.1 million in unused capacity, subject to borrowing availability, as of September 30, 2016. During the nine months ended September 30, 2016, the Company entered into a modification agreement to the Credit Agreement, which removed the provision of the Credit Agreement that the maturity date of the outstanding loans would be September 30, 2017 if the Company did not reach $1.0 billion in total asset value, as defined in the Credit Agreement, prior to March 31, 2016. The Credit Agreement contains customary representations, warranties, borrowing conditions and affirmative, negative and financial covenants, including minimum net worth, debt service coverage and leverage ratio requirements and dividend payout and REIT status requirements. In particular, the Credit Agreement requires the Company to maintain a minimum consolidated net worth greater than or equal to the sum of (i) $194.0 million plus (ii) 75% of the issuance of equity from the date of the Credit Agreement, a leverage ratio less than or equal to 60% and a fixed charge coverage ratio greater than 1.50. The Company believes it was in compliance with the covenants of the Credit Agreement as of September 30, 2016. On January 27, 2016, Moody’s Investors Services, Inc. downgraded the debt of Freeport Mineral Corporation (“Freeport”), a wholly-owned subsidiary of Freeport-McMoRan Inc. and one of the Company’s tenants at a multi-tenant commercial property that is 99% leased to Freeport (the “Freeport Property”). The Freeport Property collateralizes a loan in the principal amount of $71.5 million (the “Freeport Loan”) as of September 30, 2016. The Freeport Loan originally provided that in the event Freeport’s credit rating is downgraded below certain thresholds, the Company’s cash flow in excess of approved operating expenses, management fees and debt service payments from Freeport’s lease payments would be swept to a cash management account to be held in reserve for approved leasing expenses. On February 5, 2016, the Company entered into a modification agreement to the Freeport Loan to provide that the lender would accept a letter of credit in lieu of any cash sweep related to the Freeport Loan, and the Company issued a letter of credit for $4.9 million. As of September 30, 2016, the Company had no amounts outstanding under its $30.0 million subordinated loan with an affiliate of the Company’s advisor (the “Series C Loan”), as the Series C Loan matured on June 30, 2016. The Series C Loan was approved by a majority of the Board (including a majority of the independent directors) not otherwise interested in the transaction as fair, competitive and commercially reasonable and no less favorable to the Company than comparable loans between unaffiliated parties under the same circumstances. |
Supplemental Cash Flow Disclosures |
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SUPPLMENTAL CASH FLOW DISCLOSURES | SUPPLEMENTAL CASH FLOW DISCLOSURES Supplemental cash flow disclosures for the nine months ended September 30, 2016 and 2015 are as follows (in thousands):
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Commitments and Contingencies |
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Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation In the ordinary course of business, the Company may become subject to litigation and claims. The Company is not aware of any material pending legal proceedings, other than ordinary routine litigation incidental to the Company’s business, to which the Company is a party or of which the Company’s properties are the subject. Purchase Commitments As of September 30, 2016, the Company had entered into two purchase agreements with unaffiliated third-party sellers to acquire interests in two commercial properties, subject to meeting certain criteria, for an aggregate purchase price of $53.6 million, exclusive of closing costs. As of September 30, 2016, the Company had $716,000 of property escrow deposits held by escrow agents in connection with these future property acquisitions. These deposits are included in the condensed consolidated unaudited balance sheets in prepaid expenses, property escrow deposits and other assets. As of September 30, 2016, these escrow deposits have not been forfeited. Environmental Matters In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. In addition, the Company may own or acquire certain properties that are subject to environmental remediation. Generally, the seller of the property, the tenant of the property and/or another third party is 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 the Company against future remediation costs. The Company also carries environmental liability insurance on its 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 the Company may be liable. The Company is not aware of any environmental matters which it believes are reasonably likely to have a material effect on its results of operations, financial condition or liquidity. |
Related-Party Transactions and Arrangements |
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Related Party Transactions [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS | RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS The Company has incurred commissions, fees and expenses payable to CCI II Advisors and certain of its affiliates in connection with the Offering and the acquisition, management and disposition of its assets. Selling commissions and dealer manager fees In connection with the Offering, which was terminated on September 17, 2016, CCC, the Company’s dealer manager, which is affiliated with CCI II Advisors, received selling commissions of up to 7.0% and 3.0% of gross offering proceeds from the primary portion of the Offering for Class A Shares and Class T Shares, respectively, and before reallowance of selling commissions earned by participating broker-dealers. CCC reallowed 100% of selling commissions earned to participating broker-dealers. In addition, up to 2.0% of gross offering proceeds from the primary portion of the Offering for both Class A Shares and Class T Shares before reallowance to participating broker-dealers was paid to CCC as a dealer manager fee, all or a portion of which was reallowed to participating broker-dealers in CCC’s sole discretion. No selling commissions or dealer manager fees were paid to CCC or other participating broker-dealers with respect to shares sold pursuant to the DRIP. Other organization and offering expenses All other organization and offering expenses associated with the sale of the Company’s common stock (excluding selling commissions, dealer manager fees and distribution and stockholder servicing fees) were paid by CCI II Advisors or its affiliates and were reimbursed by the Company up to 2.0% of aggregate gross offering proceeds. A portion of the other organization and offering expenses may be considered to be underwriting compensation. As of September 30, 2016, CCI II Advisors had paid organization and offering expenses in excess of 2.0% of aggregate gross offering proceeds in connection with the Offering. These excess amounts were not included in the condensed consolidated unaudited financial statements of the Company because such amounts were not a liability of the Company as they exceeded 2.0% of gross proceeds from the Offering. Since the Offering was terminated on September 17, 2016, these excess amounts will not be paid. Distribution and stockholder servicing fees The Company pays CCC a distribution and stockholder servicing fee for Class T Shares that is calculated on a daily basis in the amount of 1/365th of 0.8% of the per share NAV of the Class T Shares that were sold in the primary portion of the Offering. The distribution and stockholder servicing fee is paid monthly in arrears from cash flow from operations or, if the Company’s cash flow from operations is not sufficient to pay the distribution and stockholder servicing fee, from borrowings in anticipation of future cash flow. An estimated liability for future distribution and stockholder servicing fees payable to CCC was recognized at the time each Class T Share was sold and included in due to affiliates in the condensed consolidated unaudited balance sheets with a corresponding decrease to capital in excess of par value. The Company will cease paying the distribution and stockholder servicing fee with respect to Class T Shares at the earliest of (i) the end of the month in which the transfer agent, on behalf of the Company, determines that total selling commissions and distribution and stockholder servicing fees paid by a stockholder within his or her individual account would be equal to 7.0% of the stockholder’s total gross investment amount at the time of the purchase of the primary Class T Shares held in such account; (ii) the date on which the aggregate underwriting compensation from all sources equals 10.0% of the gross proceeds from the sale of the Company’s shares in the Offering, excluding shares sold pursuant to the DRIP; (iii) the fifth anniversary of the last day of the month in which the Offering (excluding the offering of shares pursuant to the DRIP) terminates; (iv) the date such Class T Share is no longer outstanding; and (v) the date the Company effects a liquidity event. CCC may, in its discretion, reallow to participating broker-dealers all or a portion of the distribution and stockholder servicing fee for services that such participating broker-dealers perform. No distribution and stockholder servicing fees are paid to CCC or other participating broker-dealers with respect to shares sold pursuant to the DRIP. Acquisition fees and expenses The Company pays CCI II Advisors or its affiliates acquisition fees of up to 2.0% of: (i) the contract purchase price of each property or asset the Company acquires; (ii) the amount paid in respect of the development, construction or improvement of each asset the Company acquires; (iii) the purchase price of any loan the Company acquires; and (iv) the principal amount of any loan the Company originates. In addition, the Company reimburses CCI II Advisors or its affiliates for acquisition-related expenses incurred in the process of acquiring a property or the origination or acquisition of a loan, so long as the total acquisition fees and expenses relating to the transaction do not exceed 6.0% of the contract purchase price. Advisory fees and expenses The Company pays CCI II Advisors a monthly advisory fee based upon the Company’s monthly average invested assets, which, for those assets acquired prior to March 1, 2016, is based on the estimated market value of such assets used to determine the Company’s per share NAV, as discussed in Note 1 — Organization and Business, and for those assets acquired subsequent to March 1, 2016, is based on the purchase price. The monthly advisory fee is equal to the following amounts: (i) an annualized rate of 0.75% paid on the Company’s average invested assets that are between $0 to $2.0 billion; (ii) an annualized rate of 0.70% paid on the Company’s average invested assets that are between $2.0 billion and $4.0 billion; and (iii) an annualized rate of 0.65% paid on the Company’s average invested assets that are over $4.0 billion. Operating expenses The Company reimburses CCI II Advisors or its affiliates for the operating expenses they paid or incurred in connection with the services provided to the Company, subject to the limitation that the Company will not reimburse CCI II Advisors or its affiliates for any amount by which the operating expenses (including the advisory fee) at the end of the four preceding fiscal quarters exceed the greater of (i) 2.0% of average invested assets, or (ii) 25.0% of net income, other than any additions to reserves for depreciation, bad debts or other similar non-cash reserves and excluding any gain from the sale of assets for that period. The Company will not reimburse CCI II Advisors or its affiliates for personnel costs in connection with the services for which CCI II Advisors or its affiliates receive acquisition or disposition fees. Disposition fees If CCI II Advisors or its affiliates provide a substantial amount of services (as determined by a majority of the Company’s independent directors) in connection with the sale of one or more properties (or the Company’s entire portfolio), the Company will pay CCI II Advisors or its affiliates a disposition fee in an amount equal to up to one-half of the real estate or brokerage commission paid by the Company to third parties on the sale of such properties, not to exceed 1.0% of the contract price of the properties sold; provided, however, in no event may the total disposition fees paid to CCI II Advisors, its affiliates, and unaffiliated third parties, exceed the lesser of the customary competitive real estate commission or an amount equal to 6.0% of the contract sales price. In addition, if CCI II Advisors or its affiliates provides a substantial amount of services (as determined by a majority of the Company’s independent directors) in connection with the sale of one or more assets other than properties, the Company may separately compensate CCI II Advisors or its affiliates at such rates and in such amounts as the Board, including a majority of the Company’s independent directors, and CCI II Advisors agree upon, not to exceed an amount equal to 1.0% of the contract price of the assets sold. During the three and nine months ended September 30, 2016 and 2015, no disposition fees were incurred for any such services provided by CCI II Advisors or its affiliates. Subordinated performance fees If the Company is sold or its assets are liquidated, CCI II Advisors will be entitled to receive a subordinated performance fee equal to 15.0% of the net sale proceeds remaining after investors have received, from regular distributions plus special distributions paid from proceeds of such sale, a return of their net capital invested and an 8.0% annual cumulative, non-compounded return. Alternatively, if the Company’s shares are listed on a national securities exchange, CCI II Advisors will be entitled to a subordinated performance fee equal to 15.0% of the amount by which the market value of the Company’s outstanding stock plus all distributions paid by the Company prior to listing exceeds the sum of the total amount of capital raised from investors and the amount of distributions necessary to generate an 8.0% annual cumulative, non-compounded return to investors. As an additional alternative, upon termination of the advisory agreement, CCI II Advisors may be entitled to a subordinated performance fee similar to the fee to which it would have been entitled had the portfolio been liquidated (based on an independent appraised value of the portfolio) on the date of termination. During the three and nine months ended September 30, 2016 and 2015, no subordinated performance fees were incurred related to any such events. The Company incurred commissions, fees and expense reimbursements as shown in the table below for services provided by CCI II Advisors and its affiliates related to the services described above during the periods indicated (in thousands):
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Due to Affiliates As of September 30, 2016, $2.6 million was recorded for services and expenses incurred, but not yet reimbursed to CCI II Advisors, or its affiliates, and the estimated liability for future distribution and stockholder servicing fees payable to CCC. The amount is primarily for advisory and operating fees and expenses and distribution and stockholder servicing fees. As of December 31, 2015, $1.5 million had been incurred by CCI II Advisors, or its affiliates, primarily for advisory, operating and acquisition-related expenses, but had not yet been reimbursed by the Company. These amounts were included in due to affiliates in the condensed consolidated unaudited balance sheets for such periods. Transactions The Company incurred $197,000 and $542,000 of interest expense related to the Series C Loan during the nine months ended September 30, 2016 and 2015, respectively. The Series C Loan matured on June 30, 2016. |
Economic Dependency |
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Sep. 30, 2016 | |
Economic Dependency [Abstract] | |
ECONOMIC DEPENDENCY | ECONOMIC DEPENDENCY Under various agreements, the Company has engaged or will engage CCI II Advisors or its affiliates to provide certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, the sale of shares of the Company’s common stock available for issuance, as well as other administrative responsibilities for the Company including accounting services and investor relations. As a result of these relationships, the Company is dependent upon CCI II Advisors or its affiliates. In the event that these companies are unable to provide the Company with these services, the Company would be required to find alternative providers of these services. |
Subsequent Events |
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Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Issuance of Shares of Common Stock in the DRIP Offering The Company continues to issue shares of common stock in the DRIP Offering. Through November 7, 2016, the Company had received gross offering proceeds of $3.7 million ($3.6 million in Class A Shares and $136,000 in Class T Shares) through the issuance of approximately 372,000 shares (359,000 Class A Shares and 13,000 Class T Shares) pursuant to the DRIP Offering. Redemption of Shares of Common Stock Subsequent to September 30, 2016, the Company redeemed approximately 180,000 shares for $1.8 million at an average per share price of $9.76 pursuant to the Company’s share redemption program. Investment in Real Estate Assets During the period subsequent to September 30, 2016 through November 7, 2016, the Company acquired one industrial property for a purchase price of $32.0 million. Acquisition-related expenses totaling $719,000 were expensed as incurred. The Company has not completed its initial purchase price allocation with respect to this property and therefore cannot provide similar disclosures to those included in Note 4 — Real Estate Investments in these consolidated financial statements for this property. |
Summary of Significant Accounting Policies (Policies) |
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Sep. 30, 2016 | |||||||||||
Accounting Policies [Abstract] | |||||||||||
Basis of Presentation | The condensed consolidated unaudited financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC regarding interim financial reporting, including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the statements for the interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the results for such periods. Results for these interim periods are not necessarily indicative of full year results. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2015, and related notes thereto set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The condensed consolidated unaudited financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q. |
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Principles of Consolidation | The condensed consolidated unaudited financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
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Reclassifications | Certain amounts in the Company’s prior period condensed consolidated unaudited financial statements have been reclassified to conform to the current period presentation. The Company has chosen to combine depreciation of $4.1 million and $11.4 million and amortization of $1.8 million and $5.1 million for the three and nine months ended September 30, 2015, respectively, into the line item depreciation and amortization in the condensed consolidated unaudited statements of operations. In addition, the Company has chosen to combine depreciation of $11.4 million and amortization of intangible lease assets and below-market lease intangibles, net of $4.7 million for the nine months ended September 30, 2015 into the line item depreciation and amortization, net in the condensed consolidated unaudited statements of cash flows. These reclassifications had no effect on previously reported totals or subtotals. |
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Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated unaudited financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
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Real Estate Investments, Recoverability of Real Estate Assets, and Assets Held for Sale | Real estate assets are stated at cost, less accumulated depreciation and amortization. Amounts capitalized to real estate assets consist of the cost of acquisition, construction and any tenant improvements, major improvements and betterments that extend the useful life of the real estate assets and leasing costs. All acquisition-related expenses, repairs and maintenance are expensed as incurred. The Company considers the period of future benefit of each respective asset to determine the appropriate useful life. The estimated useful lives of the Company’s real estate assets by class are generally as follows:
Recoverability of Real Estate Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable. Impairment indicators that the Company considers include, but are not limited to, bankruptcy or other credit concerns of a property’s major tenant, such as a history of late payments, rental concessions and other factors, a significant decrease in a property’s revenues due to lease terminations, vacancies, co-tenancy clauses, reduced lease rates, or other circumstances. When indicators of potential impairment are present, the Company assesses the recoverability of the assets by determining whether the carrying amount of the assets will be recovered through the undiscounted future cash flows expected from the use of the assets and their eventual disposition. In the event that such expected undiscounted future cash flows do not exceed the carrying amount, the Company will adjust the real estate assets to their respective fair values and recognize an impairment loss. Generally, fair value will be determined using a discounted cash flow analysis and recent comparable sales transactions. No impairment indicators were identified and no impairment losses were recorded during the nine months ended September 30, 2016 or 2015. Assets Held for Sale When a real estate asset is identified by the Company as held for sale, the Company will cease depreciation and amortization of the assets related to the property and estimate the fair value, net of selling costs. If, in management’s opinion, the fair value, net of selling costs, of the asset is less than the carrying amount of the asset, an adjustment to the carrying amount would be recorded to reflect the estimated fair value of the property, net of selling costs. There were no assets identified as held for sale as of September 30, 2016 or December 31, 2015. |
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Allocation of Purchase Price of Real Estate Assets | Upon the acquisition of real properties, the Company allocates the purchase price to acquired tangible assets, consisting of land, buildings and improvements, and to identified intangible assets and liabilities, consisting of the value of above- and below-market leases and the value of in-place leases, based in each case on their respective fair values. Acquisition-related expenses are expensed as incurred. The Company utilizes independent appraisals to assist in the determination of the fair values of the tangible assets of an acquired property (which includes land and buildings). The information in the appraisal, along with any additional information available to the Company’s management, is used in estimating the amount of the purchase price that is allocated to land. Other information in the appraisal, such as building value and market rents, may be used by the Company’s management in estimating the allocation of purchase price to the building and to intangible lease assets and liabilities. The appraisal firm has no involvement in management’s allocation decisions other than providing this market information. The determination of the fair values of the real estate assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, capitalization and discount rates, interest rates and other variables. The use of alternative estimates may result in a different allocation of the Company’s purchase price, which could materially impact the Company’s results of operations. |
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Restricted Cash | The Company had $586,000 and $1.5 million in restricted cash as of September 30, 2016 and December 31, 2015, respectively. Included in restricted cash was $477,000 and $1.3 million held by lenders in lockbox accounts as of September 30, 2016 and December 31, 2015, respectively. As part of certain debt agreements, rent from certain of the Company’s tenants is deposited directly into a lockbox account, from which the monthly debt service payments are disbursed to the lender and the excess funds are then disbursed to the Company. Restricted cash included $109,000 and $76,000 held by a lender in an escrow account for a certain property in accordance with the associated loan agreement as of September 30, 2016 and December 31, 2015, respectively. In addition, restricted cash included $238,000 of escrowed investor proceeds for which shares of common stock had not been issued as of December 31, 2015. There were no such proceeds as of September 30, 2016 |
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Distribution and Stockholder Servicing Fees | The Company pays CCC a distribution and stockholder servicing fee for Class T Shares that is calculated on a daily basis in the amount of 1/365th of 0.8% of the per share NAV of the Class T Shares that were sold in the primary portion of the Offering. The distribution and stockholder servicing fee is paid monthly in arrears. An estimated liability for future distribution and stockholder servicing fees payable to CCC was recognized at the time each Class T Share was sold and included in due to affiliates in the condensed consolidated unaudited balance sheets with a corresponding decrease to capital in excess of par value. |
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Revenue Recognition | Certain properties have leases where minimum rental payments increase during the term of the lease. The Company records rental income for the full term of each lease on a straight-line basis when earned and collectability is reasonably assured. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purpose of this calculation. The Company defers the recognition of contingent rental income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved. Expected reimbursements from tenants for recoverable real estate taxes and operating expenses are included in tenant reimbursement income in the period when such costs are incurred. The Company continually reviews receivables related to rent, including any unbilled straight-line rent, and determines collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in the allowance for uncollectible accounts. As of September 30, 2016 and December 31, 2015, the Company did not have an allowance for uncollectible accounts. |
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Earnings per Share | We have two classes of common stock. Accordingly, we utilize the two-class method to determine our earnings per share, which results in different earnings per share for each of the classes. Under the two-class method, earnings per share of each class of common stock are computed by dividing the sum of the distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares for each class of common stock for the respective period. The distributed earnings to Class T Share common stockholders represents distributions declared less the distribution and stockholder servicing fees. Diluted income (loss) per share considers the effect of any potentially dilutive share equivalents, of which the Company had none for each of the three and nine months ended September 30, 2016 or 2015. |
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Recent Accounting Pronouncements | Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers — The requirements were amended to remove inconsistencies in revenue requirements and to provide a more complete framework for addressing revenue issues across a broad range of industries and transaction types. The revised standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised standard also clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract to a customer. These provisions are effective January 1, 2018, and are to be applied retrospectively, with early adoption permitted for periods beginning after December 15, 2016 and interim periods thereafter. The Company has identified its revenue streams and is in the process of evaluating the impact on its consolidated financial statements and internal accounting processes; however, as the majority of the Company’s revenue is derived from real estate lease contracts, as discussed in relation to ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”), the Company does not expect that the adoption of ASU 2014-09 or related amendments and modifications issued by the Financial Accounting Standards Board (the “FASB”) will have a material impact on its consolidated financial statements. From time to time, new accounting pronouncements are issued by various standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company is currently evaluating the effect that certain of these new accounting requirements may have on the Company’s accounting and related reporting and disclosures in the Company’s consolidated financial statements: ASU No. 2016-01, Financial Instruments (Subtopic 825-10) — The amendments in this update require all equity investments to be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under the equity method of accounting or those that result in consolidation of the investee). The amendments in this update also require an entity to present separately in other comprehensive income (loss), the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. In addition, the amendments in this update require separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the consolidated balance sheets or the accompanying notes to the consolidated financial statements. The amendments in this update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. In February 2016, the FASB issued ASU 2016-02, which replaces the existing guidance in Accounting Standards Codification 840, Leases (Topic 842). ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as either finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the ROU asset, and for operating leases, the lessee would recognize a straight-line total lease expense. The provisions of ASU 2016-02 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 and are required to be applied on a modified retrospective approach. Early adoption is permitted. ASU No. 2016-05, Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships — The amendments in this update clarify that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require de-designation of that hedging relationship, provided that all other hedge accounting criteria continue to be met. These provisions are effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) (“ASU 2016-13”). ASU 2016-13 requires more timely recording of credit losses on loans and other financial instruments that are not accounted for at fair value through net income, including loans held for investment, held-to-maturity debt securities, trade and other receivables, net investment in leases and other such commitments. ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The amendments in ASU 2016-13 require the Company to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets and eliminates the “incurred loss” methodology in current GAAP. ASU 2016-13 is effective for fiscal years, and interim periods within, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2018. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”), which is intended to address diversity in practice related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in ASU 2016-15 address eight specific cash flow issues as well as application of the predominance principle (dependence on predominant source or use of receipt or payment) and are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. |
Summary of Significant Accounting Policies (Tables) |
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Accounting Policies [Abstract] | |||||||||||
Investment in and valuation of real estate and related assets | The estimated useful lives of the Company’s real estate assets by class are generally as follows:
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Fair Value Measurements (Tables) |
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Schedule of the fair value of the company's financial assets and liabilities | In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of September 30, 2016 and as of December 31, 2015 (in thousands):
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Real Estate Investments (Tables) |
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Sep. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property Acquisitions, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of preliminary purchase price allocation | The following table summarizes the preliminary purchase price allocation for acquisitions purchased during the nine months ended September 30, 2016 (in thousands):
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Schedule of estimated revenue and net loss, on a pro forma basis | The following table summarizes selected financial information of the Company as if all of the 2016 Acquisitions were completed on January 1, 2015 for each period presented below. The table below presents the Company’s estimated revenue and net income, on a pro forma basis, for the three and nine months ended September 30, 2016 and 2015, respectively (in thousands):
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Property Acquisitions, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of preliminary purchase price allocation | The following table summarizes the purchase price allocation for acquisitions purchased during the nine months ended September 30, 2015 (in thousands):
|
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Schedule of estimated revenue and net loss, on a pro forma basis | The following table summarizes selected financial information of the Company as if the 2015 Acquisitions were completed on January 13, 2014, the date the Company commenced principal operations. The table below presents the Company’s estimated revenue and net income (loss), on a pro forma basis, for the three and nine months ended September 30, 2015, the three months ended September 30, 2014 and the period from January 13, 2014 to September 30, 2014, respectively (in thousands):
|
Derivative Instruments and Hedging Activities (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of derivative instruments | The following table summarizes the terms of the Company’s executed interest rate swap agreements designated as hedging instruments as of September 30, 2016 and December 31, 2015 (in thousands):
______________________ (1) The interest rates consist of the underlying index swapped to a fixed rate and the applicable interest rate spread as of September 30, 2016. (2) As of December 31, 2015, one of the interest rate swaps with an outstanding notional amount of $200.0 million was in an asset position with a fair value balance of $591,000 and is included in prepaid expenses, property escrow deposits and other assets in the accompanying condensed consolidated unaudited balance sheets, as of December 31, 2015. |
Notes Payable and Credit Facility (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of debt | The following table summarizes the debt balances as of December 31, 2015 and September 30, 2016 and the debt activity for the nine months ended September 30, 2016 (in thousands):
______________________
|
Supplemental Cash Flow Disclosures (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental Cash Flow Elements [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental cash flow disclosures | Supplemental cash flow disclosures for the nine months ended September 30, 2016 and 2015 are as follows (in thousands):
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Related-Party Transactions and Arrangements (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of related party transactions | The Company incurred commissions, fees and expense reimbursements as shown in the table below for services provided by CCI II Advisors and its affiliates related to the services described above during the periods indicated (in thousands):
______________________
|
Organization and Business (Real Estate) (Details) ft² in Millions |
Sep. 30, 2016
ft²
states
property
|
---|---|
Real Estate Properties [Line Items] | |
Number of states in which entity operates | states | 18 |
Percentage of rentable space leased | 100.00% |
Consolidated properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties | property | 32 |
Net rentable area (in square feet) | ft² | 10.4 |
Summary of Significant Accounting Policies (Reclassifications) (Details) - USD ($) $ in Millions |
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2015 |
Sep. 30, 2015 |
|
Accounting Policies [Abstract] | ||
Depreciation | $ 4.1 | $ 11.4 |
Amortization | $ 1.8 | 5.1 |
Amortization of intangible assets and below market intangibles, net | $ 4.7 |
Summary of Significant Accounting Policies (Real Estate) (Details) - USD ($) |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Dec. 31, 2015 |
|
Real Estate Properties [Line Items] | |||
Impairment | $ 0 | $ 0 | |
Assets held for sale | $ 0 | $ 0 | |
Building | |||
Real Estate Properties [Line Items] | |||
Acquired real estate asset, useful life (in years) | 40 years |
Summary of Significant Accounting Policies (Restricted Cash) (Details) - USD ($) |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 586,000 | $ 1,540,000 |
Lockbox Accounts | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 477,000 | 1,300,000 |
Escrow Accounts | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 109,000 | 76,000 |
Escrowed Investor Proceeds | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 0 | $ 238,000 |
Summary of Significant Accounting Policies (Distribution and Stockholder Servicing Fees, Revenue Recognition and Earnings per Share) (Details) |
3 Months Ended | 9 Months Ended | |||
---|---|---|---|---|---|
Sep. 30, 2016
USD ($)
class_of_stock
shares
|
Sep. 30, 2015
shares
|
Sep. 30, 2016
USD ($)
class_of_stock
shares
|
Sep. 30, 2015
shares
|
Dec. 31, 2015
USD ($)
|
|
Revenue Recognition | |||||
Allowance for doubtful accounts | $ | $ 0 | $ 0 | $ 0 | ||
Earnings Per Share | |||||
Classes of common stock | class_of_stock | 2 | 2 | |||
Weighted average number diluted shares outstanding adjustment (in shares) | shares | 0 | 0 | 0 | 0 | |
Advisors | Class T Common Stock | |||||
Distribution and Stockholder Servicing Fees | |||||
Distribution and stockholder servicing fee calculated on daily basis, percent | 0.00219% |
Fair Value Measurements (Narrative) (Details) - Significant Other Observable Inputs (Level 2) - Affiliated entity - USD ($) $ in Millions |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Estimate of fair value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | $ 505.8 | $ 549.9 |
Carrying (reported) amount, fair value disclosure | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | $ 495.5 | $ 546.3 |
Fair Value Measurements (Schedule of Fair Value Assets and Liabilities) (Details) - Interest Rate Swap - Fair Value, Measurements, Recurring - USD ($) $ in Thousands |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liability | $ (4,020) | $ (306) |
Financial asset | 591 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liability | 0 | 0 |
Financial asset | 0 | |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liability | (4,020) | (306) |
Financial asset | 591 | |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liability | $ 0 | 0 |
Financial asset | $ 0 |
Real Estate Investments (Schedule of Preliminary Purchase Price Allocation) (Details) - USD ($) $ in Thousands |
Sep. 30, 2016 |
Sep. 30, 2015 |
---|---|---|
Property Acquisitions, 2016 | ||
Business Acquisition [Line Items] | ||
Land | $ 17,176 | |
Buildings and improvements | 119,030 | |
Total purchase price | 144,068 | |
Property Acquisitions, 2015 | ||
Business Acquisition [Line Items] | ||
Land | $ 12,731 | |
Buildings and improvements | 150,235 | |
Total purchase price | 178,458 | |
Acquired in-place leases | Property Acquisitions, 2016 | ||
Business Acquisition [Line Items] | ||
Acquired in-place leases | $ 7,862 | |
Acquired in-place leases | Property Acquisitions, 2015 | ||
Business Acquisition [Line Items] | ||
Acquired in-place leases | $ 15,492 |
Real Estate Investments (Schedule of Pro Forma Revenue and Losses) (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||||
---|---|---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2014 |
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2014 |
|
Property Acquisitions, 2016 | ||||||
Business Acquisition [Line Items] | ||||||
Revenue | $ 22,200 | $ 17,619 | $ 67,726 | $ 62,570 | ||
Net income (loss) | $ 1,705 | (2,443) | $ 7,168 | 10,651 | ||
Property Acquisitions, 2015 | ||||||
Business Acquisition [Line Items] | ||||||
Revenue | 16,813 | $ 8,783 | 62,713 | $ 17,056 | ||
Net income (loss) | $ 507 | $ (547) | $ 11,360 | $ (8,219) |
Real Estate Investments (Assignment of Purchase and Sales Agreement) (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Business Combinations [Abstract] | ||||
Assignment fee income | $ 0 | $ 0 | $ 0 | $ 12,767 |
Assignment fee transaction expenses | $ 520 |
Derivative Instruments and Hedging Activities (Schedule of derivative instruments) (Details) - Cash Flow Hedging - Interest Rate Swap $ in Thousands |
Sep. 30, 2016
USD ($)
|
Dec. 31, 2015
USD ($)
derivative
|
---|---|---|
Derivative Liabilities, Deferred Rental Income and Other Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Outstanding notional amount | $ 254,070 | |
Fair value of liabilities | $ (4,020) | $ (306) |
Property Escrow Deposits, Prepaid Expenses and Other Assets | ||
Derivatives, Fair Value [Line Items] | ||
Outstanding notional amount | $ 200,000 | |
Derivative instrument held in asset position (in derivatives) | derivative | 1 | |
Fair value of assets | $ 591 | |
Minimum | Derivative Liabilities, Deferred Rental Income and Other Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate (percentage) | 3.30% | |
Maximum | Derivative Liabilities, Deferred Rental Income and Other Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate (percentage) | 3.80% |
Derivative Instruments and Hedging Activities (Narrative) (Details) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016
USD ($)
|
Sep. 30, 2015
USD ($)
|
Sep. 30, 2016
USD ($)
derivative
|
Sep. 30, 2015
USD ($)
|
|
Derivative [Line Items] | ||||
Amount of loss reclassified from other comprehensive loss into income as interest expense | $ 561,000 | $ 752,000 | $ 1,755,000 | $ 1,837,000 |
Portion of change in fair value of derivative considered ineffective | $ 0 | $ 0 | ||
Interest Rate Swap | Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Derivative agreement entered during period (in derivatives) | derivative | 0 | |||
Interest rate cash flow hedge loss to be reclassified during next twelve months | 1,800,000 | $ 1,800,000 | ||
Amount required to settle obligation in case of default | $ 4,200,000 | $ 4,200,000 |
Notes Payable and Credit Facility (Fixed Rate Debt) (Details) - USD ($) $ in Thousands |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Debt Instrument [Line Items] | ||
Debt outstanding | $ 495,545 | $ 546,314 |
Debt, weighted average interest rate (percentage) | 4.00% | |
Fixed Rate Debt | ||
Debt Instrument [Line Items] | ||
Debt outstanding | $ 295,545 | 238,565 |
Debt, weighted average interest rate (percentage) | 4.10% | |
Net real estate assets securing the debt | $ 488,600 | |
Variable Rate Debt | ||
Debt Instrument [Line Items] | ||
Debt outstanding | $ 0 | $ 9,787 |
Minimum | Fixed Rate Debt | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.29% | |
Maximum | Fixed Rate Debt | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.766% | |
Interest Rate Swap | Variable Rate Debt | ||
Debt Instrument [Line Items] | ||
Debt outstanding | $ 54,100 |
Notes Payable and Credit Facility (Freeport Loan) (Details) - USD ($) |
Sep. 30, 2016 |
Feb. 05, 2016 |
Jan. 27, 2016 |
Dec. 31, 2015 |
---|---|---|---|---|
Debt Instrument [Line Items] | ||||
Percentage of rentable space leased | 100.00% | |||
Line of credit outstanding | $ 492,972,000 | $ 514,094,000 | ||
Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Percentage of rentable space leased | 99.00% | |||
Principal amount | $ 71,500,000.0 | |||
Letter of Credit [Member] | Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit outstanding | $ 4,900,000 |
Notes Payable and Credit Facility (Series C Loan) (Details) - USD ($) |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Debt Instrument [Line Items] | ||
Debt outstanding | $ 495,545,000 | $ 546,314,000 |
Line of credit | ||
Debt Instrument [Line Items] | ||
Debt outstanding | 200,000,000 | $ 267,962,000 |
Revolving credit facility | Line of credit | Affiliated line of credit, Series C, LLC loan | ||
Debt Instrument [Line Items] | ||
Debt outstanding | 0 | |
Line of credit facility, current borrowing capacity | $ 30,000,000 |
Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Dec. 31, 2015 |
|
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | |||
Distributions declared and unpaid | $ 3,422 | $ 1,770 | $ 2,158 |
Escrow deposit due to affiliate on real estate investments | 0 | 7,503 | |
Accrued capital expenditures | 0 | 1,809 | |
Change in fair value of interest rate swaps | (4,305) | (2,611) | |
Common stock issued through distribution reinvestment plan | 13,267 | 7,441 | |
Related Party Transaction [Line Items] | |||
Due to affiliates | 2,585 | $ 1,510 | |
Supplemental Cash Flow Disclosures: | |||
Interest paid | 14,887 | 11,082 | |
Distribution and stockholder servicing fees | |||
Related Party Transaction [Line Items] | |||
Due to affiliates | $ 988 | $ 0 |
Commitments and Contingencies (Details) - Real Estate Investments Purchase Commitments $ in Thousands |
9 Months Ended |
---|---|
Sep. 30, 2016
USD ($)
agreement
property
| |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Number of purchase commitments | agreement | 2 |
Number of businesses to be acquired (in properties) | property | 2 |
Aggregate purchase price | $ 53,600 |
Escrow deposit, property acquisition | $ 716 |
Related-Party Transactions and Arrangements (Selling commissions and dealer manager fees) (Details) - Dealer manager |
Sep. 30, 2016 |
---|---|
Selling commissions | |
Related Party Transaction [Line Items] | |
Percentage of expense reallowed | 100.00% |
Class A Common Stock | Dealer manager fees | |
Related Party Transaction [Line Items] | |
Commissions percentage on stock sales and related dealer manager fees | 2.00% |
Class A Common Stock | Maximum | Selling commissions | |
Related Party Transaction [Line Items] | |
Commissions percentage on stock sales and related dealer manager fees | 7.00% |
Class T Common Stock | Dealer manager fees | |
Related Party Transaction [Line Items] | |
Commissions percentage on stock sales and related dealer manager fees | 2.00% |
Class T Common Stock | Maximum | Selling commissions | |
Related Party Transaction [Line Items] | |
Commissions percentage on stock sales and related dealer manager fees | 3.00% |
Related-Party Transactions and Arrangements (Other organization and offering expenses) (Details) |
Sep. 30, 2016 |
---|---|
Maximum | Advisors | Other organization and offering costs | |
Related Party Transaction [Line Items] | |
Organization and offering expense limit percentage | 2.00% |
Related-Party Transactions and Arrangements (Distribution and stockholder servicing fees) (Details) - Advisors |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Distribution and stockholder servicing fees | |
Related Party Transaction [Line Items] | |
Distribution and servicing fee, termination of payments threshold, percentage of total gross investment | 7.00% |
Distribution and servicing fee, termination of payments threshold, percentage gross proceeds from shares in offering | 10.00% |
Class T Common Stock | |
Related Party Transaction [Line Items] | |
Distribution and stockholder servicing fee calculated on daily basis, percent | 0.00219% |
Related-Party Transactions and Arrangements (Acquisition fees and expenses) (Details) - Maximum - Advisors - Acquisition fees and expenses |
Sep. 30, 2016 |
---|---|
Related Party Transaction [Line Items] | |
Acquisition fees and expenses (percentage) | 2.00% |
Acquisition fees and expenses reimbursed (percentage) | 6.00% |
Related-Party Transactions and Arrangements (Operating expenses) (Details) - Minimum - Advisors |
Sep. 30, 2016 |
---|---|
Related Party Transaction [Line Items] | |
Operating expense reimbursement percentage of average invested assets | 2.00% |
Operating expense reimbursement percentage of net income | 25.00% |
Related-Party Transactions and Arrangements (Disposition fees) (Details) - Advisors - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Property sales commission | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees percent | 1.00% | 1.00% | ||
Related party transaction, expenses from transactions with related party | $ 0 | $ 0 | $ 0 | $ 0 |
Maximum | Property portfolio | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees percent | 6.00% | 6.00% | ||
Maximum | Brokerage commission fee | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees percent | 50.00% | 50.00% |
Related-Party Transactions and Arrangements (Subordinated performance fees) (Details) - Advisors - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Related Party Transaction [Line Items] | ||||
Cumulative noncompounded annual return | 8.00% | 8.00% | ||
Subordinated Performance Fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | $ 0 | $ 0 | $ 0 | $ 0 |
Subordinate Performance Fees On Event of Sale of Company | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees percent | 15.00% | 15.00% | ||
Subordinate Performance Fees For Listing | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees percent | 15.00% | 15.00% |
Related-Party Transactions and Arrangements (Due to Affiliates and Transactions) (Details) - USD ($) $ in Thousands |
Sep. 30, 2016 |
Dec. 31, 2015 |
Sep. 30, 2015 |
---|---|---|---|
Related Party Transaction [Line Items] | |||
Due to affiliates | $ 2,585 | $ 1,510 | |
Advisors | |||
Related Party Transaction [Line Items] | |||
Due to affiliates | 2,600 | $ 1,500 | |
Series C, Llc | Line of credit | Revolving credit facility | Affiliated line of credit, Series C, LLC loan | |||
Related Party Transaction [Line Items] | |||
Interest expense | $ 197 | $ 542 |
Subsequent Events (Issuance of Shares of Common Stock in the DRIP Offering) (Details) - USD ($) $ in Thousands |
1 Months Ended | 9 Months Ended | |
---|---|---|---|
Nov. 07, 2016 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Subsequent Event [Line Items] | |||
Gross offering proceeds | $ 247,754 | $ 93,520 | |
Class A Common Stock | Common Stock | |||
Subsequent Event [Line Items] | |||
Issuance of common stock (in shares) | 22,932,911 | ||
Class T Common Stock | Common Stock | |||
Subsequent Event [Line Items] | |||
Issuance of common stock (in shares) | 2,427,142 | ||
Subsequent event | DRIP | Common Stock | |||
Subsequent Event [Line Items] | |||
Gross offering proceeds | $ 3,700 | ||
Issuance of common stock (in shares) | 372,000 | ||
Subsequent event | DRIP | Class A Common Stock | Common Stock | |||
Subsequent Event [Line Items] | |||
Gross offering proceeds | $ 3,600 | ||
Issuance of common stock (in shares) | 359,000 | ||
Subsequent event | DRIP | Class T Common Stock | Common Stock | |||
Subsequent Event [Line Items] | |||
Gross offering proceeds | $ 136 | ||
Issuance of common stock (in shares) | 13,000 |
Subsequent Events (Redemption of Shares of Common Stock) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands |
1 Months Ended | 9 Months Ended |
---|---|---|
Nov. 09, 2016 |
Sep. 30, 2016 |
|
Subsequent Event [Line Items] | ||
Redemption of stock | $ 3,581 | |
Subsequent event | ||
Subsequent Event [Line Items] | ||
Redemption of stock (in shares) | 180 | |
Redemption of stock | $ 1,800 | |
Redemption of stock (in dollars per share) | $ 9.76 |
Subsequent Events (Investment in Real Estate Assets ) (Details) $ in Thousands |
1 Months Ended | 3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|---|
Nov. 07, 2016
USD ($)
property
|
Sep. 30, 2016
USD ($)
|
Sep. 30, 2015
USD ($)
|
Sep. 30, 2016
USD ($)
|
Sep. 30, 2015
USD ($)
|
|
Subsequent Event [Line Items] | |||||
Acquisition-related | $ 177 | $ 4,161 | $ 3,487 | $ 4,806 | |
Subsequent event | Acquisitions, Subsequent Period | |||||
Subsequent Event [Line Items] | |||||
Number of businesses acquired (in properties) | property | 1 | ||||
Aggregate purchase price | $ 32,000 | ||||
Acquisition-related | $ 719 |
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