UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  For the quarterly period ended June 30, 2019March 31, 2020
   
or
   
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  
For the transition period from                     to                       

Commission File Number: 000-54970
cpa18logoa01a01a37.jpg
CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
(Exact name of registrant as specified in its charter)
Maryland 90-0885534
(State of incorporation) (I.R.S. Employer Identification No.)
   
50 Rockefeller Plaza  
New York, New York 10020
(Address of principal executive offices) (Zip Code)
Investor Relations (212) 492-8920
(212) 492-1100
(Registrant’s telephone numbers, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer o
Accelerated filer o
Non-accelerated filer þ
   
Smaller reporting company o
Emerging growth company o
 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

Registrant has 117,057,009118,621,016 shares of Class A common stock, $0.001 par value, and 32,296,11332,549,043 shares of Class C common stock, $0.001 par value, outstanding at August 2, 2019.May 8, 2020.



INDEX
  Page No.
PART I — FINANCIAL INFORMATION 
Item 1. Financial Statements (Unaudited) 
 
 
 
 
 
  
PART II — OTHER INFORMATION 
Item 1A. Risk Factors
Item 6.Exhibits

Forward-Looking Statements

This Quarterly Report on Form 10-Q (this “Report”), including Management’s Discussion and Analysis of Financial Condition and Results of Operations in Item 2 of Part I of this Report, contains forward-looking statements within the meaning of the federal securities laws.

These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. These forward-looking statements include, but are not limited to, statements regarding: our corporate strategy and estimated or future economic performance and results, the timing of any future liquidity event, underlying assumptions about our portfolio (e.g. occupancy rate, lease terms, and tenant credit quality, including our expectations about tenant bankruptcies and interest coverage), expectations about tenant rent collections, potential holding periods for our investments (including possible new acquisitions and dispositions, anddispositions), our international exposure; our future capital expenditure levels, including any plans to fund our future liquidity needs, and future leverage and debt service obligations; statements that we make regarding our ability to remain qualified for taxation as a real estate investment trust (“REIT”); our expectations regarding the impact on our business, tenants, and prospects in light of the outbreak of the novel coronavirus (“COVID-19”) and the various effects in connection therewith, as well as the measures taken to prevent its spread; and the impact of recently issued accounting pronouncements and other regulatory activity.



CPA:18 – Global 3/31/2020 10-Q1


These statements are based on the current expectations of our management. It is important to note that our actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from these forward-looking statements. Other unknown or unpredictable risks or uncertainties, like the risks related to effects of pandemics and global outbreaks of contagious diseases or the fear of such outbreaks, like the current COVID-19 pandemic and those additional factors discussed in reports filed with the SEC by us under the heading “Risk Factors” could also have material adverse effects on our business, financial condition, liquidity, results of operations, Modified funds from operations (“MFFO”), and prospects. You should exercise caution in relying on forward-looking statements as they involve known and unknown risks, uncertainties, and other factors that may materially affect our future results, performance, achievements, or transactions. Information on factors that could impact actual results and cause them to differ from what is anticipated in the forward-looking statements contained herein is included in this Report as well as in our other filings with the Securities and Exchange Commission (“SEC”), including but not limited to those described in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2018,2019, as filed with the SEC on March 13,February 28, 2019 (the “2018“2019 Annual Report”). Moreover, because we operate in a very competitive and rapidly changing environment, new risks are likely to emerge from time to time. Given these risks and uncertainties, shareholders are cautioned not to place undue reliance on these forward-looking statements as a prediction of future results, which speak only as of the date of this Report, unless noted otherwise. Except as required by federal securities laws and the rules and regulations of the SEC, we do not undertake to revise or update any forward-looking statements.

All references to “Notes” throughout the document refer to the footnotes to the condensed consolidated financial statements of the registrant in Part I, Item 1. Financial Statements (Unaudited).



CPA:18 – Global 6/30/20193/31/2020 10-Q 12


PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except share and per share amounts)
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Assets      
Investments in real estate:      
Real estate — Land, buildings and improvements$1,181,517
 $1,210,776
$1,158,497
 $1,200,645
Operating real estate — Land, buildings and improvements506,067
 503,149
505,326
 512,485
Real estate under construction204,288
 152,106
267,044
 235,751
Net investments in direct financing leases41,880
 41,745
30,338
 42,054
In-place lease and other intangible assets293,804
 285,460
276,196
 284,097
Investments in real estate2,227,556
 2,193,236
2,237,401
 2,275,032
Accumulated depreciation and amortization(304,105) (280,608)(335,051) (328,312)
Assets held for sale, net22,857
 23,608
Net investments in real estate1,946,308
 1,936,236
1,902,350
 1,946,720
Cash and cash equivalents160,161
 170,914
104,939
 144,148
Accounts receivable and other assets, net155,370
 197,403
142,255
 143,935
Total assets (a)
$2,261,839
 $2,304,553
$2,149,544
 $2,234,803
Liabilities and Equity      
Non-recourse secured debt, net$1,213,274
 $1,237,427
$1,183,382
 $1,201,913
Accounts payable, accrued expenses and other liabilities136,623
 132,065
141,899
 147,098
Due to affiliates12,429
 16,827
9,486
 11,376
Distributions payable22,540
 22,264
22,844
 22,745
Total liabilities (a)
1,384,866
 1,408,583
1,357,611
 1,383,132
Commitments and contingencies (Note 10)

 

 
      
Preferred stock, $0.001 par value; 50,000,000 shares authorized; none issued
 

 
Class A common stock, $0.001 par value; 320,000,000 shares authorized; 116,033,328 and 114,589,333 shares, respectively, issued and outstanding115
 114
Class C common stock, $0.001 par value; 80,000,000 shares authorized; 32,002,614 and 31,641,265 shares, respectively, issued and outstanding32
 32
Class A common stock, $0.001 par value; 320,000,000 shares authorized; 117,627,430 and 117,179,578 shares, respectively, issued and outstanding117
 117
Class C common stock, $0.001 par value; 80,000,000 shares authorized; 32,263,611 and 32,238,513 shares, respectively, issued and outstanding32
 32
Additional paid-in capital1,306,923
 1,290,888
1,323,827
 1,319,584
Distributions and accumulated losses(439,622) (411,464)(508,253) (470,326)
Accumulated other comprehensive loss(53,559) (50,593)(79,912) (56,535)
Total stockholders’ equity813,889
 828,977
735,811
 792,872
Noncontrolling interests63,084
 66,993
56,122
 58,799
Total equity876,973
 895,970
791,933
 851,671
Total liabilities and equity$2,261,839
 $2,304,553
$2,149,544
 $2,234,803
__________
(a)
See Note 2 for details related to variable interest entities (“VIEs”).

See Notes to Condensed Consolidated Financial Statements.


CPA:18 – Global 6/30/20193/31/2020 10-Q 23


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except share and per share amounts)
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019
2018 2019 20182020
2019
Revenues          
Lease revenues — net-leased$30,109
 $33,092
 $61,023
 $65,889
$22,361
 $30,914
Lease revenues — operating real estate17,297
 19,511
 34,562
 38,544
17,943
 17,265
Other operating and interest income1,621
 2,800
 3,736
 5,405
2,576
 2,115
49,027

55,403
 99,321
 109,838
42,880

50,294
Operating Expenses          
Depreciation and amortization17,180
 16,892
 32,552
 34,524
14,530
 15,372
Property expenses8,126
 10,190
 16,801
 20,024
Operating real estate expenses6,615
 8,220
 13,081
 16,379
6,724
 6,466
Property expenses, excluding reimbursable tenant costs5,084
 4,651
Allowance for credit losses4,865
 
Reimbursable tenant costs3,128
 4,024
General and administrative2,100
 1,817
 3,859
 3,462
1,897
 1,759
34,021
 37,119
 66,293
 74,389
36,228
 32,272
Other Income and Expenses          
Interest expense(12,044) (13,294) (24,401) (26,224)(10,489) (12,357)
Other gains and (losses)1,302
 (2,072) 1,474
 5,920
(2,072) 172
Equity in losses of equity method investment in real estate(54) (648)
Gain on sale of real estate, net650
 
 16,058
 

 15,408
Equity in losses of equity method investment in real estate(603) (235) (1,251) (559)
(10,695) (15,601) (8,120) (20,863)(12,615) 2,575
Income before income taxes4,311
 2,683
 24,908
 14,586
(Loss) income before income taxes(5,963) 20,597
Benefit from (provision for) income taxes867
 298
 (57) 713
394
 (924)
Net Income5,178
 2,981
 24,851
 15,299
Net income attributable to noncontrolling interests (inclusive of Available Cash Distributions to a related party of $2,105, $2,830, $3,953, and $4,735, respectively)(2,100) (3,315) (6,946) (5,306)
Net Income (Loss) Attributable to CPA:18 – Global$3,078

$(334) $17,905
 $9,993
Net (Loss) Income(5,569) 19,673
Net income attributable to noncontrolling interests (inclusive of Available Cash Distributions to a related party of $1,916 and $1,848, respectively)(2,611) (4,846)
Net (Loss) Income Attributable to CPA:18 – Global$(8,180)
$14,827
Class A Common Stock          
Net income (loss) attributable to CPA:18 – Global$2,442
 $(213) $14,095
 $7,901
Net (loss) income attributable to CPA:18 – Global$(6,398) $11,654
Basic and diluted weighted-average shares outstanding116,210,773
 113,010,970
 115,855,895
 112,564,943
117,968,262
 115,497,094
Basic and diluted earnings per share$0.02
 $
 $0.12
 $0.07
Basic and diluted (loss) earnings per share$(0.05) $0.10
Class C Common Stock          
Net income (loss) attributable to CPA:18 – Global$636
 $(121) $3,810
 $2,092
Net (loss) income attributable to CPA:18 – Global$(1,782) $3,173
Basic and diluted weighted-average shares outstanding32,058,663
 31,593,597
 31,969,341
 31,517,919
32,445,640
 31,879,027
Basic and diluted earnings per share$0.02
 $
 $0.12
 $0.07
Basic and diluted (loss) earnings per share$(0.05) $0.10

See Notes to Condensed Consolidated Financial Statements.


CPA:18 – Global 6/30/20193/31/2020 10-Q 34


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (LOSS) (UNAUDITED)
(in thousands)
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Net Income$5,178
 $2,981
 $24,851
 $15,299
Other Comprehensive Income (Loss)       
Net (Loss) Income$(5,569) $19,673
Other Comprehensive Loss   
Foreign currency translation adjustments3,658
 (22,582) (584) (11,005)(24,082) (4,242)
Unrealized (loss) gain on derivative instruments(1,971) 3,418
 (2,209) 2,759
Unrealized loss on derivative instruments(1,823) (238)
1,687
 (19,164) (2,793) (8,246)(25,905) (4,480)
Comprehensive Income (Loss)6,865
 (16,183) 22,058
 7,053
Comprehensive (Loss) Income(31,474) 15,193
          
Amounts Attributable to Noncontrolling Interests          
Net income(2,100) (3,315) (6,946) (5,306)(2,611) (4,846)
Foreign currency translation adjustments(331) 2,326
 (173) 709
2,525
 158
Unrealized loss on derivative instruments3
 
Comprehensive income attributable to noncontrolling interests(2,431) (989) (7,119) (4,597)(83) (4,688)
Comprehensive Income (Loss) Attributable to CPA:18 – Global$4,434
 $(17,172) $14,939
 $2,456
Comprehensive (Loss) Income Attributable to CPA:18 – Global$(31,557) $10,505
 
See Notes to Condensed Consolidated Financial Statements.



CPA:18 – Global 6/30/20193/31/2020 10-Q 45


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED)
(in thousands, except share and per share amounts)

 CPA:18 – Global Stockholders    
         Additional Paid-In Capital Distributions
and
Accumulated
Losses
 Accumulated
Other Comprehensive Loss
 Total CPA:18 – Global Stockholders Noncontrolling Interests  
 Common Stock       
 Class A Class C       
 Shares Amount Shares Amount      Total
Balance at April 1, 2019115,444,107
 $115
 31,840,141
 $32
 $1,300,223
 $(420,161) $(54,915) $825,294
 $65,258
 $890,552
Shares issued959,968
 1
 294,171
 
 10,949
     10,950
   10,950
Shares issued to affiliate164,709
 
     1,438
     1,438
   1,438
Distributions to noncontrolling interests              
 (4,605) (4,605)
Distributions declared ($0.1563 and $0.1376 per share to Class A and Class C, respectively)          (22,539)   (22,539)   (22,539)
Net income          3,078
   3,078
 2,100
 5,178
Other comprehensive income:              
   
Foreign currency translation adjustments            3,327
 3,327
 331
 3,658
Unrealized loss on derivative instruments            (1,971) (1,971)   (1,971)
Repurchase of shares(535,456) (1) (131,698) 
 (5,687)     (5,688)   (5,688)
Balance at June 30, 2019116,033,328
 $115
 32,002,614
 $32
 $1,306,923
 $(439,622) $(53,559) $813,889
 $63,084
 $876,973
                    
Balance at April 1, 2018112,099,561
 $111
 31,368,773
 $31
 $1,266,999
 $(431,512) $(23,911) $811,718
 $67,484
 $879,202
Shares issued1,004,254
 1
 311,757
   11,001
     11,002
   11,002
Shares issued to affiliate365,936
 1
     3,086
     3,087
   3,087
Contributions from noncontrolling interests              
 1,003
 1,003
Distributions to noncontrolling interests              
 (3,871) (3,871)
Distributions declared ($0.1563 and $0.1378 per share to Class A and Class C, respectively)          (21,977)   (21,977)   (21,977)
Net loss          (334)   (334) 3,315
 2,981
Other comprehensive loss:                   
Foreign currency translation adjustments            (20,256) (20,256) (2,326) (22,582)
Unrealized gain on derivative instruments            3,418
 3,418
   3,418
Repurchase of shares(620,208) 
 (269,546) 
 (7,401)     (7,401)   (7,401)
Balance at June 30, 2018112,849,543
 $113
 31,410,984
 $31
 $1,273,685
 $(453,823) $(40,749) $779,257
 $65,605
 $844,862



CPA:18 – Global 6/30/2019 10-Q5


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED)
(Continued)
(in thousands, except share and per share amounts)
CPA:18 – Global Stockholders    CPA:18 – Global Stockholders    
        Additional Paid-In Capital Distributions
and
Accumulated
Losses
 Accumulated
Other Comprehensive Loss
 Total CPA:18 – Global Stockholders Noncontrolling Interests          Additional Paid-In Capital Distributions
and
Accumulated
Losses
 Accumulated
Other Comprehensive Loss
 Total CPA:18 – Global Stockholders Noncontrolling Interests  
Common Stock  Common Stock  
Class A Class C  Class A Class C  
Shares Amount Shares Amount TotalShares Amount Shares Amount Total
Balance at January 1, 2019114,589,333
 $114
 31,641,265
 $32
 $1,290,888
 $(411,464) $(50,593) $828,977
 $66,993
 $895,970
Cumulative-effect adjustment for the adoption of new accounting pronouncements (Note 2)
          (1,108)   (1,108)   (1,108)
Balance at January 1, 2020117,179,578
 $117
 32,238,513
 $32
 $1,319,584
 $(470,326) $(56,535) $792,872
 $58,799
 $851,671
Cumulative-effect adjustment for the adoption of ASU 2016-13, Financial Instruments — Credit Losses (Note 2)
          (6,903)   (6,903)   (6,903)
Shares issued1,925,165
 2
 591,233
 1
 21,967
     21,970
 
 21,970
966,298
 1
 290,887
 
 10,938
     10,939
 
 10,939
Shares issued to affiliate384,947
 
     3,360
     3,360
 
 3,360
169,045
 
     1,481
     1,481
 
 1,481
Contributions from noncontrolling interests              
 2,520
 2,520
              
 595
 595
Distributions to noncontrolling interests              
 (13,548) (13,548)              
 (3,355) (3,355)
Distributions declared ($0.3126 and $0.2749 per share to Class A and Class C, respectively)          (44,955)   (44,955)   (44,955)
Net income          17,905
   17,905
 6,946
 24,851
Other comprehensive income:              
   
Distributions declared ($0.1563 and $0.1382 per share to Class A and Class C, respectively)          (22,844)   (22,844)   (22,844)
Net (loss) income          (8,180)   (8,180) 2,611
 (5,569)
Other comprehensive loss:              
   
Foreign currency translation adjustments            (757) (757) 173
 (584)            (21,557) (21,557) (2,525) (24,082)
Unrealized loss on derivative instruments            (2,209) (2,209)   (2,209)            (1,820) (1,820) (3) (1,823)
Repurchase of shares(866,117) (1) (229,884) (1) (9,292)     (9,294)   (9,294)(687,491) (1) (265,789) 
 (8,176)     (8,177)   (8,177)
Balance at June 30, 2019116,033,328
 $115
 32,002,614
 $32
 $1,306,923
 $(439,622) $(53,559) $813,889
 $63,084
 $876,973
Balance at March 31, 2020117,627,430
 $117
 32,263,611
 $32
 $1,323,827
 $(508,253) $(79,912) $735,811
 $56,122
 $791,933
                                      
Balance at January 1, 2018111,193,651
 $110
 31,189,137
 $31
 $1,257,840
 $(420,005) $(33,212) $804,764
 $67,301
 $872,065
Balance at January 1, 2019114,589,333
 $114
 31,641,265
 $32
 $1,290,888
 $(411,464) $(50,593) $828,977
 $66,993
 $895,970
Cumulative-effect adjustment for the adoption of ASU 2016-02, Leases (Topic 842)          (1,108)   (1,108)   (1,108)
Shares issued2,008,147
 2
 625,174
 1
 22,012
     22,015
   22,015
965,197
 1
 297,063
 
 11,018
     11,019
   11,019
Shares issued to affiliate711,157
 1
     5,970
     5,971
   5,971
220,238
 
     1,922
     1,922
   1,922
Contributions from noncontrolling interests              
 1,174
 1,174
              
 2,520
 2,520
Distributions to noncontrolling interests              
 (7,467) (7,467)              
 (8,943) (8,943)
Distributions declared ($0.3126 and $0.2753 per share to Class A and Class C, respectively)          (43,811)   (43,811)   (43,811)
Distributions declared ($0.1563 and $0.1373 per share to Class A and Class C, respectively)          (22,416)   (22,416)   (22,416)
Net income          9,993
   9,993
 5,306
 15,299
          14,827
   14,827
 4,846
 19,673
Other comprehensive loss:              
   
              
   
Foreign currency translation adjustments            (10,296) (10,296) (709) (11,005)            (4,084) (4,084) (158) (4,242)
Unrealized gain on derivative instruments            2,759
 2,759
   2,759
Unrealized loss on derivative instruments            (238) (238)   (238)
Repurchase of shares(1,063,412) 
 (403,327) (1) (12,137)     (12,138)   (12,138)(330,661) 
 (98,187) 
 (3,605)     (3,605)   (3,605)
Balance at June 30, 2018112,849,543
 $113
 31,410,984
 $31
 $1,273,685
 $(453,823) $(40,749) $779,257
 $65,605
 $844,862
Balance at March 31, 2019115,444,107
 $115
 31,840,141
 $32
 $1,300,223
 $(420,161) $(54,915) $825,294
 $65,258
 $890,552

See Notes to Condensed Consolidated Financial Statements.


CPA:18 – Global 6/30/20193/31/2020 10-Q 6


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands)
Six Months Ended June 30,Three Months Ended March 31,
2019 20182020 2019
Cash Flows — Operating Activities
  
  
Net Cash Provided by Operating Activities$42,029
 $44,960
$22,808
 $21,859
Cash Flows — Investing Activities      
Funding and advances for build-to-suit and development projects(44,728) (44,941)
Proceeds from repayment of notes receivable35,954
 2,546
Funding for development projects(38,086) (32,408)
Value added taxes paid in connection with construction funding(3,641) (2,926)
Capital expenditures on real estate(3,057) (750)
Payment of deferred acquisition fees to an affiliate(1,488) (2,252)
Return of capital from equity investments1,134
 
Capital contributions to equity investment(345) 
Value added taxes refunded in connection with construction funding325
 1,006
Proceeds from sale of real estate19,343
 771

 16,404
Acquisitions of real estate, build-to-suit and development projects(12,911) (37,985)
Value added taxes paid in connection with acquisitions of real estate(3,502) (3,290)
Payment of deferred acquisition fees to an affiliate(2,993) (2,238)
Value added taxes refunded in connection with acquisitions of real estate2,096
 3,374
Capital expenditures on real estate(1,594) (7,033)
Proceeds from insurance settlements856
 7,074
Other investing activities, net30
 6
Net Cash Used in Investing Activities(7,449) (81,716)(45,158) (20,926)
Cash Flows — Financing Activities      
Proceeds from mortgage financing25,126
 7,582
Distributions paid(44,679) (43,530)(22,745) (22,264)
Proceeds from issuance of shares10,426
 10,487
Repurchase of shares(8,177) (3,605)
Scheduled payments and prepayments of mortgage principal(26,144) (22,654)(7,529) (16,423)
Proceeds from mortgage financing25,133
 128,010
Proceeds from issuance of shares20,924
 20,970
Distributions to noncontrolling interests(11,717) (7,467)(3,355) (7,112)
Repurchase of shares(9,294) (12,138)
Contributions from noncontrolling interests2,520
 1,174
595
 2,520
Other financing activities, net(624) (425)(99) (716)
Net Cash (Used in) Provided by Financing Activities(43,881) 63,940
Net Cash Used in Financing Activities(5,758) (29,531)
Change in Cash and Cash Equivalents and Restricted Cash During the Period      
Effect of exchange rate changes on cash and cash equivalents and restricted cash(59) (2,690)(3,388) (441)
Net (decrease) increase in cash and cash equivalents and restricted cash(9,360) 24,494
Net decrease in cash and cash equivalents and restricted cash(31,496) (29,039)
Cash and cash equivalents and restricted cash, beginning of period190,838
 90,183
163,398
 190,838
Cash and cash equivalents and restricted cash, end of period$181,478
 $114,677
$131,902
 $161,799

See Notes to Condensed Consolidated Financial Statements.


CPA:18 – Global 6/30/20193/31/2020 10-Q 7


CORPORATE PROPERTY ASSOCIATES 18 – GLOBAL INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 1. Organization

Organization

Corporate Property Associates 18 – Global Incorporated (“CPA:18 – Global”), is a publicly owned, non-traded REIT, that invests primarily in a diversified portfolio of income-producing commercial real estate properties leased to companies, and other real estate related assets, both domestically and internationally. In addition, our portfolio includes self-storage and student housing investments. We were formed in 2012 and are managed by W. P. Carey Inc. (“WPC”) through one of its subsidiaries (collectively our “Advisor”). As a REIT, we are not subject to U.S. federal income taxationtaxes on income and gains that we distribute to our stockholders as long as we satisfy certain requirements, principally relating to the nature of our income and the level of our distributions, among other factors. We earn revenue primarily by leasing the properties we own to single corporate tenants, predominantly on a triple-net lease basis, which requires the tenant to pay substantially all of the costs associated with operating and maintaining the property. We derive self-storage revenue from rents received from customers who rent storage space primarily under month-to-month leases for personal or business use. We earn student housing and multi-family residential revenue primarily from leases of one year or less with the individual students and tenants, respectively. Our last multi-family residential investment was sold on January 29, 2019, and as of that date, we no longer earn revenue from multi-family residential tenants.students. Revenue is subject to fluctuation due to the timing of new lease transactions, lease terminations, lease expirations, contractual rent adjustments, tenant defaults, sales of properties, and changes in foreign currency exchange rates.

Substantially all of our assets and liabilities are held by CPA:18 Limited Partnership (the “Operating Partnership”), and as of June 30, 2019March 31, 2020 we owned 99.97% of general and limited partnership interests in the Operating Partnership. The remaining interest in the Operating Partnership is held by a subsidiary of WPC.

As of June 30, 2019,March 31, 2020, our net lease portfolio was comprised of full or partial ownership interests in 5447 properties, substantially all of which were fully-occupied and triple-net leased to 8765 tenants totaling 10.09.6 million square feet. The remainder of our portfolio was comprised of our full or partial ownership interests in 6968 self-storage properties, 1312 student housing development projects and two student housing operating properties, totaling approximately 5.5 million square feet.

We operate in three reportable business segments: Net Lease, Self Storage, and Other Operating Properties. Our Net Lease segment includes our investments in net-leased properties, whether they are accounted for as operating leases or direct financing leases. Our Self Storage segment is comprised of our investments in self-storage properties. Our Other Operating Properties segment is primarily comprised of our investments in student housing development projects, student housing operating properties and multi-family residential properties (our last multi-family residential property was sold in January 2019). In addition, we have an All Other category that includes our notes receivable investments, one of which was repaid during the three months ended June 30, 2019second quarter of 2019. Our reportable business segments and All Other category are the same as our reporting units (Note 1312).

We raised aggregate gross proceeds in our initial public offering of approximately $1.2 billion through April 2, 2015, which is the date we closed our offering. We have fully invested the proceeds from our initial public offering. In addition, from inception through June 30, 2019, $167.2March 31, 2020, $192.3 million and $47.4$55.1 million of distributions to our shareholders were reinvested in our Class A and Class C common stock, respectively, through our Distribution Reinvestment Plan (“DRIP”).



CPA:18 – Global 6/30/20193/31/2020 10-Q 8


Notes to Condensed Consolidated Financial Statements (Unaudited)


Note 2. Basis of Presentation

Basis of Presentation

Our interim condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not necessarily include all information and footnotes necessary for a fair statement of our condensed consolidated financial position, results of operations, and cash flows in accordance with generally accepted accounting principles in the United States (“GAAP”). The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP.
 
In the opinion of management, the unaudited financial information for the interim periods presented in this Report reflects all normal and recurring adjustments necessary for a fair statement of financial position, results of operations, and cash flows. Our interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes for the year ended December 31, 2018,2019, which are included in the 20182019 Annual Report, as certain disclosures that would substantially duplicate those contained in the audited consolidated financial statements have not been included in this Report. Operating results for interim periods are not necessarily indicative of operating results for an entire year.
 
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our condensed consolidated financial statements and the accompanying notes. Actual results could differ from those estimates.

Basis of Consolidation

Our condensed consolidated financial statements reflect all of our accounts, including those of our controlled subsidiaries. The portions of equity in consolidated subsidiaries that are not attributable, directly or indirectly, to us are presented as noncontrolling interests. All significant intercompany accounts and transactions have been eliminated.

When we obtain an economic interest in an entity, we evaluate the entity to determine if it should be deemed a VIE and, if so, whether we are the primary beneficiary and are therefore required to consolidate the entity. There have been no significant changes in our VIE policies from what was disclosed in the 20182019 Annual Report.

As of June 30,both March 31, 2020 and December 31, 2019, we considered 2219 entities to be VIEs, 2118 of which we consolidated as we are considered the primary beneficiary. As of December 31, 2018, we considered 21 entities to be VIEs, 20 of which we consolidated. The following table presents a summary of selected financial data of the consolidated VIEs included in the condensed consolidated balance sheets (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Real estate — Land, buildings and improvements$363,424
 $362,536
$343,342
 $359,886
Operating real estate — Land, buildings and improvements112,347
 110,543
Real estate under construction203,665
 151,479
267,044
 233,220
In-place lease and other intangible assets109,437
 103,234
In-place lease intangible assets98,588
 101,198
Accumulated depreciation and amortization(78,713) (68,534)(79,634) (78,598)
Total assets743,433
 704,975
661,082
 642,648
      
Non-recourse secured debt, net$347,178
 $341,922
$287,069
 $276,124
Total liabilities395,941
 391,983
342,183
 330,549

As of both June 30, 2019March 31, 2020 and December 31, 2018,2019, we had one unconsolidated VIE, which we account for under the equity method of accounting. We do not consolidate this entity because we are not the primary beneficiary and the nature of our involvement in the activities of the entity allows us to exercise significant influence on, but does not give us power over, decisions that significantly affect the economic performance of the entity. As of June 30, 2019March 31, 2020 and December 31, 2018,2019, the net carrying amount of this equity investment was $18.1$13.2 million and $18.8$14.9 million, respectively, and our maximum exposure to loss in this entity is limited to our investment. 



CPA:18 – Global 6/30/20193/31/2020 10-Q 9


Notes to Condensed Consolidated Financial Statements (Unaudited)


Foreign Currencies

We are subject to fluctuations in exchange rates between foreign currencies and the U.S. dollar (primarily the euro and the Norwegian krone and, to a lesser extent, the British pound sterling). The following table reflects the end-of-period rate of the U.S. dollar in relation to foreign currencies:
June 30, 2019 December 31, 2018 Percent ChangeMarch 31, 2020 December 31, 2019 Percent Change
British Pound Sterling$1.2693
 $1.2800
 (0.8)%$1.2360
 $1.3204
 (6.4)%
Euro1.1380
 1.1450
 (0.6)%1.0956
 1.1234
 (2.5)%
Norwegian Krone0.1174
 0.1151
 2.0 %0.0952
 0.1139
 (16.4)%

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period presentation.

In accordance with the SEC’s adoption of certain rule and form amendments on August 17, 2018, we moved Gain on sale of real estate, net in the condensed consolidated statements of operations to be included within Other Income and Expenses.

In connection with our adoption of Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842),effective January 1, 2019, as described below in Recent Accounting Pronouncements, reimbursable tenant costs (revenues), which were previously included in Other operating income, are now included within Lease revenues — net-leased in the condensed consolidated statements of income. Additionally, we previously presented Interest income from direct financing leases separately on the condensed consolidated statements of operations. We now present this item within Lease revenues — net-leased.

In addition, we previously presented Other operating income and Other interest income separately on the condensed consolidated statements of operations. We currently present these items as Other operating and interest income as a result of the reclassifications related to the adoption of ASU 2016-02 previously discussed. Additionally, non-lease operating real estate income is now included in Other operating and interest income, which was previously included in Lease revenues — operating real estateReimbursable tenant costs on its own line item in the condensed consolidated statements of operations. Lastly, we reclassified Acquisition and otherPreviously, this line item was included within Property expenses to be included in General and administrative in the condensed consolidated statements of operations.(which is now presented as Property expenses, excluding reimbursable tenant costs).

In the second quarterRevenue Recognition

Lease revenue (including straight-line lease revenue) is only recognized when deemed probable of 2019, we reclassified right-of-use (“ROU”)collection. Collectibility is assessed for each tenant receivable using various criteria including credit ratings, guarantees, past collection issues, and other intangible assets to be included within In-place lease and other intangible assets in our consolidated balance sheets. Additionally, we reclassified non-recourse mortgages, net and bonds payable, net to be included within Non-recourse secured debt, net in our consolidated balance sheets. Prior period balances have been reclassified to conform to the current period presentation.economic and business environment affecting the tenant. If collectibility of the contractual rent stream is not deemed probable, revenue will only be recognized upon receipt of cash from the tenant. During the three months ended March 31, 2020, we wrote off $7.0 million in straight-line rent receivables based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels.

Restricted Cash

The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the condensed consolidated statements of cash flows (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Cash and cash equivalents$160,161
 $170,914
$104,939
 $144,148
Restricted cash (a) (b)
21,317
 19,924
Restricted cash (a)
26,963
 19,250
Total cash and cash equivalents and restricted cash$181,478
 $190,838
$131,902
 $163,398
__________
(a)Restricted cash is included within Accounts receivable and other assets, net on our condensed consolidated balance sheets.
(b)This amount includes $2.5 million related to a “cash trap” event for a non-financial covenant breach on one of our non-recourse mortgage loans. The amount was transferred to a reserve account with the lender and will be released once the non-financial covenant breach is cured.



CPA:18 – Global 6/30/2019 10-Q10


Notes to Condensed Consolidated Financial Statements (Unaudited)


Deferred Income Taxes

Our deferred tax liabilities were $50.2$42.9 million and $48.0$48.6 million at June 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, and are included in Accounts payable, accrued expenses and other liabilities in the condensed consolidated financial statements. Our deferred tax assets, net of valuation allowances, were $3.3$1.5 million and $1.5$1.4 million at June 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, and are included in Accounts receivable and other assets, net in the condensed consolidated financial statements.

Recent Accounting Pronouncements

Pronouncements Adopted through June 30, 2019March 31, 2020

In FebruaryJune 2016, the Financial Accounting Standards Board (“FASB”) issued ASU2016-02, Leases (Topic 842). ASU 2016-02 modifies the principles for the recognition, measurement, presentation, and disclosure of leases for both parties to a contract: the lessee and the lessor. ASU 2016-02 provides new guidelines that change the accounting for leasing arrangements for lessees, whereby their rights and obligations under substantially all leases, existing and new, are capitalized and recorded on the balance sheet. For lessors, however, the new standard remains generally consistent with existing guidance, but has been updated to align with certain changes to the lessee model and ASU 2014-09, Revenue from Contracts with Customers 2016-13, Financial Instruments — Credit Losses. (ASU 2016-13 replaces the “incurred loss” model with an “expected loss” model, resulting in the earlier recognition of credit losses even if the risk of loss is remote. This standard applies to financial assets measured at amortized cost and certain other instruments, including loans receivable and net investments in direct financing leases. This standard does not apply to receivables arising from operating leases, which are within the scope of Topic 606842).

We adopted this guidance for our interim and annual periods beginning January 1, 2019 using the modified retrospective method, applying the transition provisions at the beginning of the period of adoption rather than at the beginning of the earliest comparative period presented. We elected the package of practical expedients as permitted under the transition guidance, which allowed us to not reassess whether arrangements contain leases, lease classification, and initial direct costs. The adoption of the lease standard resulted in a cumulative effect adjustment recognized of $1.1 million in the opening balance of retained earnings as of January 1, 2019.

As a Lessee: we recognized $36.7 million of operating lease ROU assets and $9.5 million of corresponding lease liabilities for certain operating land lease arrangements for which we were the lessee on January 1, 2019, which included reclassifying below market land lease intangible assets, above market land lease intangible liabilities, and prepaid rent as a component of the ROU asset (a net reclassification of $27.2 million). See Note 4 for additional disclosures on the presentation of these amounts in our condensed consolidated balance sheets.

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments under the lease. We determine if an arrangement contains a lease at contract inception and determine the classification of the lease at commencement. Operating lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. We do not include renewal options in the lease term when calculating the lease liability unless we are reasonably certain we will exercise the option. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. Our variable lease payments consist of increases as a result of the Consumer Price Index (“CPI”) or other comparable indices, taxes and maintenance costs. Lease expense for lease payments is recognized on a straight-line basis over the term of the lease.

The implicit rate within our operating leases is generally not determinable and, as a result, we use our incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of our incremental borrowing rate requires judgment. We determine our incremental borrowing rate for each lease using estimated baseline mortgage rates. These baseline rates are determined based on a review of current mortgage debt market activity for benchmark securities across domestic and international markets, utilizing a yield curve. The rates are then adjusted for various factors, including level of collateralization and lease term.

As a Lessor: a practical expedient allows lessors to combine non-lease components (lease arrangements that include common area maintenance services) with related lease components (lease revenues), if both the timing and pattern of transfer are the same for the non-lease component and related lease component, the lease component is the predominant component, and the lease component would otherwise be classified as an operating lease. We elected the practical expedient. For (i) operating lease arrangements involving real estate that include common area maintenance services and (ii) all real estate arrangements that include real estate taxes and insurance costs, we present these amounts within Lease revenues — net-leased in our condensed consolidated statements of operations. We record amounts reimbursed by the lessee in the period that the applicable expenses are incurred.



CPA:18 – Global 6/30/20193/31/2020 10-Q 1110


Notes to Condensed Consolidated Financial Statements (Unaudited)


Under
We adopted ASU 2016-02, lessors2016-13 on January 1, 2020 using the modified retrospective method, which requires applying changes in reserves through a cumulative-effect adjustment to retained earnings. Upon adoption, we recorded a net decrease in retained earnings of $6.9 million, which is reflected within our consolidated statement of equity.

The allowance for credit losses, which is recorded as a reduction to Net investments in direct financing leases on our condensed consolidated balance sheets, was measured using a probability of default method based on the lessees’ respective credit ratings and the expected value of the underlying collateral upon its repossession. Included in our model are allowed to only capitalize incremental direct leasing costs. We will not be materially impacted by this change.factors that incorporate forward-looking information.

In August 2017,March 2020, the FASB issued ASU 2017-12, Derivatives and Hedging2020-04, Reference Rate Reform (Topic 815)848): Targeted Improvements to Accounting for Hedging ActivitiesFacilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2017-12 makes more financial2020-04 contains practical expedients for reference rate reform-related activities that impact debt, leases, derivatives, and nonfinancial hedging strategies eligibleother contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the first quarter of 2020, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for hedge accounting. It also amendsfuture London Interbank Offered Rate indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We will continue to evaluate the impact of the guidance and disclosure requirements and eliminates the requirements to separately measure and disclose hedge effectiveness. It is intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparencymay apply other elections as to the scope and results of hedging programs. We adopted this guidance for our interim and annual periods beginning January 1, 2019. The adoption of this standard impacted our condensed consolidated financial statements for both cash flow and net investment hedges. Changesapplicable as additional changes in the fair value of our hedging instruments are no longer separated into effective and ineffective portions. The entire change in the fair value of these hedging instruments included in the assessment of effectiveness is now recorded in Accumulated other comprehensive loss. The impact to our condensed consolidated financial statements as a result of these changes was not material.market occur.

Pronouncements to be Adopted after June 30, 2019

In June 2016, the FASB issuedCPA:18 – Global 3/31/2020 10-Q ASU 2016-13,11


Notes to Condensed Consolidated Financial Instruments — Credit Losses. ASU 2016-13 introduces a new model for estimating credit losses for certain types of financial instruments, including loans receivable, held-to-maturity debt securities, and net investments in direct financing leases, amongst other financial instruments. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU 2016-13 also modifies the impairment model for available-for-sale debt securities and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for losses. ASU 2016-13 will be effective for public business entities in fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early application of the guidance permitted. We are in the process of evaluating the impact of adopting ASU 2016-13 on our condensed consolidated financial statements.Statements (Unaudited)


Note 3. Agreements and Transactions with Related Parties

Transactions with Our Advisor

We have an advisory agreement with our Advisor whereby our Advisor performs certain services for us under a fee arrangement, including the identification, evaluation, negotiation, purchase, day-to-day management, and disposition of real estate and related assets and mortgage loans. We also reimburse our Advisor for general and administrative duties performed on our behalf. The advisory agreement has a term of one year and may be renewed for successive one-year periods. We may terminate the advisory agreement upon 60 days written notice without cause or penalty.


Jointly Owned Investments and Other Transactions with our Affiliates

CPA:18 – Global 6/30/2019 10-Q12


NotesAs of March 31, 2020, we owned interests ranging from 50% to Condensed Consolidated Financial Statements (Unaudited)

100% in jointly owned investments, with the remaining interests held by affiliates or by third parties. Since no other parties hold any rights that supersede our control, we consolidate all of these joint ventures, with the exception of our sole equity investment (Note 4), which we account for under the equity method of accounting.

The following tables present a summary of fees we paid, expenses we reimbursed, and distributions we made to our Advisor and other affiliates in accordance with the terms of the relevant agreements (in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Amounts Included in the Condensed Consolidated Statements of Operations          
Asset management fees$2,859
 $3,151
 $5,727
 $6,025
$3,002
 $2,868
Available Cash Distributions2,105
 2,830
 3,953
 4,735
1,916
 1,848
Personnel and overhead reimbursements783
 716
 1,581
 1,433
725
 798
Interest expense on deferred acquisition fees and external joint venture loans128
 20
 255
 (42)123
 127
Disposition fees
 
 1,117
 

 1,117
$5,875
 $6,717
 $12,633
 $12,151
$5,766
 $6,758
          
Acquisition Fees Capitalized          
   
Current acquisition fees$
 $2,379
 $695
 $3,100
$110
 $695
Deferred acquisition fees
 1,903
 555
 2,480
88
 555
Capitalized personnel and overhead reimbursements
 259
 89
 371
70
 89
$
 $4,541
 $1,339
 $5,951
$268
 $1,339

The following table presents a summary of amounts included in Due to affiliates in the condensed consolidated financial statements (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Due to Affiliates      
External joint venture loans, accounts payable, and other (a)
$5,360
 $5,951
Deferred acquisition fees, including accrued interest$5,994
 $8,720
3,007
 4,456
External joint venture loans, accounts payable, and other5,476
 5,070
Asset management fees payable951
 972
1,001
 961
Current acquisition fees8
 2,065
118
 8
$12,429
 $16,827
$9,486
 $11,376
___________
(a)Includes loans from our joint venture partners to the jointly owned investments that we consolidate. As of March 31, 2020 and December 31, 2019, loans due to our joint venture partners, including accrued interest, were $4.5 million and $4.6 million, respectively.


Loans from WPC

CPA:18 – Global 3/31/2020 10-Q12


Notes to Condensed Consolidated Financial Statements (Unaudited)

In July 2016, our board of directors and the board of directors of WPC approved unsecured loans from WPC to us, at the sole discretion of WPC’s management, of up to $50.0 million in the aggregate, at a rate equal to the rate at which WPC can borrow funds under its senior credit facility, for acquisition funding purposes.

As of June 30, 2019 and December 31, 2018, no such loans were outstanding.

Asset Management Fees

Pursuant to the advisory agreement, our Advisor is entitled to an annual asset management fee ranging from 0.5% to 1.5%, depending on the type of investment and based on the average market value or average equity value, as applicable, of our investments. Asset management fees are payable in cash and/or shares of our Class A common stock at our option, after consultation with our Advisor. Ifstock. For any portion of fees our Advisor receives all or a portion of its fees in shares, the number of shares issued is determined by dividing the dollar amount of fees by our most recently published estimated net asset value per share (“NAV”) per Class A share, which was $8.73$8.94 as of MarchDecember 31, 2019. Effective January 1, 2019, our Advisor elected to receive 50% of the asset management fees in shares of our Class A common stock and 50% in cash. DuringEffective April 1, 2020, our Advisor elected to receive all of the year ended December 31, 2018, all asset management fees paid to our Advisor were in shares of our Class A common stock. As of June 30, 2019,March 31, 2020, our Advisor owned 5,424,2325,922,928 shares, or 3.7%4.0%, of our outstanding Class A common stock. Asset management fees are included in Property expenses in the condensed consolidated financial statements.



CPA:18 – Global 6/30/2019 10-Q13


Notes to Condensed Consolidated Financial Statements (Unaudited)


Acquisition and Disposition Fees

Our Advisor receives acquisition fees, a portion of which is payable upon acquisition, while the remaining portion is subordinated to a preferred return of a non-compounded cumulative distribution of 5.0% per annum (based initially on our invested capital). The initial acquisition fee and subordinated acquisition fee are 2.5% and 2.0%, respectively, of the aggregate total cost of our portion of each investment for all investments, other than those in readily marketable real estate securities purchased in the secondary market, for which our Advisor will not receive any acquisition fees. Deferred acquisition fees are scheduled to be paid in three equal annual installments following the quarter in which a property was purchased and are subject to the preferred return described above. The preferred return was achieved as of the periods ended June 30, 2019March 31, 2020 and December 31, 2018.2019. The preferred return will continue to be assessed on a cumulative basis for the remainder of the fiscal year. Unpaid installments of deferred acquisition fees are included in Due to affiliates in the condensed consolidated financial statements and bear interest at an annual rate of 2.0%. The cumulative total acquisition costs, including acquisition fees paid to the advisor, may not exceed 6.0% of the aggregate contract purchase price of all investments, which is measured at the end of each year.

In addition, prior to January 1, 2020, our Advisor may bewas entitled to receive a disposition fee equal to the lesser of (i) 50.0% of the competitive real estate commission (as defined in the advisory agreement) or (ii) 3.0% of the contract sales price of the investment being sold. These fees arewere paid at the discretion of our board of directors. DuringEffective January 1, 2020, the six months ended June 30, 2019, a total of $1.1 million ofAdvisor has waived its right to disposition fees were approvedwith respect to sales and paiddispositions of single investments and portfolios of investments. The Advisor may still be entitled to disposition fees in connection with certain 2018 and 2019 dispositions, and are included in Gain on salea transaction or series of real estate, net intransactions related to a merger, liquidation, or other event, at the condensed consolidated financial statements.discretion of our board of directors. 

Personnel and Overhead Reimbursements

Under the terms of the advisory agreement, our Advisor allocates a portion of its personnel and overhead expenses to us and the other entities that are managed by WPC and its affiliates, which as of June 30, 2019March 31, 2020 included Carey Watermark Investors Incorporated, Carey Watermark Investors 2 Incorporated, and Carey European Student Housing Fund I L.P. (collectively with us, the “Managed Programs”). Our Advisor also allocated a portion of its personnel and overhead expenses to Corporate Property Associates 17 – Global Incorporated prior to October 31, 2018, the date at which that fund merged into a wholly-owned subsidiary of WPC. Our Advisor allocates these expenses to us on the basis of the percentage of our trailing four quarters of reported revenues in comparison to those of WPC and other entities managed by WPC and its affiliates.

We reimburse our Advisor for the allocated costs of personnel and overhead in managing our day-to-day operations, including accounting services, stockholder services, corporate management, and property management and operations. In addition, we reimburse our Advisor for various expenses it incurs in the course of providing services to us. We reimburse certain third-party expenses paid by our Advisor on our behalf, including property-specific costs, professional fees, office expenses, and business development expenses. We do not reimburse our Advisor for salaries and benefits paid to our named executive officers or for the cost of personnel that provide services for transactions for where our Advisor receives a fee (such as for acquisitions and dispositions). Under the advisory agreement, the amount of applicable personnel costs allocated to us is capped at 1.0% of our pro rata total revenues for each of 20192020 and 2018.2019. Our Advisor allocates overhead expenses to us based upon the percentage that our full-time employee equivalents comprised of the Advisor’s total full-time employee equivalents. Costs related to our Advisor’s legal transactions group are based on a schedule of expenses relating to services performed for different types of transactions, such as financing, lease amendments, and dispositions, among other categories, and includes 0.25% of the total investment cost of an acquisition. In general, personnel and overhead reimbursements are included in General and administrative expenses in the condensed consolidated financial statements. However, we capitalize certain of the costs related to our Advisor’s legal transactions group if the costs relate to an asset acquisition.acquisition or other transactions.



CPA:18 – Global 3/31/2020 10-Q13


Notes to Condensed Consolidated Financial Statements (Unaudited)


Excess Operating Expenses
 
Our Advisor is obligated to reimburse us for the amount by which our operating expenses exceeds the “2%/25% guidelines” (the greater of 2% of average invested assets or 25% of net income) as defined in the advisory agreement for any 12-month period, subject to certain conditions. For the most recent trailing four quarters, our operating expenses were below this threshold.



CPA:18 – Global 6/30/2019 10-Q14


Notes to Condensed Consolidated Financial Statements (Unaudited)


Available Cash Distributions

WPC’s interest in the Operating Partnership entitles it to receive distributions of up to 10.0% of the available cash generated by the Operating Partnership (“the Available Cash Distribution”), which is defined as cash generated from operations, excluding capital proceeds, as reduced by operating expenses and debt service, excluding prepayments and balloon payments. Available Cash Distributions are included in Net income attributable to noncontrolling interests in the condensed consolidated financial statements.

Jointly Owned Investments and Other Transactions with our Affiliates

As of June 30, 2019, we owned interests ranging from 50% to 100% in jointly owned investments, with the remaining interests held by affiliates or by third parties. Since no other parties hold any rights that supersede our control, we consolidate all of these joint ventures, with the exception of our sole equity investment (Note 4), which we account for under the equity method of accounting.

Note 4. Real Estate, Operating Real Estate, Real Estate Under Construction, and Equity Investment in Real Estate

Real Estate Land, Buildings and Improvements

Real estate, which consists of land and buildings leased to others, which are subject to operating leases, is summarized as follows (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Land$190,860
 $195,275
$185,556
 $196,693
Buildings and improvements990,657
 1,015,501
972,941
 1,003,952
Less: Accumulated depreciation(122,461) (112,061)(138,269) (135,922)
$1,059,056
 $1,098,715
$1,020,228
 $1,064,723

The carrying value of our Real Estate — Land, buildings and improvements increaseddecreased by $0.6$41.9 million from December 31, 20182019 to June 30, 2019,March 31, 2020, reflecting the impact of exchange rate fluctuations during the same period (Note 2).

Depreciation expense, including the effect of foreign currency translation, on our real estate was $7.4$7.1 million and $7.9$7.5 million for the three months ended June 30,March 31, 2020 and 2019, and 2018, respectively, and $14.9 million and $15.8 million for the six months ended June 30, 2019 and 2018, respectively.

Dispositions of Real Estate

During the six months ended June 30, 2019, we sold three properties in our United Kingdom portfolio (the “Truffle portfolio”). As a result, the carrying value of our real estate properties decreased by $4.9 million from December 31, 2018 to June 30, 2019 (Note 12).



CPA:18 – Global 6/30/2019 10-Q15


Notes to Condensed Consolidated Financial Statements (Unaudited)


Leases

Operating Lease Income

Lease income related to operating leases recognized and included within Lease revenues — net-leased and Lease revenues — operating real estate in the condensed consolidated statements of operations isare as follows (in thousands):
Three Months Ended March 31,
Three Months Ended June 30, 2019 Six Months Ended June 30, 20192020 2019
Lease revenues — net-leased      
Lease income — fixed$25,414
 $50,801
Lease income — variable (a)
3,757
 8,318
Total operating lease income (b)
$29,171
 $59,119
Lease income — fixed (a)
$17,622
 $25,387
Lease income — variable (b)
3,785
 4,561
Total operating lease income (c)
$21,407
 $29,948
      
Lease revenues — operating real estate      
Lease income — fixed$16,639
 $33,280
$17,302
 $16,641
Lease income — variable (c)
659
 1,284
Lease income — variable (d)
641
 624
Total operating lease income$17,298
 $34,564
$17,943
 $17,265
___________


CPA:18 – Global 3/31/2020 10-Q14


Notes to Condensed Consolidated Financial Statements (Unaudited)


(a)
Amount for the three months ended March 31, 2020 includes a $7.0 million write-off of straight-line rent receivables based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels (Note 2).
(b)Includes (i) rent increases based on changes in the CPIConsumer Price Index (“CPI”) and other comparable indices and (ii) reimbursements for property taxes, insurance, and common area maintenance services.
(b)(c)TheExcludes $1.0 million of interest income for both the three and six months ended June 30,March 31, 2020 and 2019, excludes $0.9 million and $1.9 million, respectively, of interest income from direct financing leases that is included in Lease revenues — net-leased in the condensed consolidated statements of operations.
(c)(d)Primarily comprised of late fees and administrative fees revenues.

Scheduled Future Lease Payments to be Received
Scheduled future lease payments to be received (exclusive of expenses paid by tenants, percentage rents, and future CPI-based adjustments) under non-cancelable operating leases at June 30, 2019 are as follows (in thousands): 
Years Ending December 31,  Total
2019 (remainder) $49,774
2020 98,059
2021 97,888
2022 98,253
2023 91,386
Thereafter 556,600
Total $991,960

Scheduled future lease payments to be received (exclusive of expenses paid by tenants, percentage rents, and future CPI-based adjustments) under non-cancelable operating leases at December 31, 2018 are as follows (in thousands): 
Years Ending December 31,  Total
2019 $101,618
2020 101,413
2021 101,261
2022 101,535
2023 94,502
Thereafter 590,636
Total $1,090,965



CPA:18 – Global 6/30/2019 10-Q16


Notes to Condensed Consolidated Financial Statements (Unaudited)


Lease Cost

During the three and six months ended June 30, 2019 total lease cost for operating leases totaled $0.3 million and $0.5 million, respectively. Additionally, we recognized reimbursable ground rent totaling approximately $0.1 million and $0.2 million, respectively, which is included in Lease revenues — net-leased in the condensed consolidated statements of operations.

Other Information

Supplemental balance sheet information related to ROU assets and lease liabilities is as follows (dollars in thousands):
 Location on Condensed Consolidated Balance Sheets June 30, 2019
Operating ROU assets — land leasesIn-place lease and other intangible assets $35,401
    
Operating lease liabilities — land leasesAccounts payable, accrued expenses and other liabilities $9,392
    
Weighted-average remaining lease term — operating leases (a)
  46.9 years
Weighted-average discount rate — operating leases  7.0%
Number of land lease arrangements  10
Lease term range  6 – 983 years
___________
(a)Excludes a $7.0 million ROU land lease asset related to the student housing development project located in Swansea, United Kingdom as it has no future obligation during the remaining 983 year lease term.

Cash paid for operating lease liabilities included in the Net cash provided by operating activities for the six months ended June 30, 2019 was $0.2 million. There are no land finance leases for which we are the lessee, therefore there are no related ROU assets or lease liabilities.

Undiscounted Cash Flows

A reconciliation of the undiscounted cash flows for operating leases recorded on the condensed consolidated balance sheet within Accounts payable, accrued expenses and other liabilities as of June 30, 2019 is as follows (in thousands):
Years Ending December 31,  Total
2019 (remainder) $514
2020 736
2021 736
2022 736
2023 736
Thereafter 28,459
Total lease payments 31,917
Less: amount of lease payments representing interest (22,525)
Present value of future lease payments/lease obligations $9,392

Scheduled future lease payments (excluding amounts paid directly by tenants) for the five succeeding years subsequent to the year ended December 31, 2018 are $0.3 million each year, respectively, and $8.8 million thereafter.



CPA:18 – Global 6/30/2019 10-Q17


Notes to Condensed Consolidated Financial Statements (Unaudited)


Operating Real Estate Land, Buildings and Improvements
 
Operating real estate, which consists of our self-storage and student housing and multi-family residential properties, (our last multi-family residential investment was sold on January 29, 2019), is summarized as follows (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Land$77,916
 $77,984
$77,704
 $78,240
Buildings and improvements428,151
 425,165
427,622
 434,245
Less: Accumulated depreciation(49,494) (41,969)(60,743) (57,237)
$456,573
 $461,180
$444,583
 $455,248

The carrying value of our Operating real estate — land, buildings and improvements decreased by $1.0$7.2 million from December 31, 20182019 to June 30, 2019,March 31, 2020, reflecting the impact of exchange rate fluctuations during the same period (Note 2).

Depreciation expense, including the effect of foreign currency translation, on our operating real estate was $3.8 million and $4.3 million for both the three months ended June 30, 2019March 31, 2020 and 2018, respectively, and $7.6 million and $8.7 million for the six months ended June 30, 2019 and 2018, respectively.

For the three and six months ended June 30, 2019, Lease revenues — operating real estate totaled $17.3 million and $34.6 million, respectively. For the three and six months ended June 30, 2018, Lease revenues — operating real estate totaled $19.5 million and $38.5 million, respectively.

Dispositions of Operating Real Estate

During the six months ended June 30, 2019, we sold our last multi-family residential property, which was previously classified as held for sale at December 31, 2018 (Note 12).2019.

Real Estate Under Construction

The following table provides the activity of our Real estate under construction (in thousands):
Six Months Ended June 30, 2019Three Months Ended March 31, 2020
Beginning balance$152,106
$235,751
Capitalized funds52,346
38,569
Foreign currency translation adjustments(5,217)
Placed into service(4,062)
Capitalized interest3,375
2,003
Placed into service(2,838)
Foreign currency translation adjustments(701)
Ending balance$204,288
$267,044

Capitalized Funds

On February 8, 2019, we entered into a student housing development project located in Pamplona, Spain at a total cost of $11.1 million (amount is based on the exchange rate of the euro on the date of acquisition). This property is under construction and is currently projected to be completed in September 2021, at which point, our total investment is expected to be approximately $29.7 million. As there is insufficient equity at risk, the investment is considered to be a VIE (Note 2).

During the sixthree months ended June 30, 2019,March 31, 2020, total capitalized funds primarily related to construction draws for our student housing development projects, which were comprised principally of initial funding of $11.1 million and construction draws of $41.2 million. Capitalized funds includeincludes accrued costs of $1.9$2.5 million, which is a non-cash investing activity.

Capitalized Interest

Capitalized interest includes interest incurred during construction as well as amortization of the mortgage discount and deferred financing costs, which totaled $3.4$2.0 million during the sixthree months ended June 30, 2019,March 31, 2020, which is a non-cash investing activity.

Ending Balance

As of March 31, 2020, we had 12 open development projects, with aggregate unfunded commitments of approximately $237.0 million, excluding capitalized interest, accrued costs, and capitalized acquisition fees for our Advisor.



CPA:18 – Global 6/30/20193/31/2020 10-Q 1815


Notes to Condensed Consolidated Financial Statements (Unaudited)


Placed into ServiceGhana Settlement Update

During the sixthree months ended June 30, 2019,March 31, 2020, the collectibility of the value added tax (“VAT”) receivable to be refunded by the Ghanaian government was no longer deemed probable. As such, we recorded a total of $2.8 million was placed into service, principally relatedloss to write-off the remaining portion of two substantially completed student housing operating properties,VAT receivable during the three months ended March 31, 2020, which is a non-cash investing activity.

Ending Balance

At June 30, 2019, we had 13 open development projects, with aggregate unfunded commitmentsincluded within Other gains and (losses) on our condensed consolidated statements of approximately $326.5 million, excluding capitalized interest, accrued costs, and capitalized acquisition fees for our Advisor.

Assets and Liabilities Held for Sale

Below is a summary of our properties held for sale (in thousands):
 June 30, 2019 December 31, 2018
Real estate — Land, buildings and improvements$24,378
 $
Operating real estate — Land, buildings and improvements
 26,277
    
In-place lease and other intangible assets5,011
 1,090
Accumulated depreciation and amortization(6,532) (3,759)
Assets held for sale, net$22,857
 $23,608
    
Non-recourse secured debt, net$
 $24,250
Accounts payable, accrued expenses and other liabilities (a)
$(1,018) $
___________
(a)Amount at June 30, 2019 includes a $0.9 million lease liability which will be transferred to the buyer upon completion of the sale.

At June 30, 2019, the remaining eight real estate properties in our Truffle portfolio were classified as Assets held for sale, net, with an aggregate carrying value of $22.9 million. These properties are encumbered by a non-recourse mortgage loan totaling $18.7 million at June 30, 2019, which will not be assumed by the buyer (Note 12).

At December 31, 2018, we had one multi-family residential property classified as Assets held for sale, net, with a carrying value of $23.6 million, which was encumbered at that date by a non-recourse mortgage loan of $24.3 million. This property was sold in January 2019 and the debt was transferred to the buyer upon sale (Note 12).operations.

Equity Investment in Real Estate

We classify distributions received from equity method investments using the cumulative earnings approach. Distributions received are considered returns on the investment and classified as cash inflows from operating activities. If, however, the investor’s cumulative distributions received, less distributions received in prior periods determined to be returns of investment, exceeds cumulative equity in earnings recognized, the excess is considered a return of investment and is classified as cash inflows from investing activities.

We have an interest in an unconsolidated investment in our Self Storage segment that relates to a joint venture for the development of fourthree self-storage facilities in Canada. This entity was jointly owned with a third party, which is also the general partner of the joint venture. On April 15, 2019, the joint-venture agreement was amendedOur ownership and our ownershipeconomic interest in the joint venture increased from 90% tois 100%. We continue to not consolidate this entity because we are not the primary beneficiary due to shared decision making with the general partner and the nature of our involvement in the activities, of the entitywhich allows us to exercise significant influence, but does not give us power over decisions that significantly affect the economic performance of the entity.



CPA:18 – Global 6/30/2019 10-Q19


Notes to Condensed Consolidated Financial Statements (Unaudited)


At June 30, 2019As of March 31, 2020 and December 31, 2018,2019, our total equity investment balance for these self-storage properties was $18.1$13.2 million and $18.8$14.9 million, respectively, which is included in Accounts receivable and other assets, net in the condensed consolidated financial statements. At June 30, 2019As of March 31, 2020 and December 31, 2018,2019, the joint venture had total third-party recourse debt of $32.1$29.3 million and $28.7$32.2 million, respectively. As of June 30, 2019, the unfunded commitments for the development projects totaled approximately $11.9 million, related to our equity investment.

Note 5. Finance Receivables

Assets representing rights to receive money on demand or at fixed or determinable dates are referred to as finance receivables. Our finance receivables portfolio consists of our notes receivable (which are included in Accounts receivable and other assets, net in the condensed consolidated financial statements) and our Net investments in direct financing leases.leases (net of allowance for credit losses). Operating leases are not included in finance receivables. See Note 2 and Note 4 for information on ROU operating lease assets recognized on our condensed consolidated balance sheets.

Notes Receivable

At June 30, 2019,As of March 31, 2020, our notes receivable consisted of a $28.0 million mezzanine tranche of 10-year commercial mortgage-backed securities on the Cipriani banquet halls in New York, New York with a maturity date of July 2024. The mezzanine tranche is subordinated to a $60.0 million senior loan on the properties. We have received and will continue to receive interest-onlyInterest-only payments at a rate of 10% per annum on this loanare due through its maturity date. AtAs of both June 30, 2019March 31, 2020 and December 31, 2018,2019, the balance for this note receivable remained $28.0 million.

On April 9,Interest income from our notes receivable was $0.7 million and $1.8 million for three months ended March 31, 2020 and 2019, we received full repayment totaling $36.0 million on the Mills Fleet Farm Group LLC mezzanine loan (“Mills Fleet”), which was the balance that remained at December 31, 2018.respectively, and is included in Other operating and interest income in our condensed consolidated statements of operations.



CPA:18 – Global 3/31/2020 10-Q16


Notes to Condensed Consolidated Financial Statements (Unaudited)


Net Investments in Direct Financing Leases

Net investments in our direct financing lease investments is summarized as follows (in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Lease payments receivable$56,882
 $58,353
$54,419
 $55,278
Unguaranteed residual value39,401
 39,402
39,401
 39,401
96,283
 97,755
93,820
 94,679
Less: unearned income(54,403) (56,010)(51,714) (52,625)
Less: allowance for credit losses (a)
(11,768) 
$41,880
 $41,745
$30,338
 $42,054
___________
(a)
Upon our adoption of ASU 2016-13 on January 1, 2020, we applied changes in loss reserves through a cumulative-effect adjustment to retained earnings totaling $6.9 million (Note 2). In addition, during the three months ended March 31, 2020, due to changes in expected economic conditions, we recorded an allowance for credit losses of $4.9 million, which was included in Allowance for credit losses in our condensed consolidated statements of operations.

Interest income from direct financing leases was $0.9$1.0 million for both the three months ended June 30,March 31, 2020 and 2019, and 2018, respectively, and $1.9 million and $1.8 million for the six months ended June 30, 2019 and 2018, respectively, and is included in Lease revenues — net-leased in our condensed consolidated statements of operations.

Scheduled Future Lease Payments to be Received

Scheduled future lease payments to be received (exclusive of expenses paid by tenants, percentage of rents, and future CPI-based adjustments) under non-cancelable direct financing leases as of June 30, 2019 were as follows (in thousands):
Years Ending December 31,  Total
2019 (remainder) $1,710
2020 3,466
2021 3,533
2022 3,610
2023 3,688
Thereafter 40,875
Total undiscounted cash flows $56,882



CPA:18 – Global 6/30/2019 10-Q20


Notes to Condensed Consolidated Financial Statements (Unaudited)


Scheduled future lease payments to be received (exclusive of expenses paid by tenants, percentage of rents, and future CPI-based adjustments) under non-cancelable direct financing leases as of December 31, 2018 were as follows (in thousands):
Years Ending December 31,  Total
2019 $3,375
2020 3,455
2021 3,523
2022 3,599
2023 3,677
Thereafter 40,724
Total undiscounted cash flows $58,353

Credit Quality of Finance Receivables

We generally invest in facilities that we believe are critical to a tenant’s business and therefore have a lower risk of tenant default. As of both June 30, 2019March 31, 2020 and December 31, 2018,2019, we had no significant finance receivable balances that were past due, andbut as noted above, we had not established any allowancesan allowance for credit losses.losses during the first quarter of 2020. Additionally, there were no modifications of finance receivables during the sixthree months ended June 30, 2019. March 31, 2020.

We evaluate the credit quality of our finance receivables utilizing an internal five-point credit rating scale, with one representing the highest credit quality and five representing the lowest. A credit quality of one through three indicates a range of investment grade to stable. A credit quality of four through five indicates inclusion on the watch list to risk of default. The credit quality evaluation of our finance receivables is updated quarterly.

A summary of our finance receivables by internal credit quality rating is as follows (dollars in thousands):
 Number of Tenants/Obligors at Carrying Value at Number of Tenants/Obligors at Carrying Value at
Internal Credit Quality Indicator June 30, 2019 December 31, 2018 June 30, 2019 December 31, 2018 March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019
1   $
 $
2 2 2 15,666
 15,705
3 2 2 29,768
 29,751
1 – 3 4 4 $44,964
 $45,457
4 1 2 24,446
 60,243
 1 1 13,374
 24,597
5   
 
   
 
 0 $69,880
 $105,699
 0 $58,338
 $70,054

Note 6. Intangible Assets and Liabilities

In-place lease intangibles are included in In-place lease and other intangible assets in the condensed consolidated financial statements. Above-marketabove-market rent intangibles are included in In-place lease and other intangible assets in the condensed consolidated financial statements. Below-market rent intangibles are included in Accounts payable, accrued expenses and other liabilities in the condensed consolidated financial statements.

Goodwill is included in our Net Lease segment and included in Accounts receivable and other assets, net in the condensed consolidated financial statements. As a result of foreign currency translation adjustments, goodwill increaseddecreased from $26.4$26.0 million as of December 31, 20182019 to $26.6$23.2 million as of June 30, 2019.March 31, 2020.



CPA:18 – Global 6/30/20193/31/2020 10-Q 2117


Notes to Condensed Consolidated Financial Statements (Unaudited)


Intangible assets and liabilities are summarized as follows (in thousands):
 June 30, 2019 December 31, 2018 March 31, 2020 December 31, 2019
Amortization Period (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying AmountAmortization Period (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount
Finite-Lived Intangible Assets                        
In-place lease1 – 23 $248,042
 $(128,340) $119,702
 $252,316
 $(120,936) $131,380
6 – 23 $232,546
 $(131,852) $100,694
 $238,771
 $(131,012) $107,759
Below-market ground lease (a)
N/A 
 
 
 21,966
 (1,719) 20,247
Above-market rent5 – 30 10,361
 (3,810) 6,551
 11,178
 (3,923) 7,255
7 – 30 9,929
 (4,187) 5,742
 10,257
 (4,141) 6,116
 258,403
 (132,150) 126,253
 285,460
 (126,578) 158,882
 242,475
 (136,039) 106,436
 249,028
 (135,153) 113,875
Indefinite-Lived Intangible Assets                        
Goodwill 26,626
 
 26,626
 26,354
 
 26,354
 23,179
 
 23,179
 26,024
 
 26,024
Total intangible assets $285,029
 $(132,150) $152,879
 $311,814
 $(126,578) $185,236
 $265,654
 $(136,039) $129,615
 $275,052
 $(135,153) $139,899
                        
Finite-lived Intangible Liabilities            
Finite-Lived Intangible Liabilities            
Below-market rent6 – 30 $(15,208) $6,201
 $(9,007) $(15,309) $5,651
 $(9,658)6 – 30 $(14,930) $6,875
 $(8,055) $(14,974) $6,627
 $(8,347)
Above-market ground lease (a)
N/A 
 
 
 (105) 6
 (99)
Total intangible liabilities $(15,208) $6,201
 $(9,007) $(15,414) $5,657
 $(9,757) $(14,930) $6,875
 $(8,055) $(14,974) $6,627
 $(8,347)
___________
(a)
In connection with our adoption of ASU 2016-02 (Note 2), in the first quarter of 2019, we prospectively reclassified below-market ground lease intangible assets and above-market ground lease intangible liabilities to be a component of ROU assets. These amounts are included within In-place lease and other intangibles in our condensed consolidated balance sheets.

Net amortization of intangibles, including the effect of foreign currency translation, was $5.9$3.5 million and $4.6$3.9 million for the three months ended June 30,March 31, 2020 and 2019, and 2018, respectively, and $9.9 million for both the six months ended June 30, 2019 and 2018, respectively. Amortization of below-market rent and above-market rent intangibles is recorded as an adjustment to Rental income; and amortization of in-place lease intangibles is included in Depreciation and amortization expense; and amortization of below-market and above-market ground lease intangibles (now classified as ROU assets within In-place lease and other intangible assets, as described above) is included in Property expenses.expense.

Note 7. Fair Value Measurements
 
The fair value of an asset is defined as the exit price, which is the amount that would either be received when an asset is sold or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance establishes a three-tier fair value hierarchy based on the inputs used in measuring fair value. These tiers are: Level 1, for which quoted market prices for identical instruments are available in active markets, such as money market funds, equity securities, and U.S. Treasury securities; Level 2, for which there are inputs other than quoted prices included within Level 1 that are observable for the instrument, such as certain derivative instruments including interest rate caps, interest rate swaps, foreign currency forward contracts and foreign currency collars; and Level 3, for securities that do not fall into Level 1 or Level 2 and for which little or no market data exists, therefore requiring us to develop our own assumptions.

Items Measured at Fair Value on a Recurring Basis

The methods and assumptions described below were used to estimate the fair value of each class of financial instrument. For significant Level 3 items, we have also provided the unobservable inputs.



CPA:18 – Global 6/30/2019 10-Q22


Notes to Condensed Consolidated Financial Statements (Unaudited)


Derivative Assets and Liabilities — Our derivative assets and liabilities, which are included in Accounts receivable and other assets, net and Accounts payable, accrued expenses and other liabilities, respectively, in the condensed consolidated financial statements, are comprised of foreign currency forward contracts, interest rate swaps, interest rate caps, and foreign currency collars (Note 8).

The valuation of our derivative instruments is determined using a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves, spot and forward rates, and implied volatilities. We incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative instruments for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. These derivative instruments were classified as Level 2 as these instruments are custom, over-the-counter contracts with various bank counterparties that are not traded in an active market.



CPA:18 – Global 3/31/2020 10-Q18


Notes to Condensed Consolidated Financial Statements (Unaudited)


We did not have any transfers into or out of Level 1, Level 2, and Level 3 measurements during the three and six months ended June 30, 2019March 31, 2020 and 2018.2019. Gains and losses (realized and unrealized) recognized on items measured at fair value on a recurring basis included in earnings are reported within Other gains and (losses) on our condensed consolidated financial statements.
 
Our other financial instruments had the following carrying values and fair values as of the dates shown (dollars in thousands):
  June 30, 2019 December 31, 2018  March 31, 2020 December 31, 2019
Level Carrying Value Fair Value Carrying Value Fair ValueLevel Carrying Value Fair Value Carrying Value Fair Value
Non-recourse secured debt, net (a) (b)
3 $1,213,274
 $1,253,540
 $1,237,427
 $1,257,032
3 $1,183,382
 $1,196,712
 $1,201,913
 $1,239,004
Notes receivable (c)
3 28,000
 30,200
 63,954
 66,154
3 28,000
 30,300
 28,000
 30,300
___________
(a)
As of June 30, 2019March 31, 2020 and December 31, 2018,2019, the carrying value of Non-recourse secured debt, net includes unamortized deferred financing costs of $6.1$6.2 million and $6.9$5.8 million, respectively. As of June 30, 2019respectively, and December 31, 2018, the carrying value of Non-recourse secured debt, net, includes unamortized premium, net of $2.1$1.3 million and $1.3$2.1 million, respectively (Note 9).
(b)We determined the estimated fair value of our Non-recourse secured debt, net using a discounted cash flow model that estimates the present value of the future loan payments by discounting such payments at current estimated market interest rates. The estimated market interest rates take into account interest rate risk and the value of the underlying collateral, which includes quality of the collateral, the credit quality of the tenant/obligor, and the time until maturity.
(c)We determined the estimated fair value of our Notes receivable using a discounted cash flow model with rates that take into account the credit of the tenant/obligor, order of payment tranches, and interest rate risk. We also considered the value of the underlying collateral, taking into account the quality of the collateral, the credit quality of the tenant/obligor, the time until maturity, and the current market interest rate.

We estimated that our other financial assets and liabilities (excluding net investments in direct financing leases) had fair values that approximated their carrying values as of both June 30, 2019March 31, 2020 and December 31, 2018.2019.

Note 8. Risk Management and Use of Derivative Financial Instruments
 
Risk Management
 
In the normal course of our ongoing business operations, we encounter economic risk. There are four main components of economic risk that impact us: interest rate risk, credit risk, market risk, and foreign currency risk. We are primarily subject to interest rate risk on our interest-bearing liabilities. Credit risk is the risk of default on our operations and our tenants’ inability or unwillingness to make contractually required payments. Market risk includes changes in the value of our properties and related loans, as well as changes in the value of our other investments due to changes in interest rates or other market factors. We own international investments, primarily in Europe, and are subject to risks associated with fluctuating foreign currency exchange rates.
 


CPA:18 – Global 6/30/2019 10-Q23


Notes to Condensed Consolidated Financial Statements (Unaudited)


Derivative Financial Instruments
 
When we use derivative instruments, it is generally to reduceThere have been no significant changes in our exposure to fluctuations in interest rates and foreign currency exchange rate movements. We have not entered into, and do not plan to enter into financial instruments for trading or speculative purposes. In addition to entering into derivative instruments on our own behalf, we may also be a party to derivative instruments that are embedded in other contracts. The primary risks related to our use of derivative instruments include: (i) a counterparty to a hedging arrangement defaulting on its obligation and (ii) a downgrade in the credit quality of a counterparty to such an extent that our ability to sell or assign our side of the hedging transaction is impaired. While we seek to mitigate these risks by entering into hedging arrangements with large financial institutions that we deem to be creditworthy, it is possible that our hedging transactions, which are intended to limit losses, could adversely affect our earnings. Furthermore, if we terminate a hedging arrangement, we may be obligated to pay certain costs, such as transaction or breakage fees. We have established policies and procedures for risk assessment, as well as the approval, reporting, and monitoring of derivative financial instrument activities.
We measure derivative instruments at fair value and record them as assets or liabilities, depending on our rights or obligations under the applicable derivative contract. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. For derivatives designated and that qualify as cash flow hedges, the change in fair value of the derivative is recognized in Other comprehensive income (loss) until the hedged transaction affects earnings. Gains and losses on the cash flow hedges representing hedge components excludedpolicies from the assessment of effectiveness are recognized in earnings over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with the Company’s accounting policy election. Such gains and losses are recorded within Other gains and (losses) or Interest expense in our condensed consolidated statements of operations. The earnings recognition of excluded components is presentedwhat was disclosed in the same line item as the hedged transactions. For derivatives designated and that qualify as a net investment hedge, the change in the fair value and/or the net settlement of the derivative is reported in Other comprehensive income (loss) as part of the cumulative foreign currency translation adjustment. Amounts are reclassified out of Other comprehensive income (loss) into earnings when the hedged net investment is either sold or substantially liquidated.

All derivative transactions with an individual counterparty are governed by a master International Swap and Derivatives Association agreement, which can be considered as a master netting arrangement; however, we report all our derivative instruments on a gross basis on our condensed consolidated financial statements.2019 Annual Report. As of both June 30, 2019March 31, 2020 and December 31, 2018,2019, no cash collateral had been posted or received for any of our derivative positions.



CPA:18 – Global 3/31/2020 10-Q19


Notes to Condensed Consolidated Financial Statements (Unaudited)


The following table sets forth certain information regarding our derivative instruments (in thousands):
Derivatives Designated as Hedging Instruments Balance Sheet Location Derivative Assets Fair Value at Derivative Liabilities Fair Value at
  June 30, 2019 December 31, 2018 June 30, 2019 December 31, 2018
Foreign currency forward contracts Accounts receivable and other assets, net $1,493
 $2,011
 $
 $
Foreign currency collars Accounts receivable and other assets, net 944
 750
 
 
Interest rate swaps Accounts receivable and other assets, net 89
 808
 
 
Interest rate swaps Accounts payable, accrued expenses and other liabilities 
 
 (2,213) (529)
Foreign currency collars Accounts payable, accrued expenses and other liabilities 
 
 (192) (622)
    2,526
 3,569
 (2,405) (1,151)
Derivatives Not Designated as Hedging Instruments          
Foreign currency collars Accounts payable, accrued expenses and other liabilities 
 
 (16) (115)
    
 
 (16) (115)
Total derivatives   $2,526
 $3,569
 $(2,421) $(1,266)



CPA:18 – Global 6/30/2019 10-Q24


Notes to Condensed Consolidated Financial Statements (Unaudited)

Derivatives Designated as Hedging Instruments Balance Sheet Location Derivative Assets Fair Value at Derivative Liabilities Fair Value at
  March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019
Foreign currency collars Accounts receivable and other assets, net $2,518
 $1,444
 $
 $
Foreign currency forward contracts Accounts receivable and other assets, net 654
 861
 
 
Interest rate caps Accounts receivable and other assets, net 37
 116
 
 
Interest rate swaps Accounts receivable and other assets, net 
 53
 
 
Interest rate swaps Accounts payable, accrued expenses and other liabilities 
 
 (4,555) (1,991)
    3,209
 2,474
 (4,555) (1,991)
Derivatives Not Designated as Hedging Instruments          
Interest rate swap Accounts payable, accrued expenses and other liabilities 
 
 (37) (48)
    
 
 (37) (48)
Total derivatives   $3,209
 $2,474
 $(4,592) $(2,039)

The following tables present the impact of our derivative instruments in the condensed consolidated financial statements (in thousands):
 Amount of Gain (Loss) Recognized on Derivatives in Other Comprehensive Income (Loss) Amount of Loss Recognized on Derivatives in Other Comprehensive Loss
 Three Months Ended June 30, Six Months Ended June 30, Three Months Ended March 31,
Derivatives in Cash Flow Hedging Relationships  2019 2018 2019 2018 2020 2019
Interest rate swaps $(1,528) $363
 $(2,415) $1,520
 $(2,617) $(887)
Foreign currency collars 1,140
 805
Foreign currency forward contracts (361) 427
 (518) (202) (207) (157)
Foreign currency collars (84) 2,626
 721
 1,421
Interest rate cap 2
 2
 3
 20
Interest rate caps (139) 1
Derivatives in Net Investment Hedging Relationship (a)
            
Foreign currency collars (19) 80
 (18) (46) 149
 1
Foreign currency forward contracts 15
 23
 15
 
Total $(1,975) $3,521
 $(2,212) $2,713
 $(1,674) $(237)
___________
(a)The changes in fair value and the settlement of these contracts are reported in the foreign currency translation adjustment section of Other comprehensive income (loss).loss.
    Amount of Gain on Derivatives Reclassified from Other Comprehensive Loss into Income
Derivatives in Cash Flow Hedging Relationships  Location of Gain (Loss) Recognized in Income Three Months Ended March 31,
  2020 2019
Foreign currency forward contracts Other gains and (losses) $278
 $346
Interest rate swaps Interest expense (179) 27
Foreign currency collars Other gains and (losses) 119
 11
Interest rate caps Interest expense (17) (3)
Total   $201
 $381



CPA:18 – Global 3/31/2020 10-Q20

    Amount of Gain (Loss) on Derivatives Reclassified from Other Comprehensive Income (Loss) into Income
Derivatives in Cash Flow Hedging Relationships  Location of Gain (Loss) Recognized in Income Three Months Ended June 30, Six Months Ended June 30,
  2019 2018 2019 2018
Foreign currency forward contracts Other gains and (losses) $338
 $237
 $684
 $459
Foreign currency collars Other gains and (losses) 39
 (26) 50
 (180)
Interest rate swaps Interest expense 22
 (76) 49
 (159)
Interest rate cap Interest expense (3) (8) (6) (39)
Total   $396
 $127
 $777
 $81

Notes to Condensed Consolidated Financial Statements (Unaudited)


Amounts reported in Other comprehensive income (loss)loss related to our interest derivative contracts will be reclassified to Interest expense as interest is incurred on our variable-rate debt. Amounts reported in Other comprehensive income (loss)loss related to foreign currency derivative contracts will be reclassified to Other gains and (losses) when the hedged foreign currency contracts are settled. As of June 30, 2019,March 31, 2020, we estimated that an additional $0.4$1.9 million and $1.1$1.6 million will be reclassified as Interest expense and Other gains and (losses), respectively, during the next 12 months.



CPA:18 – Global 6/30/2019 10-Q25


Notes to Condensed Consolidated Financial Statements (Unaudited)


The following table presents the impact of our derivative instruments in the condensed consolidated financial statements (in thousands):
 Amount of Gain (Loss) on Derivatives Recognized in Income Amount of Gain on Derivatives Recognized in Income
Derivatives Not in Cash Flow Hedging Relationships  Location of Gain (Loss) Recognized in Income Three Months Ended June 30, Six Months Ended June 30, Location of Gain (Loss) Recognized in Income Three Months Ended March 31,
 2019 2018 2019 2018  2020 2019
Foreign currency collars Other gains and (losses) $(5) $56
 $113
 $(95) Other gains and (losses) $81
 $118
Interest rate swaps Interest expense 
 (41) 
 (47)
Interest rate swap Interest expense 8
 
Foreign currency forward contracts Other gains and (losses) 7
 
Derivatives in Cash Flow Hedging Relationships            
Interest rate swaps Interest expense 13
 (1) 12
 5
 Interest expense 179
 (1)
Foreign currency collars Other gains and (losses) 
 (5) 7
 (15) Other gains and (losses) 
 7
Total $8
 $9
 $132
 $(152) $275
 $124

Interest Rate Swaps and Caps

We are exposed to the impact of interest rate changes primarily through our borrowing activities. To limit this exposure, we attempt to obtain mortgage financing on a long-term, fixed-rate basis. However, from time to time, we or our joint investment partners have obtained, and may in the future obtain, variable-rate non-recourse secured debt and, as a result, we have entered into, and may continue to enter into interest rate swap agreements or interest rate cap agreements with counterparties. Interest rate swaps, which effectively convert the variable-rate debt service obligations of a loan to a fixed rate, are agreements in which one party exchanges a stream of interest payments for a counterparty’s stream of cash flow over a specific period. The notional, or face, amount on which the swaps are based is not exchanged. Interest rate caps limit the effective borrowing rate of variable-rate debt obligations while allowing participants to share in downward shifts in interest rates. Our objective in using these derivatives is to limit our exposure to interest rate movements.
 
The interest rate swaps and caps that our consolidated subsidiaries had outstanding as of June 30, 2019March 31, 2020 are summarized as follows (currency in thousands):
Interest Rate Derivatives Number of Instruments Notional
Amount
 
Fair Value at
June 30, 2019 (a)
 Number of Instruments Notional
Amount
 
Fair Value at
March 31, 2020 (a)
Interest rate swaps 10 98,593
USD $(2,065) 9 92,008
USD $(4,555)
Interest rate swap 1 9,544
EUR (59)
Interest rate cap 1 5,700
USD 
 1 12,975
EUR 20
Interest rate caps 2 59,000
GBP 17
Interest rate cap 1 5,700
USD 
Derivatives Not Designated as Hedging Instruments    
Interest rate swap (b)
 1 9,183
EUR (37)
   $(2,124)   $(4,555)
___________
(a)Fair value amount is based on the exchange rate of the eurorespective currencies as of June 30, 2019,March 31, 2020, as applicable.
(b)This interest rate swap does not qualify for hedge accounting; however, it does protect against fluctuations in interest rates related to the underlying variable-rate debt.



CPA:18 – Global 3/31/2020 10-Q21


Notes to Condensed Consolidated Financial Statements (Unaudited)


Foreign Currency Contracts
 
We are exposed to foreign currency exchange rate movements, primarily in the euro and, to a lesser extent, the Norwegian krone. We manage foreign currency exchange rate movements by generally placing our debt service obligation on an investment in the same currency as the tenant’s rental obligation to us. This reduces our overall exposure to the net cash flow from that investment. However, we are subject to foreign currency exchange rate movements to the extent that there is a difference in the timing and amount of the rental obligation and the debt service. Realized and unrealized gains and losses recognized in earnings related to foreign currency transactions are included in Other gains and (losses) in the condensed consolidated financial statements.



CPA:18 – Global 6/30/2019 10-Q26


Notes to Condensed Consolidated Financial Statements (Unaudited)


In order to hedge certain of our foreign currency cash flow exposures, we enter into foreign currency forward contracts and collars. A foreign currency forward contract is a commitment to deliver a certain amount of currency at a certain price on a specific date in the future. By entering into forward contracts and holding them to maturity, we are locked into a future currency exchange rate for the term of the contract. A foreign currency collar guarantees that the exchange rate of the currency will not fluctuate beyond the range of the options’ strike prices. Our foreign currency forward contracts and foreign currency collars have maturities of 7472 months or less.

The following table presents the foreign currency derivative contracts we had outstanding and their designations as of June 30, 2019March 31, 2020 (currency in thousands):
Foreign Currency Derivatives Number of Instruments Notional
Amount
 Fair Value at
June 30, 2019
 Number of Instruments Notional
Amount
 Fair Value at
March 31, 2020
Designated as Cash Flow Hedging Instruments              
Foreign currency forward contracts 11 4,312
EUR $1,205
Foreign currency collars 20 17,152
EUR $1,665
Foreign currency collars 31 21,180
EUR 451
 16 30,660
NOK 801
Foreign currency forward contracts 5 7,277
NOK 235
 5 2,006
EUR 654
Foreign currency collars 20 40,150
NOK 217
Designated as Net Investment Hedging Instruments        
Foreign currency collars 2 9,350
NOK 84
Foreign currency forward contracts 1 2,568
NOK 53
Not Designated as Hedging Instruments    
Foreign currency collars 1 1,500
EUR (16)
Foreign currency collar 1 2,500
NOK 52
   $2,229
   $3,172

Credit Risk-Related Contingent Features

We measure our credit exposure on a counterparty basis as the net positive aggregate estimated fair value of our derivatives, net of any collateral received. No collateral was received as of June 30, 2019.March 31, 2020. At June 30, 2019,March 31, 2020, our total credit exposure was $2.2$2.4 million and the maximum exposure to any single counterparty was $1.6$1.2 million.

Some of the agreements we have with our derivative counterparties contain cross-default provisions that could trigger a declaration of default on our derivative obligations if we default, or are capable of being declared in default, on certain of our indebtedness. As of June 30, 2019,March 31, 2020, we had not been declared in default on any of our derivative obligations. The estimated fair value of our derivatives in a net liability position was $2.4$4.7 million and $1.3$2.1 million as of June 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, which included accrued interest and any nonperformance risk adjustments. If we had breached any of these provisions as of June 30, 2019March 31, 2020 or December 31, 2018,2019, we could have been required to settle our obligations under these agreements at their aggregate termination value of $2.5$5.0 million and $1.4$2.2 million, respectively.

Note 9. Non-Recourse Secured Debt, Net

Non-recourse secured debt, net is collateralized by the assignment of real estate properties. As of June 30, 2019,March 31, 2020, the weighted-average interest rates for our fixed-rate and variable-rate non-recourse secured debt bore interest at fixed annual rates ranging from 1.7% to 5.8%were 4.0% and variable contractual annual rates ranging from 1.6% to 8.2%3.7%, respectively, with maturity dates ranging from 20192020 to 2039.

Financing Activity During 2019

On March 4, 2019, we obtained a construction loan of $51.7 million for a student housing development project located in Austin, Texas. The loan bears a variable interest rate on outstanding drawn balances (4.6% at June 30, 2019), and is scheduled to mature in March 2023. We have the option to extend this loan one year from the original maturity date to March 2024. As of June 30, 2019, we had drawn $5.0 million on the construction loan.



CPA:18 – Global 6/30/20193/31/2020 10-Q 2722


Notes to Condensed Consolidated Financial Statements (Unaudited)


Financing Activity During 2020

On March 13, 2020, we obtained a construction loan of $22.5 million (amount based on the exchange rate of the euro at the date of the loan) for a student housing development project in Barcelona, Spain. The loan is comprised of four tranches with a weighted average variable interest rate of 2.1% as of March 31, 2020. Interest only payments are due on outstanding draws through its scheduled maturity date of December 2023. A total of $16.8 million was drawn on the loan as of March 31, 2020.

Scheduled Debt Principal Payments
 
Scheduled debt principal payments during the remainder of 2019,2020, each of the next four calendar years following December 31, 2019,2020, and thereafter are as follows (in thousands):
Years Ending December 31, Total Total
2019 (remainder) $81,312
2020 87,142
2020 (remainder) $59,686
2021 163,897
 151,979
2022 119,067
 189,208
2023 161,215
 203,916
2024 198,335
Thereafter through 2039 604,628
 385,187
Total principal payments 1,217,261
 1,188,311
Unamortized deferred financing costs (6,084) (6,244)
Unamortized premium, net 2,097
 1,315
Total $1,213,274
 $1,183,382

Certain amounts in the table above are based on the applicable foreign currency exchange rate at June 30, 2019.March 31, 2020.

The carrying value of our Non-recourse secured debt, net increaseddecreased by $0.1$35.7 million in the aggregate from December 31, 20182019 to June 30, 2019,March 31, 2020, reflecting the impact of the weakening of the U.S. dollar relative to certain foreign currencies (primarily the Norwegian krone)exchange rate fluctuations during the same period (Note 2).

Debt Covenants

As of June 30, 2019, we remained in breach of the debt service coverage ratio covenant on our Fortenova (formerly Agrokor)Our non-recourse mortgage loan given historical rent collection issues. Duringagreements include customary financial maintenance covenants that require us to maintain certain ratios and benchmarks at the second quarter, we restructured the lease agreement with Fortenova to reduce contractual rents and entered into a payment plan to collect approximately 50%end of unpaid back rents plus VAT, which will be paid in ten monthly installments beginning in July 2019. Although weeach quarter. We were in compliance with the debt service coverage ratio requirement in June 2019, the breach will be cured once rental receipts are received for six consecutive months.all of these covenants at March 31, 2020.

Note 10. Commitments and Contingencies

As of June 30, 2019March 31, 2020, we were not involved in any material litigation. Various claims and lawsuits arising in the normal course of business are pending against us. The results of these proceedings are not expected to have a material adverse effect on our condensed consolidated financial positionstatements of operations or results of operations.

See Note 4 for unfunded construction commitments.



CPA:18 – Global 6/30/20193/31/2020 10-Q 2823


Notes to Condensed Consolidated Financial Statements (Unaudited)


Note 11. (Loss) Earnings Per Share and Equity

Basic and Diluted (Loss) Earnings Per Share

The following table presents (loss) earnings per share (in thousands, except share and per share amounts):
 Three Months Ended June 30, 2019 Three Months Ended June 30, 2018
 Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Income Basic and Diluted Earnings Per Share  Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Loss Basic and Diluted Earnings Per Share 
Class A common stock116,210,773
 $2,442
 $0.02
 113,010,970
 $(213) $
Class C common stock32,058,663
 636
 0.02
 31,593,597
 (121) 
Net income (loss) attributable to CPA:18 – Global  $3,078
     $(334)  

Three Months Ended March 31,
Six Months Ended June 30, 2019 Six Months Ended June 30, 20182020 2019
Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Income Basic and Diluted Earnings Per Share  Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Income Basic and Diluted Earnings Per Share Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Loss Basic and Diluted Loss Per Share  Basic and Diluted Weighted-Average
Shares Outstanding
 Allocation of Net Income Basic and Diluted Earnings Per Share 
Class A common stock115,855,895
 $14,095
 $0.12
 112,564,943
 $7,901
 $0.07
117,968,262
 $(6,398) $(0.05) 115,497,094
 $11,654
 $0.10
Class C common stock31,969,341
 3,810
 0.12
 31,517,919
 2,092
 0.07
32,445,640
 (1,782) (0.05) 31,879,027
 3,173
 0.10
Net income attributable to CPA:18 – Global  $17,905
     $9,993
  
Net (loss) income attributable to CPA:18 – Global  $(8,180)     $14,827
  

The allocation of Net (loss) income (loss) attributable to CPA:18 – Global is calculated based on the basic and diluted weighted-average shares outstanding for Class A and Class C common stock for each respective period. The Class C common stock allocation includes interest expense related to the accretion of interest on the annual distribution and shareholder servicing fee liability of less than or equal to $0.1 million for both the three and six months ended June 30,March 31, 2020 and March 31, 2019, and 2018, respectively (Note 3).

Distributions

For the three months ended June 30, 2019,March 31, 2020, our board of directors declared quarterly distributions of $0.1563 per share for our Class A common stock and $0.1376$0.1382 per share for our Class C common stock, which waswere paid on JulyApril 15, 20192020 to stockholders of record on June 28, 2019, March 31, 2020, in the amount of $22.5$22.8 million.



CPA:18 – Global 6/30/2019 10-Q29


Notes to Condensed Consolidated Financial Statements (Unaudited)


Reclassifications Out of Accumulated Other Comprehensive Loss

The following tables present a reconciliation of changes in Accumulated other comprehensive loss by component for the periods presented (in thousands):
 Three Months Ended June 30, 2019
 Gains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments Total
Beginning balance$1,977
 $(56,892) $(54,915)
Other comprehensive income before reclassifications(1,575) 3,658
 2,083
Amounts reclassified from accumulated other comprehensive loss to:     
Other gains and (losses)(377) 
 (377)
Interest expense(19) 
 (19)
Net current-period other comprehensive income(1,971) 3,658
 1,687
Net current-period other comprehensive income attributable to noncontrolling interests
 (331) (331)
Ending balance$6
 $(53,565) $(53,559)

 Three Months Ended June 30, 2018
 Gains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments Total
Beginning balance$(1,741) $(22,170) $(23,911)
Other comprehensive loss before reclassifications3,545
 (22,582) (19,037)
Amounts reclassified from accumulated other comprehensive loss to:     
Other gains and (losses)(211) 
 (211)
Interest expense84
 
 84
Net current-period other comprehensive loss3,418
 (22,582) (19,164)
Net current-period other comprehensive loss attributable to noncontrolling interests
 2,326
 2,326
Ending balance$1,677
 $(42,426) $(40,749)

Six Months Ended June 30, 2019Three Months Ended March 31, 2020
Gains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments TotalGains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments Total
Beginning balance$2,215
 $(52,808) $(50,593)$138
 $(56,673) $(56,535)
Other comprehensive loss before reclassifications(1,432) (584) (2,016)(1,622) (24,082) (25,704)
Amounts reclassified from accumulated other comprehensive loss to:          
Other gains and (losses)(734) 
 (734)(397) 
 (397)
Interest expense(43) 
 (43)196
 
 196
Net current-period other comprehensive loss(2,209) (584) (2,793)(1,823) (24,082) (25,905)
Net current-period other comprehensive income attributable to noncontrolling interests
 (173) (173)
Net current-period other comprehensive loss attributable to noncontrolling interests
 2,528
 2,528
Ending balance$6
 $(53,565) $(53,559)$(1,685) $(78,227) $(79,912)



CPA:18 – Global 6/30/20193/31/2020 10-Q 3024


Notes to Condensed Consolidated Financial Statements (Unaudited)


Six Months Ended June 30, 2018Three Months Ended March 31, 2019
Gains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments TotalGains and (Losses) on Derivative Instruments Foreign Currency Translation Adjustments Total
Beginning balance$(1,082) $(32,130) $(33,212)$2,215
 $(52,808) $(50,593)
Other comprehensive loss before reclassifications2,840
 (11,005) (8,165)143
 (4,242) (4,099)
Amounts reclassified from accumulated other comprehensive loss to:          
Other gains and (losses)(279) 
 (279)(357) 
 (357)
Interest expense198
 
 198
(24) 
 (24)
Net current-period other comprehensive loss2,759
 (11,005) (8,246)(238) (4,242) (4,480)
Net current-period other comprehensive loss attributable to noncontrolling interests
 709
 709

 158
 158
Ending balance$1,677
 $(42,426) $(40,749)$1,977
 $(56,892) $(54,915)

See Note 8 for additional information on our derivative activity recognized within Other comprehensive income (loss)loss for the periods presented.

Note 12. Property Dispositions
We have an active capital recycling program, with a goal of extending the average lease term of our portfolio through reinvestment, improving portfolio credit quality through dispositions and acquisitions of assets, increasing the asset criticality factor in our portfolio, and/or executing strategic dispositions of our net-leased and operating assets. We may decide to dispose of a property due to vacancy, tenants electing not to renew their leases, tenant insolvency, or lease rejection in the bankruptcy process. In such cases, we assess whether we can obtain the highest value from the property by selling it, as opposed to re-leasing it. We may also sell a property when we receive an unsolicited offer or negotiate a price for an investment that is consistent with our strategy for that investment. When it is appropriate to do so, we classify the property as an asset held for sale on our condensed consolidated balance sheet.

Operating Real Estate Land, Buildings and Improvements

On January 29, 2019, we sold our 97% interest that we held in our last multi-family residential property, located in Fort Walton Beach, Florida, to one of our joint venture partners for total proceeds of $13.1 million, net of closing costs, and recognized a gain on sale of $15.4 million (which includes a $2.9 million gain attributable to noncontrolling interests). The buyer assumed the related non-recourse mortgage loan outstanding on this property totaling $24.2 million.

Real Estate Land, Buildings and Improvements

During the six months ended June 30, 2019, we sold three properties in our Truffle portfolio, for total proceeds of $7.3 million, net of closing costs, and recognized a gain on sale of $1.9 million. Additionally, we repaid $4.4 million at closing towards the non-recourse mortgage loan encumbering our Truffle portfolio (amounts are based on the exchange rate of the British pound sterling at the date of sale).

Additionally, at June 30, 2019, the remaining eight properties in our Truffle portfolio were classified as Assets held for sale, net, with an aggregate carrying value of $22.9 million. These properties are encumbered by a non-recourse mortgage loan totaling $18.7 million at June 30, 2019, which will not be assumed by the buyer.



CPA:18 – Global 6/30/20193/31/2020 10-Q 3125


Notes to Condensed Consolidated Financial Statements (Unaudited)


Note 13.12. Segment Reporting

We operate in three reportable business segments: Net Lease, Self Storage, and Other Operating Properties. Our Net Lease segment includes our investments in net-leased properties, whether they are accounted for as operating leases or direct financing leases. Our Self Storage segment is comprised of our investments in self-storage properties. Our Other Operating Properties segment is primarily comprised of our investments in student housing development projects, student housing operating properties and multi-family residential properties (our last multi-family residential property was sold in January 2019). In addition, we have an All Other category that includes our notes receivable investments.investments, one of which was repaid during the second quarter of 2019. The following tables present a summary of comparative results and assets for these business segments (in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Net Lease          
Revenues (a) (b)
$30,731
 $33,299
 $61,723
 $66,291
Revenues (a)
$24,067
 $30,992
Operating expenses (b)
(18,638) (19,307) (35,949) (38,426)(20,602) (17,311)
Interest expense(8,694) (9,002) (17,430) (17,860)(6,858) (8,736)
Other gains and (losses)(3,440) 43
Gain on sale of real estate, net650
 
 1,547
 

 897
Other gains and (losses)503
 1,555
 546
 5,906
Benefit from income taxes1,366
 88
 1,006
 233
Benefit from (provision for) income taxes639
 (360)
Net income attributable to noncontrolling interests(45) (485) (254) (579)(700) (209)
Net income attributable to CPA:18 – Global$5,873
 $6,148
 $11,189
 $15,565
Net (loss) income attributable to CPA:18 – Global$(6,894) $5,316
Self Storage          
Revenues$15,167
 $14,398
 $30,006
 $28,371
$15,356
 $14,839
Operating expenses(8,872) (8,762) (17,617) (18,111)(9,095) (8,745)
Interest expense(3,450) (3,288) (6,876) (6,382)(3,356) (3,426)
Other gains and (losses) (c)
(607) (266) (1,275) (745)(54) (668)
Provision for income taxes(11) (28) (44) (55)(31) (33)
Net income attributable to CPA:18 – Global$2,227
 $2,054
 $4,194
 $3,078
$2,820
 $1,967
Other Operating Properties          
Revenues$2,307
 $5,911
 $4,929
 $11,601
$2,747
 $2,622
Operating expenses(1,544) (4,194) (3,178) (8,356)(1,485) (1,634)
Interest expense166
 (923) 46
 (1,828)(252) (120)
Other gains and (losses)15
 (39)
Gain on sale of real estate, net
 
 14,514
 

 14,514
Other gains and (losses)(5) 151
 (44) 152
(Provision for) benefit from income taxes(356) 47
 (379) 60
Benefit from (provision for) income taxes14
 (23)
Net loss (income) attributable to noncontrolling interests50
 
 (2,739) 8
5
 (2,789)
Net income attributable to CPA:18 – Global$618
 $992
 $13,149
 $1,637
$1,044
 $12,531
All Other(d)          
Revenues$822
 $1,795
 $2,655
 $3,575
$710
 $1,833
Operating expenses
 (1) (1) (2)
 (1)
Net income attributable to CPA:18 – Global$822
 $1,794
 $2,654
 $3,573
$710
 $1,832
Corporate          
Unallocated Corporate Income and Expenses (d)
$(4,357) $(8,492) $(9,328) $(9,125)
Unallocated Corporate Overhead (e)
$(3,944) $(4,971)
Net income attributable to noncontrolling interests — Available Cash Distributions$(2,105) $(2,830) $(3,953) $(4,735)$(1,916) $(1,848)
Total Company          
Revenues$49,027
 $55,403
 $99,321
 $109,838
$42,880
 $50,294
Operating expenses(34,021) (37,119) (66,293) (74,389)
Operating expenses (b)
(36,228) (32,272)
Interest expense(12,044) (13,294) (24,401) (26,224)(10,489) (12,357)
Other gains and (losses) (c)
(2,126) (476)
Gain on sale of real estate, net650
 

16,058
 

 15,408
Other gains and (losses) (c)
699
 (2,307) 223
 5,361
Benefit from (provision for) income taxes867
 298

(57) 713
394
 (924)
Net income attributable to noncontrolling interests(2,100) (3,315)
(6,946) (5,306)(2,611) (4,846)
Net income (loss) attributable to CPA:18 – Global$3,078
 $(334) $17,905
 $9,993
Net (loss) income attributable to CPA:18 – Global$(8,180) $14,827


CPA:18 – Global 6/30/20193/31/2020 10-Q 3226


Notes to Condensed Consolidated Financial Statements (Unaudited)


Total AssetsTotal Assets
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Net Lease$1,436,469
 $1,461,385
$1,463,826
 $1,517,659
Self Storage377,486
 386,682
365,907
 369,883
Other Operating Properties338,179
 313,925
215,628
 213,692
Corporate81,486
 78,099
76,018
 105,407
All Other28,219
 64,462
28,165
 28,162
Total Company$2,261,839
 $2,304,553
$2,149,544
 $2,234,803
__________
(a)We recognized straight-line rent adjustments of $0.8 million and $1.2 million for the
The three months ended June 30,March 31, 2020 and 2019 and 2018, respectively, and $1.7includes straight-line rent amortization of $0.7 million and $2.5$0.9 million, for the sixrespectively. The three months ended June 30, 2019March 31, 2020 includes a $7.0 million write-off of straight-line rent receivables (Note 2). Straight-line lease revenue is only recognized when deemed probable of collection, and 2018, respectively, which increasedis included within Lease revenues — net-leased within our condensed consolidated financial statements for each period.statements.
(b)
For the sixThe three months ended June 30, 2018, we recorded bad debt expenseMarch 31, 2020 includes an allowance for credit loss of $2.1$4.9 million to Property expenses in the condensed consolidated statements of operations as a result of financial difficulties and uncertainty regarding future rent collections from our tenant Fortenova. As part ofconnection with our adoption of ASU 2016-02 in the first quarter of 2019, any lease payments that are not determined to be probable of collection were recognized within lease revenues2016-13 (Note 2). In addition, we restructured the lease with the tenant during the three months ended June 30, 2019 (Note 9).
(c)Includes Equity in losses of equity method investment in real estate.
(d)Included in the all other category are our notes receivable investments, one of which was repaid during the second quarter of 2019.
(e)
Included in unallocated corporate income and expensesoverhead are expenses and other gains and (losses) that are calculated and reported at the portfolio level and not evaluated as part of any segment’s operating performance. Such items include asset management fees, general and administrative expenses, and gains and losses on foreign currency transactions and derivative instruments. Asset management fees totaled $3.0 million and $2.9 million for the three months ended March 31, 2020 and 2019, respectively (Note 3).

Note 13. Subsequent Events

The global spread of COVID-19 has created significant uncertainty and economic disruption, both in the near-term and potentially longer-term. The extent to which this pandemic could affect our financial condition, liquidity, and results of operations is difficult to predict and depends on evolving factors, including: duration, scope, government actions, and other social responses.

Our advisor is closely monitoring the impact of COVID-19 on all aspects of our business, including how it will impact our portfolio and tenant credit health (including our tenants’ ability to pay rent) as well as our liquidity, capital allocation, and balance sheet management. Our advisor continues to actively engage in discussions with our tenants and with the third-party managers of our operating properties regarding the impact of COVID-19 on business operations, liquidity, prospects, and financial position.

The extent to which the COVID-19 pandemic impacts our operations and those of our tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity, and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others.



CPA:18 – Global 3/31/2020 10-Q27




Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide the reader with information that will assist in understanding our financial statements and the reasons for changes in certain key components of our financial statements from period to period. Management’s Discussion and Analysis of Financial Condition and Results of Operations also provides the reader with our perspective on our financial position and liquidity, as well as certain other factors that may affect our future results. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the 20182019 Annual Report and subsequent reports filed under the Securities Exchange Act of 1934.

Business Overview

As described in more detail in Item 1 of the 20182019 Annual Report, we are a publicly owned, non-traded REIT that invests in a diversified portfolio of income-producing commercial properties leased to companies, and other real estate-related assets, both domestically and outside the United States. In addition, our portfolio includes self-storage and student housing and multi-family residential investment. Our last multi-family residential investment was sold on January 29, 2019. and after that date we no longer earn any revenue from multi-family residential properties. As a REIT, we are not subject to U.S. federal income taxation as long as we satisfy certain requirements, principally relating to the nature of our income, the level of our distributions, and other factors. We earn revenue principally by leasing the properties we own to single corporate tenants, primarily on a triple-net lease basis, which requires the tenant to pay substantially all of the costs associated with operating and maintaining the property. We derive self-storage revenue from rents received from customers who rent storage space primarily under month-to-month leases for personal or business use. We earn student housing and multi-family residential revenue primarily from leases of one year or less with the individual students and tenants, respectively.students. Revenue is subject to fluctuation because of the timing of new transactions, completion of build-to-suit and development projects, lease terminations, lease expirations, contractual rent adjustments, tenant defaults, sales of properties, and foreign currency exchange rates. We commenced operations in May 2013 and are managed by our Advisor. We hold substantially all of our assets and conduct substantially all of our business through our Operating Partnership. We are the general partner of, and own 99.97% of the interests in, the Operating Partnership. The remaining interest in the Operating Partnership is held by a subsidiary of WPC.

Significant Developments

COVID-19

The global spread of COVID-19, which has been declared a pandemic by the World Health Organization, has created significant uncertainty and economic disruption, both in the near-term and potentially longer-term. The extent to which this pandemic could affect our financial condition, liquidity, and results of operations is difficult to predict and depends on evolving factors, including: duration, scope, government actions, and, other social responses.

The impact of the pandemic both in the United States and globally has been rapidly evolving. It continues to adversely impact commercial activity and cause uncertainty and volatility in financial markets. The outbreak is expected to have a continued adverse impact on economic and market conditions for the foreseeable future and to trigger a period of global economic slowdown with no known duration. The rapid development and fluidity of this situation is without precedent in modern history and the ultimate adverse impact of the COVID-19 pandemic at this time is unknown. Consequently, the COVID-19 pandemic presents material uncertainty and risk with respect to our performance and financial results (such as the potential negative impact to occupancy and our tenants’ ability to meet their financial obligations), results of operations or market values at our properties, increased risk of defaults, decreased availability of financing arrangements, additional potential risks arising from changes in law and/or regulation, and uncertainty regarding government and regulatory policy. Conditions in the bank lending, capital, and other financial markets may continue to deteriorate as a result of the pandemic, and our access to capital and other sources of funding may become constrained, which could adversely affect the availability and terms of future borrowings, renewals, or refinancings. In addition, the deterioration of global economic conditions as a result of the pandemic is likely to negatively impact our tenants.

We are closely monitoring the impact of COVID-19 on all aspects of our business, portfolio, and tenant credit health, as well as our liquidity, capital allocation, and balance sheet management. Our net lease portfolio includes exposure to hotel and leisure and student housing properties (see Item 3. Quantitative and Qualitative Disclosures About Market Risk for concentrations); these sectors have been significantly impacted by the pandemic.



CPA:18 – Global 6/30/20193/31/2020 10-Q 3328




Significant DevelopmentsIn response to early reports of the suspected transmission of COVID-19 in both the United States and Europe, in late February and early March, our Advisor initiated steps to prioritize the health and safety of its employees. By mid-March, our Advisor fully transitioned all employees in its four offices — New York, Dallas, London, and Amsterdam — to working remotely and successfully executed its business continuity plan, with all of its core financial, operational, and telecommunication systems operating from a cloud-based environment with no disruption.

Our Advisor continues to actively engage in discussions with our tenants and with the third-party managers of our operating properties regarding the impact of COVID-19 on business operations, liquidity, and financial position. In April, net lease contractual base rent payments representing 90% of the total contractual base rent of our net lease portfolio (weighted by ABR) were due. Through the date of this Report, we received from tenants substantially all net lease contractual base rent that was due in the first quarter and 84% of net lease contractual base rent that was due in April.

Given the significant uncertainty around the duration and severity of the impact of COVID-19, we are unable to predict the impact it will have on our tenants’ continued ability to pay rent. Therefore, information provided regarding March and April rent collections should not serve as an indication of expected future rent collections.

As of March 31, 2020, our debt and interest obligations due within one year totaled $159.3 million. In addition, we expect to fund capital commitments of $188.9 million in the next year, primarily for our 12 student housing development projects (five of which are scheduled to be completed in 2020). We believe we have sufficient liquidity to meet our liquidity and capital resource requirements primarily through available cash and cash equivalents, restricted cash, cash received under net lease and operating lease agreements, and undrawn capacity under our construction loans. Additional sources of liquidity, if necessary, includes leveraging our unleveraged properties, refinancing existing debt obligations, asset sales, and paying all asset management fees to our Advisor in shares (which effective April 1, 2020, our Advisor elected to receive all of the asset management fees in shares of our Class A common stock). Our Advisor may also provide us with a line of credit at its discretion.

The extent to which COVID-19 impacts our operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak and actions taken to contain COVID-19 or treat its impact, among others. The potential impact of COVID-19 on our tenants and properties could have a material adverse effect on our business, financial condition, NAVs, liquidity, results of operations, and prospects.

Net Asset Values

Our Advisor calculates our NAVs as of each quarter-end by relying in part on rolling update appraisals covering approximately 25% of our real estate portfolio each quarter, adjusted to give effect to the estimated fair value of our debt (all provided by an independent third party) and for other relevant factors. Since our quarterly NAVs are not based on an appraisal of our full portfolio, to the extent any new quarterly NAV adjustments are within 1% of our previously disclosed NAVs, our quarterly NAVs will remain unchanged. We monitor properties not appraised during the quarter to identify any that may have experienced a significant event and obtain updated third-party appraisals for such properties. Our NAVs are based on a number of variables, including individual tenant credits, lease terms, lending credit spreads, foreign currency exchange rates, share counts, tenant defaults, and development projects that are not yet generating income, among others. We do not control all of these variables and, as such, cannot predict how they will change in the future. Costs associated with our development projects (which are not yet generating income) are not appraised quarterly and are carried at cost.cost, which approximates fair value. These costs are included in Real estate under construction in our condensed consolidated financial statements. Our NAVs as of MarchDecember 31, 2019 were $8.73$8.94 for both our Class A and Class C common stock. Please see our Current Report on Form 8-K dated May 22, 2019March 12, 2020 for additional information regarding the calculation of our NAVs. Our Advisor currently intends to determine our quarterly NAVs as of June 30, 2019March 31, 2020 during the thirdsecond quarter of 2019.2020.

The accrued distribution and shareholder servicing fee payable has been valued using a hypothetical liquidation value and, as a result, the NAVs do not reflect any obligation to pay future distribution and shareholder servicing fees. As of June 30, 2019,March 31, 2020, the liability balance for the distribution and shareholder servicing fee was $2.9 million.$1.4 million, which includes $0.5 million related to the first quarter of 2020. We currently expect that we will cease incurring the distribution and shareholder servicing fee during the third quarter of 2020, at which time the total underwriting compensation paid in respect of the offering will reach 10.0% of the gross offering proceeds (Note 3).



CPA:18 – Global 3/31/2020 10-Q29


Financial Highlights

During the sixthree months ended June 30, 2019,March 31, 2020, we completed the following, as further described in the condensed consolidated financial statements.

AcquisitionFinancing Activity

We entered intoOn March 13, 2020, we obtained a new student-housing development project transaction for an aggregate amountconstruction loan of $29.7$22.5 million (amount based on the exchange rate of the euro on the acquisition date), inclusive of unfunded future commitments and acquisition related costs and fees (Note 4).

Disposition Activity

Operating Real Estate —During the six months ended June 30, 2019, we sold our 97% interest in our last multi-family residential property to one of our joint venture partners for total proceeds of $13.1 million, net of closing costs, and recognized a gain on sale of $15.4 million (which includes a $2.9 million gain attributable to noncontrolling interests). The buyer assumed the related mortgage loan outstanding on this property totaling $24.2 million (Note 12).

Real Estate — During the six months ended June 30, 2019, we sold three properties in our Truffle portfolio for total proceeds of $7.3 million, net of closing costs, and recognized a gain on sale of $1.9 million (amounts based on the exchange rate of the British pound sterling at the date of sale). At closing we repaid $4.4 million towards the non-recourse mortgage loan encumbering our Truffle portfolio. In addition, at June 30, 2019, the remaining eight properties in our Truffle portfolio have been classified as Assets held for sale, net with a carrying value of $22.9 million (Note 12).

Financing Activity

On March 4, 2019, we obtained a construction loan of $51.7 millionloan) for a student housing development project located in Austin, Texas.Barcelona, Spain. The loan bearsis comprised of four tranches with a weighted average variable interest rate of 2.1% as of March 31, 2020. Interest only payments are due on outstanding drawn balances (4.6% at June 30, 2019) and isdraws through its scheduled to mature in March 2023. We have the option to extend this loan one year from the original maturity date to March 2024. As of June 30, 2019, we hadDecember 2023. A total of $16.8 million was drawn $5.0 million on the construction loan as of March 31, 2020 (Note 9).






CPA:18 – Global 6/30/2019 10-Q34


Consolidated Results

(in thousands)
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Total revenues$49,027
 $55,403
 $99,321
 $109,838
$42,880
 $50,294
Net income (loss) attributable to CPA:18 – Global3,078
 (334) 17,905
 9,993
Net (loss) income attributable to CPA:18 – Global(8,180) 14,827
          
Cash distributions paid22,415
 21,844
 44,679
 43,530
22,745
 22,264
          
Net cash provided by operating activities    42,029
 44,960
22,808
 21,859
Net cash used in investing activities    (7,449) (81,716)(45,158) (20,926)
Net cash (used in) provided by financing activities    (43,881) 63,940
Net cash used in financing activities(5,758) (29,531)
          
Supplemental financial measures (a):
          
FFO attributable to CPA:18 – Global
17,876
 15,153
 34,304
 41,573
5,024
 16,428
MFFO attributable to CPA:18 – Global16,607
 16,392
 32,283
 33,959
18,520
 15,676
Adjusted MFFO attributable to CPA:18 – Global16,134
 15,995
 32,151
 33,090
17,641
 16,018
__________
(a)
We consider the performance metrics listed above, including Funds from operations (“FFO”), MFFO, and Adjusted modified funds from operations (“Adjusted MFFO”), which are supplemental measures that are not defined by GAAP (“non-GAAP measures”), to be important measures in the evaluation of our operating performance. See Supplemental Financial Measures below for our definitions of these non-GAAP measures and reconciliations to their most directly comparable GAAP measures.

Revenues and Net (Loss) Income (Loss) Attributable to CPA:18 – Global

Total revenues decreased for the three and six months ended June 30, 2019March 31, 2020 as compared to the same periods in 2018, primarily as a result of our dispositions and the impact of foreign currency exchange rates, partially offset by two student housing operating properties placed into service, subsequent to June 30, 2018.

Net income (loss) attributable to CPA:18 – Global increased for the three months ended June 30, 2019 compared to the same period in 2018,2019, primarily due to reduced property expenses resulting fromthe write-off of straight-line rent receivables based on our properties sold or transferred subsequent to June 30, 2018. Also contributing to the increase were foreign currency transaction losses recognized during the three months ended June 30, 2018. Lastly, there was a decrease in interest expense during the three months ended June 30, 2019, as well as an increase in benefit from income taxes.current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels (Note 2).

During the current year period we recognized a Net incomeloss attributable to CPA:18 – Global increased for the six months ended June 30, 2019as compared to net income in the sameprior year period, in 2018, primarily due to the gaingains on sale of real estate recognized during the currentprior year period, the straight-line rent write-offs as noted above, and the losses incurred during the three months ended March 31, 2020 relating to the allowance for credit losses recognized in accordance with ASU 2016-13 (Note 122). This increase was partially offset by the gain recognized during the six months ended June 30, 2018 and loss as a result of excess insurance proceeds received for a rebuild of a property that was damagedthe Ghana VAT receivable write-off (Note 4). These decreases were partially offset by a tornadodecrease in 2017. Additionally, there was an increase in net income attributable to noncontrolling interests, primarilyinterest expense due to the salerefinancings and dispositions of encumbered properties subsequent to the three months ended March 31, 2019 and increased capitalized interest on our student housing development projects, the collection of back rents during the current year period relating to a lease restructure during the second quarter of 2019 with our tenant, Fortenova (formerly Agrokor), and termination income received for one of our joint venture multi-family residential property, located in Fort Walton Beach, Florida (properties during the three months ended March 31, 2020.Note 12).



CPA:18 – Global 6/30/20193/31/2020 10-Q 3530



FFO, MFFO, and Adjusted MFFO Attributable to CPA:18 – Global

FFO increaseddecreased $11.4 million for the three months ended June 30, 2019March 31, 2020 as compared to the same period in 2018,2019, primarily due to the write-off of straight-line rent (based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels) and the losses incurred relating to the allowance for credit losses and Ghana VAT receivable write-off as noted above. These decreases were partially offset by a decreasereduction in foreign currency losses related tointerest expense as noted above, an increase in operating property revenues primarily from higher occupancies at our international investments recognized duringstudent housing and self-storage properties, and a deferred tax benefit resulting from straight-line rent receivable write-offs.

MFFO and Adjusted MFFO increased $2.8 million and $1.6 million, respectively for the three months ended June 30, 2019, partially offset by excess insurance proceeds received for a rebuild of a property that was damaged by a tornado in 2017 during the three months ended June 30, 2018.

FFO decreased for the six months ended June 30, 2019March 31, 2020 as compared to the same period in 2018,2019, primarily due to athe decrease in revenueinterest expense and increase in operating revenues as a result of the property dispositions subsequent to June 30, 2018,noted above, as well as excess insurance proceeds recognizedthe collection of back rents relating to a lease restructure during 2018.the second quarter of 2019, and termination income received for one of our properties during the three months ended March 31, 2020. These decreasesincreases were partially offset by a decrease in property expenses resulting from our properties sold or transferred subsequent to June 30, 2018, as well as the capitalization of interest expense on development projects.

MFFO and Adjusted MFFO increased for the three months ended June 30, 2019 as compared to the same period in 2018, primarily due to capitalization of interest expense on development projects and lower property expenses as a result of properties sold or transferred, offset by the foreign currency impact as a result of the weakening of the euro in relation to the U.S. dollar.

MFFO and Adjusted MFFO decreased for the six months ended June 30, 2019 as compared to the same period in 2018, primarilyincome due to the impact of properties sold subsequent to June 30, 2018, and the foreign currency impact as a result of the weakening of the euroMills Fleet mezzanine loan repayment in relation to the U.S. dollar, partially offset by the capitalization of interest expense on development projects.



April 2019.


CPA:18 – Global 6/30/20193/31/2020 10-Q 3631




Portfolio Overview

We hold a diversified portfolio of income-producing commercial real estate properties and other real estate-related assets. We make investments both domestically and internationally. In addition, our portfolio includes self-storage and student housing and multi-family residential (our last multi-family residential investment was sold on January 29, 2019) investmentsproperties for the periods presented below. Portfolio information is provided on a pro rata basis, unless otherwise noted below, to better illustrate the economic impact of our various jointly owned net-leased and operating jointly owned investments. See Terms and Definitions below for a description of pro rata amounts.

Portfolio Summary
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Number of net-leased properties (a)
54
 57
47
 47
Number of operating properties (b)(a)
84
 84
70
 70
Number of tenants (a)
87
 93
Total square footage (in thousands)15,488
 15,660
Occupancy — Single-tenant97.9% 98.3%
Occupancy — Multi-tenant95.2% 96.1%
Weighted-average lease term — Single-tenant properties (in years)9.6
 10.2
Weighted-average lease term — Multi-tenant properties (in years)5.6
 6.6
Number of development projects12
 12
Number of tenants (net-leased properties)65
 61
Total portfolio square footage (in thousands)15,133
 15,130
Occupancy — (net-leased properties)98.6% 99.4%
Weighted-average lease term (net-leased properties in years)9.4
 9.4
Number of countries12
 12
12
 12
Total assets (consolidated basis in thousands)$2,261,839
 $2,304,553
$2,149,544
 $2,234,803
Net investments in real estate (consolidated basis in thousands)1,946,308
 1,936,236
1,902,350
 1,946,720
Debt, net — pro rata (in thousands)
1,137,828
 1,156,060
1,110,028
 1,126,326
Six Months Ended June 30,Three Months Ended March 31,
(dollars in thousands, except exchange rates)2019 20182020 2019
Acquisition volume — consolidated (c)(b)
$29,736
 $123,996
$
 $29,736
Acquisition volume — pro rata (d)(c)
29,736
 123,218

 29,736
Financing obtained — consolidated16,096
 129,616
24,982
 4,229
Financing obtained — pro rata
17,652
 128,406
24,164
 6,359
Average U.S. dollar/euro exchange rate1.1297
 1.2108
1.1020
 1.1356
Average U.S. dollar/Norwegian krone exchange rate0.1161
 0.1262
0.1058
 0.1166
Average U.S. dollar/British pound sterling exchange rate1.2931
 1.3764
1.2808
 1.3013
Change in the U.S. CPI (e)(d)
1.9% 2.2%0.4 % 1.2%
Change in the Harmonized Index of Consumer Prices (e)
1.3% 1.2%
Change in the Netherlands CPI (d)
0.1 % 1.3%
Change in the Norwegian CPI (e)(d)
0.7% 2.2%(0.1)% 0.5%
__________
(a)Represents our single-tenant and multi-tenant properties, and, accordingly, excludes all operating properties. We consider a property to be multi-tenant if it does not have a single tenant that comprises more than 75% of the contractual minimum annualized base rent (“ABR”) for the property. See Terms and Definitions below for a description of ABR.
(b)As of June 30, 2019,March 31, 2020, our operating portfolio consisted of 6968 self-storage properties 13 student housing development projects and two student housing operating properties, all of which are managed by third parties. Our operating portfolio also includes a self-storage development project.
(c)(b)IncludesComprised of development project transactions and related budget amendments, which are reflected as the total commitment for the development project funding, and excludes investments in unconsolidated joint ventures.
(d)(c)
IncludesComprised of development project transactions and related budget amendments, which are reflected as the total commitment for the development project funding, and includes investments in unconsolidated joint ventures, which include our equity investment in real estate (Note 4).
(e)(d)Many of our lease agreements include contractual increases indexed to changes in the U.S. CPI, Netherlands CPI, Norwegian CPI, or other similar indices in the jurisdictions where the properties are located.



CPA:18 – Global 6/30/20193/31/2020 10-Q 3732




The tables below present information about our portfolio on a pro rata basis as of June 30, 2019.and for the period ended March 31, 2020. See Terms and Definitions below for a description of pro rata metrics,Pro Rata Metrics, stabilized net operating income (“Stabilized NOI”), and ABR.

Portfolio Diversification by Property Type
(dollars in thousands)
Property Type Stabilized NOI Percent Stabilized NOI Percent
Net-Leased        
Office $19,346
 32% $9,646
 30%
Hospitality 7,111
 12% 3,396
 10%
Warehouse 6,496
 10% 3,272
 10%
Industrial 5,725
 9% 2,034
 6%
Retail 4,173
 7% 1,911
 6%
Residential 279
 1%
Net-Leased Total $42,851
 70% 20,538
 63%
        
Operating        
Self Storage 18,430
 30%
Self storage 9,838
 31%
Other operating properties 2,034
 6%
Operating Total $18,430
 30% 11,872
 37%
Total $61,281
 100% $32,410
 100%

Portfolio Diversification by Geography
(dollars in thousands)
Region Stabilized NOI Percent Stabilized NOI Percent
United States        
South $14,737
 24% $7,495
 23%
Midwest 12,058
 20% 5,463
 17%
West 6,182
 10% 3,144
 10%
East 4,771
 8% 2,396
 7%
U.S. Total $37,748
 62% 18,498
 57%
        
International        
Norway 5,771
 9% 2,525
 8%
Germany 5,146
 8% 2,356
 7%
Netherlands 3,728
 6%
The Netherlands 2,342
 7%
United Kingdom 2,034
 6%
Mauritius 2,526
 5% 1,244
 4%
Poland 2,131
 3% 1,082
 3%
Croatia 1,638
 3% 831
 3%
United Kingdom 1,189
 2%
Canada 629
 2%
Slovakia 1,124
 2% 590
 2%
Canada 280
 %
Spain 279
 1%
International Total $23,533
 38% 13,912
 43%
Total $61,281
 100% $32,410
 100%



CPA:18 – Global 6/30/20193/31/2020 10-Q 3833




Top Ten Tenants by Total Stabilized NOI
(dollars in thousands)
Tenant/Lease Guarantor Property Type Tenant Industry Location Stabilized NOI Percent Property Type Tenant Industry Location Stabilized NOI Percent
Fentonir Trading & Investments Limited (a)
 Hotel Hotel, Gaming, and Leisure Munich and Stuttgart, Germany $3,738
 6% Hospitality Hotel and Leisure Munich and Stuttgart, Germany $1,794
 6%
Sweetheart Cup Company, Inc. Warehouse Containers, Packaging and Glass University Park, Illinois 3,106
 5% Warehouse Containers, Packaging and Glass University Park, Illinois 1,553
 5%
Rabobank Groep NV (a)
 Office Banking Eindhoven, Netherlands 2,760
 5% Office Banking Eindhoven, Netherlands 1,418
 4%
Albion Resorts (Club Med) (a)
 Hotel Hotel, Gaming, and Leisure Albion, Mauritius 2,525
 4% Hospitality Hotel and Leisure Albion, Mauritius 1,244
 4%
Siemens AS (a)
 Office Capital Equipment Oslo, Norway 2,201
 4%
Bank Pekao S.A. (a)
 Office Banking Warsaw, Poland 2,131
 3% Office Banking Warsaw, Poland 1,082
 3%
State Farm Automobile Co. Office Insurance Austin, Texas 1,933
 3% Office Insurance Austin, Texas 986
 3%
Orbital ATK, Inc. Office Metals and Mining Plymouth, Minnesota 1,926
 3%
COOP Ost AS (a)
 Retail Grocery Oslo, Norway 1,778
 3%
Siemens AS (a)
 Office Capital Equipment Oslo, Norway 965
 3%
State of Iowa Board of Regents Office Sovereign and Public Finance Coralville and Iowa City, Iowa 1,729
 3% Office Sovereign and Public Finance Coralville and Iowa City, Iowa 873
 3%
Belk, Inc. Warehouse Retail Jonesville, South Carolina 821
 3%
COOP Ost SA(a)
 Retail Grocery Oslo, Norway 745
 2%
Total $23,827
 39% $11,481
 36%
__________
(a)Stabilized NOI amounts for these properties are subject to fluctuations in foreign currency exchange rates.



CPA:18 – Global 6/30/20193/31/2020 10-Q 3934




Net-Leased Portfolio

The tables below represent information about our net-leased portfolio on a pro rata basis and, accordingly, exclude all operating properties as of June 30, 2019.March 31, 2020. See Terms and Definitions below for a description of pro rata metrics,Pro Rata Metrics, Stabilized NOI and ABR.

Portfolio Diversification by Tenant Industry
(dollars in thousands)
Industry Type Stabilized NOI Percent ABR Percent
Hotel, Gaming, and Leisure $7,111
 17%
Hotel and Leisure $14,278
 16%
Banking 4,892
 11% 10,352
 12%
Grocery 4,173
 11% 6,250
 7%
Containers, Packaging, and Glass 3,106
 8% 6,213
 7%
Insurance 2,200
 5% 4,849
 6%
Capital Equipment 4,546
 6%
Utilities: Electric 3,910
 4%
Retail 2,148
 5% 3,700
 4%
Capital Equipment 2,099
 5%
Metals and Mining 1,926
 4% 3,683
 4%
Utilities: Electric 1,895
 4%
Media: Advertising, Printing, and Publishing 1,835
 4%
Oil and Gas 3,666
 4%
Sovereign and Public Finance 1,729
 4% 3,547
 4%
Automotive 1,418
 3%
Advertising, Printing, and Publishing 3,440
 4%
High Tech Industries 3,109
 4%
Business Services 1,354
 3% 2,925
 3%
Healthcare and Pharmaceuticals 1,124
 3% 2,574
 3%
High Tech Industries 1,108
 3%
Oil and Gas 968
 2%
Automotive 1,984
 2%
Construction and Building 762
 2% 1,521
 2%
Residential 1,380
 2%
Non-Durable Consumer Goods 570
 1% 1,262
 1%
Telecommunications 537
 1% 1,094
 1%
Electricity 525
 1% 1,073
 1%
Wholesale 500
 1% 1,049
 1%
Cargo Transportation 483
 1% 977
 1%
Other (a)
 388
 1% 398
 1%
Total $42,851
 100% $87,780
 100%
__________
(a)Includes Stabilized NOIABR from tenants in the following industries: environmental industries, durable consumer goods, and environmental industries.consumer services.



CPA:18 – Global 6/30/20193/31/2020 10-Q 4035




Lease Expirations
(dollars in thousands)
Year of Lease Expiration (a) (b)
 Number of Leases Expiring ABR Percent
Remaining 2019 6
 $1,785
 2%
2020 6
 967
 1%
Year of Lease Expiration (a)
 Number of Leases Expiring ABR Percent
Remaining 2020 1
 $2
 %
2021 5
 1,211
 1% 2
 868
 1%
2022 3
 220
 % 2
 110
 %
2023 17
 16,028
 17% 11
 14,165
 16%
2024 11
 5,368
 6% 16
 5,243
 6%
2025 8
 5,410
 6% 6
 4,312
 5%
2026 8
 6,973
 8% 5
 7,478
 9%
2027 8
 6,269
 7% 6
 6,027
 7%
2028 5
 5,323
 6% 4
 5,310
 6%
2029 4
 9,052
 10% 3
 8,958
 10%
2030 5
 4,194
 4% 2
 3,961
 4%
2031 4
 4,792
 5% 4
 4,963
 6%
2032 3
 8,177
 9% 5
 8,440
 10%
Thereafter (>2032) 12
 16,840
 18% 11
 17,943
 20%
Total 105
 $92,609
 100% 78
 $87,780
 100%
__________
(a)Assumes tenant does not exercise renewal option.
(b)These maturities also include our multi-tenant properties, which generally have a shorter duration than our single-tenant properties, and on a combined basis represent pro rata ABR of $2.9 million.

Lease Composition and Leasing Activities

Substantially all of our leases provide for either scheduled rent increases, periodic rent adjustments based on formulas indexed to changes in the CPI or similar indices, or percentage rents. As of June 30, 2019,March 31, 2020, approximately 50.7%49.4% of our leases (based on ABR) provided for adjustments based on formulas indexed to changes in the U.S. CPI (or similar indices for the jurisdiction in which the property is located), some of which are subject to caps and/or floors. In addition, 45.2%49.0% of our leases (based on ABR) have fixed rent adjustments, for a scheduled average ABR increase of 2.2%1.7% over the next 12 months. Lease revenues from our international investments are subject to exchange rate fluctuations, primarily from the euro. We recognize rents from percentage rents as reported by the lessees, which is after the level of sales requiring a rental payment to us is reached. Percentage rents are insignificant for the periods presented.



CPA:18 – Global 6/30/20193/31/2020 10-Q 4136




Operating Properties

As of June 30, 2019,March 31, 2020, our operating portfolio consisted of 6968 self-storage properties 13 student housing development projects and two student housing operating properties. As of June 30, 2019,March 31, 2020, our operating portfolio was comprised as follows (square footage in thousands):
Location Number of Properties Square Footage Number of Properties Square Footage
Florida 21
 1,779
 21
 1,779
Texas (a)
 13
 843
 12
 843
California 10
 859
 10
 860
Nevada 3
 243
 3
 243
Delaware 3
 241
 3
 241
Georgia 3
 171
 3
 171
Illinois 2
 100
 2
 100
Hawaii 2
 95
 2
 95
Kentucky 1
 121
 1
 121
North Carolina 1
 121
 1
 121
Washington DC 1
 67
Washington, D.C. 1
 67
South Carolina 1
 63
 1
 63
New York 1
 61
 1
 61
Louisiana 1
 59
 1
 59
Massachusetts 1
 58
 1
 58
Missouri 1
 41
 1
 41
Oregon 1
 40
 1
 40
U.S. Total 66
 4,962
 65
 4,963
Spain (b)
 9
 
Canada (c)
 4
 316
United Kingdom (a)
 3
 215
Portugal (d)
 2
 
Canada 3
 317
United Kingdom 2
 215
International Total 18
 531
 5
 532
Total 84
 5,493
 70
 5,495
__________
(a)Includes one student housing development project.
(b)Comprised of nine student housing development projects.
(c)Includes one self-storage facility development project that is an unconsolidated investment and is included in Accounts receivable and other assets, net in the condensed consolidated financial statements.
(d)Comprised of two student housing development projects.



CPA:18 – Global 6/30/20193/31/2020 10-Q 4237




Build-to-Suit and Development Projects

As of June 30, 2019,March 31, 2020, we had the following 12 consolidated student housing development projects, including joint ventures, which remain under construction (dollars in thousands):
Estimated Completion Date Property Type Location 
Ownership Percentage (a)
 Number of Buildings Square Footage 
Estimated Project
Totals (b) (c)
 
Amount Funded (b) (c)
Q3 2019 Student Housing Barcelona, Spain 98.7% 1
 112,980
 $26,389
 $25,899
Q3 2020 Student Housing Malaga, Spain 100.0% 2
 230,329
 39,644
 6,931
Q3 2020 Student Housing Austin, Texas 90.0% 1
 185,720
 74,469
 27,411
Q3 2020 Student Housing Coimbra, Portugal 98.5% 1
 135,076
 25,143
 9,168
Q3 2020 Student Housing San Sebastian, Spain 100.0% 1
 126,075
 34,440
 12,143
Q3 2020 Student Housing Porto, Portugal 98.5% 1
 102,112
 23,256
 5,607
Q3 2020 Student Housing Barcelona, Spain 100.0% 3
 77,504
 29,857
 13,055
Q1 2021 Student Housing Seville, Spain 75.0% 1
 163,477
 41,881
 12,406
Q3 2021 Student Housing Bilbao, Spain 100.0% 1
 179,279
 49,747
 10,096
Q3 2021 Student Housing 
Swansea, United Kingdom (d)
 97.0% 1
 176,496
 64,482
 21,122
Q3 2021 Student Housing Valencia, Spain 98.7% 1
 100,423
 25,528
 6,538
Q3 2021 Student Housing Pamplona, Spain 100.0% 1
 91,363
 28,428
 9,438
Q3 2021 Student Housing Granada, Spain 98.5% 1
 75,557
 22,025
 3,993
        16
 1,756,391
 $485,289
 163,807
Third-party contributions (e)
           (7,120)
Total             $156,687
Location 
Ownership Percentage (a)
 Number of Buildings Square Footage 
Estimated Project
Totals (b) (c)
 
Amount Funded (b) (c)
 Estimated Completion Date
Austin, Texas 90.0% 1
 185,720
 $74,469
 $55,807
  Q3 2020
San Sebastian, Spain (d)
 100.0% 1
 126,075
 33,157
 22,846
  Q3 2020
Barcelona, Spain (d)
 100.0% 3
 77,504
 28,744
 22,311
  Q3 2020
Malaga, Spain (d)
 100.0% 2
 230,329
 38,167
 15,707
  Q4 2020
Porto, Portugal (d)
 98.5% 1
 102,112
 22,389
 8,909
  Q4 2020
Coimbra, Portugal (d)
 98.5% 1
 135,076
 24,206
 10,931
  Q1 2021
Bilbao, Spain (d)
 100.0% 1
 179,279
 48,444
 11,135
  Q3 2021
Seville, Spain (d)
 75.0% 1
 163,477
 40,320
 15,690
  Q3 2021
Pamplona, Spain (d)
 100.0% 1
 91,363
 27,369
 9,811
  Q3 2021
Swansea, United Kingdom (e)
 97.0% 1
 176,496
 62,788
 27,849
  Q3 2022
Valencia, Spain (d)
 98.7% 1
 100,423
 24,577
 7,093
  Q3 2022
Granada, Spain (d)
 98.5% 1
 75,557
 21,204
 4,448
  Q3 2022
    15
 1,643,411
 $445,834
 212,537
  
Third-party contributions (f)
         (7,101)  
Total         $205,436
  
__________
(a)Represents our expected ownership percentage upon the completion of each respective development project.
(b)Amounts related to our 1211 international development projects are denominated in a foreign currency. For these projects, amounts are based on their applicablerespective exchange rates as of June 30, 2019.March 31, 2020.
(c)Amounts exclude capitalized interest, accrued costs, and capitalized acquisition fees forpaid to our Advisor, which are all included in Real estate under construction on our condensed consolidated balance sheets.
(d)Included as part of an agreement with a third-party to become a net-leased property upon completion of construction.
(d)(e)Amount funded for the project includes a $7.0$6.8 million ROUright-of-use land lease asset that is included in In-place lease and other intangible assets on our condensed consolidated balance sheets.
(e)(f)Amount represents the funds contributed from our joint-venture partners.













CPA:18 – Global 6/30/20193/31/2020 10-Q 4338




Terms and Definitions

Pro Rata Metrics — The portfolio information above contains certain metrics prepared under the pro rata consolidation method.method (“P We refer to these metrics as pro rata metrics.ro Rata Metrics”). We have a number of investments in which our economic ownership is less than 100%. Under the full consolidation method, we report 100% of the assets, liabilities, revenues, and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net (loss) income (loss) from that investment. Under the pro rata consolidation method, we generally present our proportionate share, based on our economic ownership of these jointly owned investments, of the portfolio metrics of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.

ABR ABR represents contractual minimum annualized base rent for our net-leased properties, net of receivable reservesadjusted for collectibility as determined by GAAP, and reflects exchange rates as of June 30, 2019.March 31, 2020. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties.

NOI — Net operating income (“NOI”) is a non-GAAP measure intended to reflect the performance of our entire portfolio of properties. We define NOI as rental revenues minusless non-reimbursable property expenses as determined by GAAP. We believe that NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our properties and it allows for comparison of our portfolio performance between periods and to other REITs. While we believe that NOI is a useful supplemental measure, it should not be considered as an alternative to Net (loss) income as an indication of our operating performance.

Stabilized NOI — We use stabilizedStabilized NOI, a non-GAAP measure, as a metric to evaluate the performance of our entire portfolio of properties. Stabilized NOI for development projects and newly acquired operating properties that are not yet substantially leased up are not included in our portfolio information until one year after the project has been substantially completed and placed into service, or the property has been substantially leased up respectively (and the project or property has not been disposed of during or prior to the current period). In addition, any newly acquired stabilized operating property is included in our portfolio of stabilizedStabilized NOI information upon acquisition. Stabilized NOI for a net-leased property is included in our portfolio information upon acquisition or in the period when it is placed into service (as the property will already have a lease in place).

Stabilized NOI is adjusted for corporate expenses, such as asset management fees and the Available Cash Distributions to our Advisor (Note 3), as well as other gains and (losses) that are calculated and reported at the corporate level and not evaluated as part of any property’s operating performance. Additionally, non-cash adjustments (such as straight-line rent adjustments) and interest income related to our notes receivable (which is non-property related) are not included in Stabilized NOI. Lastly, non-core income is excluded from Stabilized NOI as this income is generally not recurring in nature.

We believe that Stabilized NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our properties and it allows for comparison of our portfolio performance between periods and to other REITs. While we believe that Stabilized NOI is a useful supplemental measure, it should not be considered as an alternative to Net (loss) income (loss) as an indication of our operating performance.



CPA:18 – Global 6/30/20193/31/2020 10-Q 4439




Reconciliation of Net (Loss) Income (GAAP) to Net Operating Income Attributable to CPA:18 – Global (non-GAAP) (in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Net Income (GAAP)$5,178
 $2,981
 $24,851
 $15,299
Net (Loss) Income (GAAP)$(5,569) $19,673
Adjustments:          
Depreciation and amortization17,180
 16,892
 32,552
 34,524
14,530
 15,372
Allowance for credit losses4,865
 
Interest expense12,044
 13,294
 24,401
 26,224
10,489
 12,357
Other gains and (losses)(1,302) 2,072
 (1,474) (5,920)2,072
 (172)
Equity in losses of equity method investment in real estate54
 648
Gain on sale of real estate, net(650) 
 (16,058) 

 (15,408)
Equity in losses of equity method investment in real estate603
 235
 1,251
 559
(Benefit from) provision for income taxes(867) (298) 57
 (713)
Benefit from (provision for) income taxes(394) 924
NOI related to noncontrolling interests (1)
(3,247) (3,273) (6,341) (6,461)(2,985) (3,095)
NOI related to equity method investment in real estate (2)
48
 132
 187
 236
630
 139
Net Operating Income Attributable to CPA:18 – Global (Non-GAAP)$28,987
 $32,035
 $59,426
 $63,748
$23,692
 $30,438
          
(1) NOI related to noncontrolling interests:          
Net income attributable to noncontrolling interests (GAAP)$(2,100) $(3,315) $(6,946) $(5,306)$(2,611) $(4,846)
Available Cash Distributions to a related party2,105
 2,830
 3,953
 4,735
Depreciation and amortization(2,006) (1,681) (3,616) (3,409)(1,534) (1,610)
Interest expense(1,176) (1,220) (2,432) (2,446)(1,134) (1,256)
Other gains and (losses)(105) 9
 (215) (131)341
 (110)
Gain on sale of real estate, net
 
 2,874
 

 2,874
Benefit from income taxes35
 104
 41
 96
37
 5
Available Cash Distributions to a related party (Note 3)
1,916
 1,848
NOI related to noncontrolling interests$(3,247) $(3,273) $(6,341) $(6,461)$(2,985) $(3,095)
          
(2) NOI related to equity method investment in real estate:          
Equity in losses of equity method investment in real estate (GAAP)$(603) $(235) $(1,251) $(559)$(54) $(648)
Depreciation and amortization190
 118
 503
 281
208
 313
Interest expense407
 261
 848
 531
458
 441
Other gains and (losses)(9) 1
 (15) 9
5
 (6)
Benefit from (provision for) income taxes63
 (13) 102
 (26)
Benefit from income taxes13
 39
NOI related to equity method investment in real estate$48
 $132
 $187
 $236
$630
 $139



CPA:18 – Global 6/30/20193/31/2020 10-Q 4540




Reconciliation of Stabilized NOI to Net Operating Income Attributable to CPA:18 – Global (Non-GAAP) (pro rata, in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Net-leased$21,607
 $22,071
 $42,851
 $44,144
$20,538
 $21,784
Self storage9,330
 9,057
 18,430
 17,741
9,838
 9,100
Other operating properties
 3,145
 
 6,078
2,034
 
Stabilized NOI30,937
 34,273
 61,281
 67,963
32,410
 30,884
Other NOI:          
Corporate (a)
(5,099) (5,212) (9,715) (10,061)
Straight-line rent adjustments926
 1,293
 1,900
 2,469
Straight-line rent adjustments (a)
(5,807) 974
Corporate (b)
(5,110) (5,111)
Non-core income (c)
1,538
 
Notes receivable822
 1,794
 2,654
 3,573
710
 1,832
Disposed properties(109) 
 240
 
(22) 303
(3,460) (2,125) (4,921) (4,019)23,719
 28,882
Recently-opened operating properties (b)
1,669
 
 3,319
 
Build-to-Suit and Development Projects (c)(d)
(159) (113) (253) (196)(27) (94)
Recently-opened operating properties (e)

 1,650
Net Operating Income Attributable to CPA:18 – Global (Non-GAAP)$28,987
 $32,035
 $59,426
 $63,748
$23,692
 $30,438
_________
(a)
The three months ended March 31, 2020 includes a $7.0 million write-off of straight-line rent receivables (Note 2).
(b)Includes expenses such as asset management fees, and cash distributionsthe Available Cash Distributions to the Special General Partner,our Advisor, as well as other gains and (losses) that are calculated and reported at the portfoliocorporate level and not evaluated as part of any property’s operating performance.
(b)(c)Includes NOI related to back rents collected from tenants that were previously reserved in prior periods as well as termination income received.
(d)The three months ended March 31, 2020 includes NOI for our ongoing student housing development projects. The three months ended March 31, 2019, includes NOI for a student housing development project that was placed into service during the third quarter of 2019. Refer to the Development Projects table above for a listing of all current projects.
(e)The three months ended March 31, 2019 includes NOI for the student housing operating properties located in Portsmouth and Cardiff, United Kingdom, which were completed during the third quarter of 2018, as well as phases of the Canadian self-storage properties that were placed into service during the year ended December 31, 2018.
(c)Includes NOI for our ongoing student housing and Canadian self-storage development projects. Refer to the Build-to-Suit and Development Projects table above for a listing of all current projects.




CPA:18 – Global 6/30/20193/31/2020 10-Q 4641




Results of Operations

We evaluate our results of operations with a focus on: (i) our ability to generate the cash flow necessary to meet our objectives of funding distributions to stockholders and (ii) increasing the value of our real estate investments. As a result, our assessment of operating results gives less emphasis to the effect of unrealized gains and losses, which may cause fluctuations in net income for comparable periods but have no impact on cash flows, and to other non-cash charges, such as depreciation and impairment charges.

Property Level Contribution

The following table presents the property level contribution for our consolidated net-leased and operating properties, as well as a reconciliation to net (loss) income (loss) attributable to CPA:18 – Global (in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 Change 2019 2018 Change2020 2019 Change
Existing Net-Leased Properties                
Lease revenues$29,295
 $31,004
 $(1,709) $59,304
 $61,743
 $(2,439)$22,016
 $30,009
 $(7,993)
Depreciation and amortization(13,104) (11,480) (1,624) (24,274) (22,938) (1,336)(10,668) (11,170) 502
Reimbursable tenant costs(3,155) (3,445) 290
 (7,078) (6,550) (528)(3,128) (3,923) 795
Property expenses(1,803) (2,457) 654
 (3,401) (5,350) 1,949
(2,020) (1,599) (421)
Property level contribution11,233
 13,622
 (2,389) 24,551
 26,905
 (2,354)6,200
 13,317
 (7,117)
Recently Net-Leased Student Housing Properties     
Lease revenues345
 
 345
Depreciation and amortization(68) 
 (68)
Property expenses(62) 
 (62)
Property level contribution215
 
 215
Existing Operating Properties                
Operating property revenues15,166
 14,399
 767
 30,004
 28,372
 1,632
18,100
 17,106
 994
Operating property expenses(5,883) (5,542) (341) (11,698) (11,035) (663)(6,724) (6,408) (316)
Depreciation and amortization(2,984) (3,067) 83
 (5,895) (6,864) 969
(3,794) (3,836) 42
Property level contribution6,299
 5,790
 509
 12,411
 10,473
 1,938
7,582
 6,862
 720
Recently Acquired Operating Properties           
Operating property revenues2,306
 
 2,306
 4,574
 
 4,574
Depreciation and amortization(769) 
 (769) (1,694) 
 (1,694)
Operating property expenses(727) (116) (611) (1,320) (116) (1,204)
Property level contribution810
 (116) 926
 1,560
 (116) 1,676
Properties Sold, Held for Sale, or Transferred                
Lease revenues814
 2,088
 (1,274) 1,719
 4,146
 (2,427)
 905
 (905)
Operating property revenues
 5,911
 (5,911) 355
 11,601
 (11,246)
 355
 (355)
Depreciation and amortization(323) (2,345) 2,022
 (689) (4,722) 4,033

 (366) 366
Reimbursable tenant costs
 (101) 101
Property expenses(234) (859) 625
 (419) (1,603) 1,184

 (184) 184
Reimbursable tenant costs(75) (278) 203
 (175) (496) 321
Operating property expenses(5) (2,562) 2,557
 (63) (5,228) 5,165

 (58) 58
Property level contribution177
 1,955
 (1,778) 728
 3,698
 (2,970)
 551
 (551)
Property Level Contribution18,519
 21,251
 (2,732) 39,250
 40,960
 (1,710)13,997
 20,730
 (6,733)
Add other income:                
Interest income and other1,446
 2,001
 (555) 3,365
 3,976
 (611)2,419
 1,919
 500
Less other expenses:                
Allowance for credit losses

(4,865) 
 (4,865)
Asset management fees(2,859) (3,151) 292
 (5,728) (6,025) 297
(3,002) (2,868) (134)
General and administrative(2,100) (1,817) (283) (3,859) (3,462) (397)(1,897) (1,759) (138)
15,006
 18,284
 (3,278) 33,028
 35,449
 (2,421)6,652
 18,022
 (11,370)
Other Income and Expenses                
Interest expense(12,044) (13,294) 1,250
 (24,401) (26,224) 1,823
(10,489) (12,357) 1,868
Other gains and (losses)1,302
 (2,072) 3,374
 1,474
 5,920
 (4,446)(2,072) 172
 (2,244)
Equity in losses of equity method investment in real estate(54) (648) 594
Gain on sale of real estate, net650
 
 650
 16,058
 
 16,058

 15,408
 (15,408)
Equity in losses of equity method investment in real estate(603) (235) (368) (1,251) (559) (692)
(10,695) (15,601) 4,906
 (8,120) (20,863) 12,743
(12,615) 2,575
 (15,190)
Income before income taxes4,311
 2,683
 1,628
 24,908
 14,586
 10,322
(Loss) income before income taxes(5,963) 20,597
 (26,560)
Benefit from (provision for) income taxes867
 298
 569
 (57) 713
 (770)394
 (924) 1,318
Net Income5,178
 2,981
 2,197
 24,851
 15,299
 9,552
Net (Loss) Income(5,569) 19,673
 (25,242)
Net income attributable to noncontrolling interests(2,100) (3,315) 1,215
 (6,946) (5,306) (1,640)(2,611) (4,846) 2,235
Net Income (Loss) Attributable to CPA:18 – Global$3,078
 $(334) $3,412
 $17,905
 $9,993
 $7,912
Net (Loss) Income Attributable to CPA:18 – Global$(8,180) $14,827
 $(23,007)



CPA:18 – Global 6/30/20193/31/2020 10-Q 4742




Property level contribution is a non-GAAP measure that we believe to be a useful supplemental measure for management and investors in evaluating and analyzing the financial results of our net-leased and operating properties over time. Property level contribution presents the lease and operating property revenues, less property expenses, reimbursable tenant costs, and depreciation and amortization. Reimbursable tenant costs (revenues) are now included within Lease revenues in the condensed consolidated statements of operations (Note 2).operations. We believe that Property level contribution allows for meaningful comparison between periods of the direct costs of owning and operating our net-leased assets and operating properties. When a property is leased on a net lease basis, reimbursable tenant costs are recorded as both income and property expense and, therefore, have no impact on the Property level contribution. While we believe that Property level contribution is a useful supplemental measure, it should not be considered as an alternative to Net (loss) income attributable to CPA:18 – Global as an indication of our operating performance.

Existing Net-Leased Properties

Existing net-leased properties are those we acquired or placed into service prior to January 1, 20182019 and were not sold during the periods presented. For the periods presented, there were 46 existing net-leased properties.

For both the three and six months ended June 30, 2019March 31, 2020 as compared to the same periodsperiod in 2018,2019, property level contribution from existing net-leased properties decreased, by $2.4 million, primarily due to an increase in depreciation and amortization expense and a decrease in$7.0 million write-off of straight-line rent receivables based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease revenues, partially offset by a decrease in property expenses. The increase in depreciation and amortization is duehotels during the current year period (Note 2).

Recently Net-Leased Student Housing Properties

Recently net-leased student housing properties are those we placed into service subsequent to accelerated amortization of in-place lease intangiblesDecember 31, 2018 or remain under construction as a resultdevelopment project. For the periods presented, there were 11 recently net-leased student housing properties, which is comprised of a lease restructuring at onestudent housing property placed into service during the third quarter of our properties. The decrease in lease revenues is primarily due to foreign currency impact, whereas the decrease in property expenses is due to reduced reserves related to our Fortenova investment.2019, and 10 ongoing student housing development projects.

Existing Operating Properties

Existing operating properties are those we acquired or placed into service prior to January 1, 20182019 and were not sold during the periods presented. For the periods presented, there were 6567 existing operating properties.properties, which excludes two student housing development projects currently under construction.

For the three months ended June 30, 2019March 31, 2020 as compared to the same period in 2018,2019, property level contribution from existing operating properties increased by $0.5 million. Both operating revenues and operating expenses increased by $0.8$0.7 million, and $0.3 million, respectively, with the increase in revenues primarily due to increased market rents.

For the six months ended June 30, 2019 compared to the same period in 2018, property level contribution from existing operating properties increased by $1.9 million. Both operating revenues and operating expenses increased by $1.6 million and $0.7 million, respectively, with the increase in revenues primarily due to increased market rents. In addition, depreciation and amortization expense decreased $1.0 million, primarily due to certain in-place lease intangible assets becoming fully amortized subsequent to June 30, 2018.

Recently Acquired Operating Properties

Recently acquired operating properties are those that were acquired or placed into service subsequent to December 31, 2017. For the periods presented, there were 13occupancy at our student housing development projects under construction and two student housingself-storage operating properties that were placed into service during 2018. As a result of the two student housing operating properties being placed into service subsequent to June 30, 2018, operating revenues for recently acquired operating properties exceeded operating expenses by $1.6 million and $3.3 million for the three and six months ended June 30, 2019, respectively, and depreciation and amortization expense totaled $0.8 million and $1.7 million, respectively.properties.

Properties Sold, Held for Sale, or Transferred

During the three months ended June 30, 2019, we sold two11 properties in our Truffle portfolio. During the six months ended June 30, 2019, we soldUnited Kingdom net lease portfolio, as well as our last multi-family residential property located in Fort Walton Beach, Florida,Florida. During the three months ended March 31, 2019 we recognized gains on sale of real estate, as wellfurther described below.

Interest Income and Other

For the three months ended March 31, 2020 as compared to the same period in 2019, interest income and other increased $0.5 million, primarily due to $0.8 million in back rents collected in 2020 relating to a retail building locatedlease restructuring during the second quarter of 2019 with our tenant, Fortenova (formerly Agrokor), and $0.8 million in Edinburgh, United Kingdom (whichlease termination income recognized during the three months ended March 31, 2020. This was includedpartially offset by a $1.1 million decrease in our Truffle portfolio (Note 12)).interest income due to the Mills Fleet mezzanine loan repayment in April 2019.

Allowance for Credit Losses

In addition, at June 30, 2019, we classified the remaining eight properties inaccordance with our Truffle portfolio as Assets held for sale, netadoption of ASU 2016-13 (Note 42), we recorded an allowance for credit losses due to changes in expected economic conditions relating to a net investment in direct financing lease during the three months ended March 31, 2020 (Note 5).



CPA:18 – Global 6/30/20193/31/2020 10-Q 4843




In 2018, we sold five domestic multi-family residential properties, as well as an office building located in Utrecht, the Netherlands. In addition, as a result of a settlement agreement with our political risk insurer related to a development project in Accra, Ghana, we transferred the right to collect for tenant default damages to the insurer.

Interest Income and Other

For both the three and six months ended June 30, 2019 as compared to the same periods in 2018, interest income and other decreased by $0.6 million, primarily due to the Mills Fleet loan repayment during the three months ended June 30, 2019 (Note 5).

Asset Management Fees

For both the three and six months ended June 30, 2019 as comparedOur advisor is entitled to the same periods in 2018,an annual asset management fees decreased by $0.3 million, primarily due to a decreasefee, which is further described in the asset base from which our Advisor earns a fee as a result of the dispositions subsequent to June 30, 2018 (Note 3).

General and Administrative

For the three and six months ended June 30, 2019 as compared to the same periods in 2018, general and administrative expenses increased by $0.3 million and $0.4 million, respectively, primarily due to an increase in professional fees and reimbursable costs allocated from our Advisor (Note 3).

Other Income and Expenses

Interest Expense

Our interest expense is directly impacted by the mortgage loans or other financings obtained, assumed, or extinguished in connection with our investing and disposition activity (Note 9).

For the three and six months ended June 30, 2019March 31, 2020 as compared to 2018,the same period in 2019, interest expense decreased by $1.3$1.9 million and $1.8 million, respectively, primarily due to an increase in capitalized interest associated with our development projects and an overallrefinancing of construction loans during the fourth quarter of 2019, as well as a decrease in total debt primarily driven by our properties sold subsequent to June 30, 2018. As a result of these dispositions, our average outstanding debt balance decreased by $208.3 million and $197.2 million, respectively, comparedrelated to the same periods in 2018.sale of encumbered properties during the year ended 2019. Our average outstanding debt balance was $1.1 billion for bothand $1.2 billion during the three and six months ended June 30,March 31, 2020, and 2019 respectively, and $1.3 billion for both the three and six months ended June 30, 2018, respectively, with a weighted-average annual interest rate of 4.4%4.0% and 4.5% for the three and six months ended June 30, 2019, respectively, and 3.9% for both the three and six months ended June 30, 2018,4.4%, respectively.

Other Gains and (Losses)

Other gains and (losses) primarily consists of gains and losses on foreign currency transactions and derivative instruments. We make intercompany loans to a number of our foreign subsidiaries, most of which do not have the U.S. dollar as their functional currency. Remeasurement of foreign currency intercompany transactions that are scheduled for settlement, consisting primarily of accrued interest and short-term loans, are included in the determination of net income. We also recognize gains or losses on foreign currencies held by entities with the U.S. dollar as their functional currency due to fluctuations in foreign exchange rates. The timing and amount of such gains or losses cannot always be estimated and are subject to fluctuation.

For the three months ended June 30, 2019March 31, 2020 as compared to the same period in 2018,2019, net other gains and (losses) increased $3.4decreased by $2.2 million, primarily due to a $2.8 million loss recognized for the Ghana VAT receivable write-off as collectibility was no longer deemed probable (Note 4), partially offset by $0.6 million increase due to foreign currency transaction fluctuations, impactinggains being recognized during the remeasurement ofthree months ended March 31, 2020 (compared to losses in 2019), related to our international investments, primarily related to our short-term intercompany loans and cash, as described above.

Equity in Losses of Equity Method Investment in Real Estate

We have an interest in an unconsolidated investment in our Self Storage segment that relates to a resultjoint venture for the development of the appreciation of the U.S. dollar relative to the euro.three self-storage facilities in Canada.

For the sixthree months ended June 30, 2019,March 31, 2020, as compared to the same period in 2018, net other gains decreased $4.42019, equity in losses of equity method investment in real estate increased by $0.6 million primarily due to the gain recognized as a result of the insurance proceeds received for the rebuild of a property that was damaged by a tornado in 2017, partially offset by an increase in gains on derivativesoperating revenues as occupancy rates increased, as well as foreign currency transaction fluctuations.



CPA:18 – Global 6/30/2019 10-Q49



a reduction to real estate tax expenses during the first quarter 2020.

Gain on Sale of Real Estate, Net

During the three months ended June 30, 2019, we sold two industrial properties in our Truffle portfolio for total proceeds of $3.0 million, net of closing costs, and recorded an aggregate gain on sale of $0.7 million (Note 12).

In addition to the above, during the six months ended June 30,March 31, 2019, we sold our last domestic multi-family residential property, located in Fort Walton Beach, Florida, and a propertyretail building located in the Truffle portfolioEdinburgh, United Kingdom for total proceeds of $17.4 million, net of closingselling costs, and recorded an aggregate gain on sale of $16.6 million (which includes a $2.9 million gain attributable to noncontrolling interest (Note 12))interest). The gaingains on sale of real estate recognized as a result offor these dispositions were partially offset by the $1.1 million of disposition fees incurred during the sixthree months ended June 30,March 31, 2019 in connection with certain 2018 and 2019 dispositions (Note 3).

Equity in Losses of Equity Method Investment in Real Estate

CPA:18 – Global 3/31/2020 10-Q44



For both the three and six months ended June 30, 2019, as compared to the same periods in 2018, equity in losses of equity method investment in real estate increased by $0.4 million, primarily due to the third Canadian self-storage facility being fully placed into service subsequent to June 30, 2018.

Benefit from (Provision for) Income Taxes

Our net benefit from (provision for) income taxes is primarily related to our international properties.

DuringFor the three months ended June 30, 2019,March 31, 2020, we recorded a benefit from income taxes of $0.9$0.4 million, which is primarily comprised of deferred tax benefits. During the six months ended June 30, 2019, we recordedas compared to a provision for income taxes of $0.1$0.9 million which is comprised of a provision for current taxes of $1.2 million, partially offset by a benefit from deferred taxes of $1.1 million.

the three months ended March 31, 2019. During the three and six months ended June 30, 2018, we recorded aMarch 31, 2020, the benefit from income taxes recognized is primarily due to a deferred tax benefit of $0.3$1.0 million and $0.7resulting from straight-line rent receivable write-offs based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels (Note 2), offset by a current tax provision of $0.4 million respectively, comprisedat one of a provision forour properties primarily due to termination income received during the current taxes of $0.3 million and $0.5 million, respectively, and a benefit from deferred taxes of $0.6 million and $1.2 million, respectively.period.

Net Income Attributable to Noncontrolling Interests

For the three months ended June 30, 2019March 31, 2020 compared to the same period in 2018,2019, net income attributable to noncontrolling interests decreased by $1.2 million, primarily due to a decrease in the available cash generated by the Operating Partnership, which we refer to as the Available Cash Distribution (Note 3).

For the six months ended June 30, 2019 compared to the same period in 2018, net income attributable to noncontrolling interests increased by $1.6$2.2 million, primarily due to the gain on sale of our joint venture real estate disposal in 2019 (Note 12).during the three months ended March 31, 2019.

Liquidity and Capital Resources

We use the cash flow generated from our investments primarily to meet our operating expenses, service debt, and fund distributions to stockholders. We currently expect that, for the short-term, the aforementioned cash requirements will be funded by our cash on hand and cash flow from operations, financings, and sales of real estate.operations. We may also use proceeds from financings and asset sales for the acquisition of real estateto fund development projects, build-to-suit investments, and real estate-related investments.short-term cash requirements.

Our liquidity would be adversely affected by unanticipated costs, and greater-than-anticipated operating expenses.expenses, and the adverse impact of COVID-19, such as tenants not paying rental obligations. To the extent that our working capital reserve is insufficient to satisfy our cash requirements, additional funds may be provided from cash generated from operations or through short-term borrowings. We may also decide to pay all asset management fees to our Advisor in shares (which effective April 1, 2020, our Advisor elected to receive all of the asset management fees in shares of our Class A common stock). Our Advisor may provide us with a loan facility at its discretion. In addition, we may incur indebtedness in connection with the acquisition of real estate, refinanceby refinancing debt on existing properties, or arrange for the leveraging of any previously unfinanced property.



CPA:18 – Global 6/30/2019 10-Q50




Sources and Uses of Cash During the Period

Our cash flows will fluctuate periodically due to a number of factors, which may include, among other things: the timing of purchasesfunding for our build-to-suit and sales of real estate;development projects; the timing of the receipt of proceeds from, and the repayment of, non-recourse secured debt, and the receipt of lease revenues; whether our Advisor receives fees in shares of our common stock or cash, which our board of directors must elect after consultation with our Advisor; the timing and characterization of distributions received from equity investments in real estate; the timing of payments of the Available Cash Distributions to our Advisor; and changes in foreign currency exchange rates. Despite these fluctuations, we believe our investments will generate sufficient cash from operations to meet our normal recurring short-term and long-term liquidity needs. We may also use existing cash resources, the proceeds of non-recourse secured debt, sales of assets, and distributions reinvested in our common stock through our DRIP to meet these needs. We assess our ability to access capital on an ongoing basis. Our sources and uses of cash during the period are described below.

Operating Activities — Net cash provided by operating activities decreased by $2.9increased $0.9 million during the sixthree months ended June 30, 2019March 31, 2020 as compared to the same period in 2018,2019, primarily due to decreased operating cash flow resulting from the dispositionscollection of properties subsequentback rents in 2020 related to June 30, 2018 (Note 12), as well as decreased working capital due to less prepaid rentsa lease restructure during the second quarter of 2019 and termination income received during 2019.the current year period.

Investing Activities — Our investing activities are generally comprised of real estate purchases, funding of build-to-suit and development projects, payment of deferred acquisition fees to our Advisor for asset acquisitions, and capitalized property-related costs.

Net cash used in investing activities totaled $7.4$45.2 million for the sixthree months ended June 30, 2019. This wasMarch 31, 2020 primarily the result of cash outflows of $44.7due to $38.1 million used to fund construction costs of our development projects (Note 4), $12.9 million for our real estate investments (Note 4), $3.5$3.6 million of VAT paid in connection with acquisitions of real estate, $3.0 million in payments of deferred acquisition fees to our Advisor (Note 3),construction funding, and $1.6$3.1 million for capital expenditures on our owned real estate. These cash outflows were partially offset by cash inflows of $36.0 million of proceeds from repayment of the Mills Fleet note receivable (Note 5



), $19.3 million for proceeds from sale of real estate (CPA:18 – Global 3/31/2020 10-QNote 12), and $2.1 million in VAT refunded in connection with acquisitions of real estate.45




Financing Activities — Net cash used in financing activities totaled $43.9$5.8 million for the sixthree months ended June 30, 2019.March 31, 2020. This was primarily due to cash outflows of $44.7$22.7 million related to distributions paid to our stockholders, $26.1 million for scheduled payments and prepayments of mortgage loan principal, $11.7 million for distributions to noncontrolling interests, and $9.3$8.2 million for the repurchase of shares of our common stock pursuant to our redemption program described below.below, $7.5 million for scheduled payments and prepayments of mortgage loan principal, and $3.4 million for distributions to noncontrolling interests. These cash outflows were primarily offset by $25.1 million from non-recourse mortgage financings (Note 9), $20.9$10.4 million of distributions that were reinvested by stockholders in shares of our common stock through our DRIP, and $2.5$0.6 million of contributions from noncontrolling interests.

Distributions

Our objectives are to generate sufficient cash flow over time to provide stockholders with distributions. For the sixthree months ended June 30, 2019,March 31, 2020, we declared distributions to stockholders of $45.0$22.8 million, which were comprised of $23.1$11.9 million of cash distributions and $21.9$10.9 million reinvested by stockholders in shares of our common stock pursuant to our DRIP. From inception through June 30, 2019,March 31, 2020, we have declared distributions to stockholders totaling $435.3$503.6 million, which were comprised of cash distributions of $209.8$245.2 million and $225.5$258.4 million reinvested by stockholders in shares of our common stock pursuant to our DRIP.

We believe that FFO, a non-GAAP measure, is an appropriate metric to evaluate our ability to fund distributions to stockholders. For a discussion of FFO, see Supplemental Financial Measures below. Over the life of our company,Since inception, the regular quarterly cash distributions that we pay are expected to behave principally sourced from ourbeen covered by FFO or cash flow from operations. However, we have funded a portion of our cash distributions to date using net proceeds from our initial public offering and there can be no assurance that our FFO or cash flow from operations will be sufficient to cover our future distributions. Our distribution coverage using FFO was approximately 76.3%22.0% (which includes a non-cash allowance for credit loss of $4.9 million and straight-line rent write-offs of $7.0 million (Note 2)) of total distributions declared for the sixthree months ended June 30, 2019. We funded 93.5%March 31, 2020. Our distribution coverage using FFO (excluding the non-cash allowance for credit loss and straight-line rent write-offs) was approximately 73.8% of total distributions declared for the sixthree months ended June 30, 2019March 31, 2020. We funded 99.8% of total distributions declared for the three months ended March 31, 2020 from Net cash provided by operating activities, withwhile the remainder was funded from other investing and financing cash flows.



CPA:18 – Global 6/30/2019 10-Q51




Redemptions

We maintain a quarterly redemption program pursuant to which we may, at the discretion of our board of directors, redeem shares of our common stock from stockholders seeking liquidity. For the sixthree months ended June 30, 2019,March 31, 2020, we received requests to redeem 867,537682,991 and 229,884264,268 shares of Class A and Class C common stock, respectively, comprised of 222138 and 57 redemption requests, respectively, which we fulfilled at an average price of $8.49 and $8.43$8.58 per share for the Class A and Class C common stock, respectively. As of the date of this Report, we have fulfilled all of the valid redemption requests that we received for the sixthree months ended June 30, 2019.March 31, 2020. Except for redemptions sought in certain defined special circumstances, the redemption price of the shares listed above was 95% of our most recently published quarterly NAV.NAVs. For shares redeemed under such special circumstances, the redemption price was the greater of the price paid to acquire the shares from us or 95% of our most recently published quarterly NAV.NAVs.



CPA:18 – Global 3/31/2020 10-Q46




Summary of Financing
 
The table below summarizes our non-recourse secured debt, net (dollars in thousands):
June 30, 2019 December 31, 2018March 31, 2020 December 31, 2019
Carrying Value (a)
      
Fixed rate$979,931
 $1,007,020
$921,584
 $951,748
Variable rate:      
Amount subject to interest rate swaps and caps192,455
 184,361
Amount subject to floating interest rate118,930
 115,156
69,343
 65,804
Amount subject to interest rate swaps and caps114,413
 115,251
233,343
 230,407
261,798
 250,165
$1,213,274
 $1,237,427
$1,183,382
 $1,201,913
Percent of Total Debt      
Fixed rate81% 81%78% 79%
Variable rate19% 19%22% 21%
100% 100%100% 100%
Weighted-Average Interest Rate at End of Period      
Fixed rate3.9% 4.0%4.0% 3.9%
Variable rate (b)
5.1% 5.1%3.7% 3.8%
Total debt3.9% 3.9%
___________
(a)
Aggregate debt balance includes unamortized deferred financing costs totaling $6.1$6.2 million and $6.9$5.8 million as of June 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, and unamortized premium, net of $2.1$1.3 million and $1.3$2.1 million as of June 30, 2019March 31, 2020 and December 31, 2018,2019, respectively (Note 9).
(b)The impact of our derivative instruments is reflected in the weighted-average interest rates.

Cash Resources
 
As of June 30, 2019,March 31, 2020, our cash resources consisted of cash and cash equivalents totaling $160.2$104.9 million. Of this amount, $39.7$15.7 million (at then-current exchange rates) was held in foreign subsidiaries, which may be subject to restrictions or significant costs should we decide to repatriate these funds. In addition, we had a restricted cash balance of $27.0 million primarily consisting of funds held in escrow per the terms of certain non-recourse mortgage loan agreements as well as the provisions set forth in our lease agreements with certain tenants. As of June 30, 2019,March 31, 2020, we had $49.9$23.8 million and $8.7 million available to borrow under our third-party and external joint-venture financing arrangements, respectively, primarily for funding of construction of certain development projects (Note 9).projects. Our cash resources may be used for future investmentsconstruction costs and can be used for working capital needs, other commitments, and distributions to our stockholders. In addition, our unleveraged properties had an aggregate carrying value of $146.2$186.8 million as of June 30, 2019,March 31, 2020, although there can be no assurance that we would be able to obtain financing for these properties.

In July 2016, our board of directors and the board of directors of WPC approved unsecured loans from WPC to us for acquisition funding purposes, at the sole discretion of WPC’s management, of up to $50.0 million in the aggregate, at a rate equal to the rate at which WPC can borrow funds under its senior credit facility. As of June 30, 2019, no such loans were outstanding (Note 3).



CPA:18 – Global 6/30/2019 10-Q52




Cash Requirements
 
During the next 12 months following the date of this Report, we expect that our cash requirements will include making payments to fund capital commitments such as development projects, acquiring new investments, paying distributions to our stockholders and to our affiliates that hold noncontrolling interests in entities we control, making share repurchases pursuant to our redemption plan, and making scheduled debt service payments, as well as other normal recurring operating expenses. BalloonTotal principal payments of $114.1 million, including balloon payments totaling $111.3$104.6 million on our consolidated mortgage loan obligations, are due during the next 12 months.



CPA:18 – Global 3/31/2020 10-Q47




We believe we have sufficient liquidity to meet our liquidity and capital resource requirements primarily through available cash and cash equivalents, restricted cash, cash received under net lease and operating lease agreements, and undrawn capacity under our construction loans. Additional sources of liquidity, if necessary, includes leveraging our unleveraged properties, asset sales, and paying all asset management fees to our Advisor in shares (which effective April 1, 2020, our Advisor elected to receive all of the asset management fees in shares of our Class A common stock). Our Advisor is actively seekingmay also provide us with a line of credit at its discretion. Through the date of this Report, we received from tenants substantially all net lease contractual base rent that was due in the first quarter and 84% of net lease contractual base rent that was due in April. In addition, we wrote off $7.0 million in straight-line rent receivables based on our current assessment of less than 75% likelihood of collecting all remaining contractual rent on certain net lease hotels. Given the significant uncertainty around the duration and severity of the impact of COVID-19, we are unable to refinance these loans, although there can be no assurance thatpredict the impact it will be able to do so on favorable terms, or at all. We expect to fund $254.2 million related to capital and other lease commitments during the next 12 months. We expect to fund future investments, capital commitments, any capital expenditures on existing properties, and scheduled and unscheduled debt paymentshave on our mortgage loans throughtenants’ continued ability to pay rent.

The extent to which COVID-19 impacts our liquidity and debt covenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the useduration of the outbreak and actions taken to contain COVID-19 or treat its impact, among others. The potential impact of COVID-19 on our cash reserves, cash generated from operations,tenants and proceeds from financingsproperties could have a material adverse effect on our liquidity and asset sales.debt covenants. Our liquidity would be adversely affected by unanticipated costs, greater-than-anticipated operating expenses, and the adverse impact of COVID-19.

Off-Balance Sheet Arrangements and Contractual Obligations

The table below summarizes our debt, off-balance sheet arrangements, and other contractual obligations (primarily our capital commitments) as of June 30, 2019March 31, 2020 and the effect that these arrangements and obligations are expected to have on our liquidity and cash flow in the specified future periods (in thousands):
Total 
Less than
1 year
 1-3 years 3-5 years 
More than
5 years
Total 
Less than
1 year
 1-3 years 3-5 years 
More than
5 years
Debt — principal (a)
$1,217,261
 $118,630
 $270,330
 $319,135
 $509,166
$1,188,311
 $114,057
 $304,422
 $512,528
 $257,304
Capital commitments (b)
338,422
 254,244
 84,178
 
 
238,001
 188,888
 49,113
 
 
Interest on borrowings208,712
 47,051
 76,639
 59,213
 25,809
178,129
 45,285
 74,913
 45,198
 12,733
Deferred acquisition fees (c)
5,984
 3,481
 2,503
 
 
External joint venture loans, including interest (c)
6,517
 316
 633
 633
 4,935
Deferred acquisition fees (d)
2,925
 2,730
 195
 
 
$1,770,379
 $423,406
 $433,650
 $378,348
 $534,975
$1,613,883
 $351,276
 $429,276
 $558,359
 $274,972
__________
(a)
Represents the non-recourse secured debt, net that we obtained in connection with our investments and excludes $6.1$6.2 million of deferred financing costs and $2.1$1.3 million of unamortized premium, net (Note 9).
(b)
Capital commitments includeis comprised of estimated construction funding for our current development projects totaling $333.4$233.3 million (Note 4) and $5.0, $3.7 million of outstanding commitments on development projects that have been placed into service.service, and $1.0 million of tenant improvement allowances at certain properties.
(c)
Comprised of loans and related interest from our joint venture partners to the jointly owned investments that we consolidate (Note 3).
(d)
Represents deferred acquisition fees and related interest due to our Advisor as a result of our acquisitions.acquisitions (Note 3). These fees are scheduled to be paid in three equal annual installments following the quarter in which a property was purchased.

Amounts in the table above that relate to our foreign operations are based on the exchange rate of the local currencies as of June 30, 2019March 31, 2020, which consisted primarily of the euro and Norwegian krone and, to a lesser extent, the British pound sterling. As of June 30, 2019March 31, 2020, we had no material capital lease obligations for which we were the lessee, either individually or in the aggregate.



CPA:18 – Global 3/31/2020 10-Q48




Supplemental Financial Measures

In the real estate industry, analysts and investors employ certain non-GAAP supplemental financial measures in order to facilitate meaningful comparisons between periods and among peer companies. Additionally, in the formulation of our goals and in the evaluation of the effectiveness of our strategies, we use FFO, MFFO, and Adjusted MFFO, which are non-GAAP measures. We believe that these measures are useful to investors to consider because they may assist them to better understand and measure the performance of our business over time and against similar companies. A description of FFO, MFFO, and Adjusted MFFO and reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are provided below.



CPA:18 – Global 6/30/2019 10-Q53




FFO MFFO, and Adjusted MFFO

Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.

We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO. Our FFO calculation complies with NAREIT’s policy described above. However, NAREIT’s definition of FFO does not distinguish between the conventional method of equity accounting and the hypothetical liquidation at book value method of accounting for unconsolidated partnerships and jointly owned investments.

The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements. We believe that, since real estate values historically rise and fall with market conditions, including inflation, interest rates, the business cycle, unemployment, and consumer spending, presentations of operating results for a REIT using historical accounting for depreciation may be less informative. Historical accounting for real estate involves the use of GAAP. Any other method of accounting for real estate such as the fair value method cannot be construed to be any more accurate or relevant than the comparable methodologies of real estate valuation found in GAAP. Nevertheless, we believe that the use of FFO, which excludes the impact of real estate-related depreciation and amortization, as well as impairment charges of real estate-related assets, provides a more complete understanding of our performance to investors and to management; and when compared year over year, reflects the impact on our operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which may not be immediately apparent from net income. In particular, we believe it is appropriate to disregard impairment charges, as this is a fair value adjustment that is largely based on market fluctuations and assessments regarding general market conditions, which can change over time. While impairment charges are excluded from the calculation of FFO, it could be difficult to recover any impairment charges. However, FFO, MFFO, and Adjusted MFFO, as described below, should not be construed to be more relevant or accurate than the current GAAP methodology in calculating net income or in its applicability in evaluating the operating performance of the company. The method utilized to evaluate the value and performance of real estate under GAAP should be construed as a more relevant measure of operational performance and considered more prominently than the non-GAAP measures FFO, MFFO, and Adjusted MFFO and the adjustments to GAAP in calculating FFO, MFFO, and Adjusted MFFO.

Changes in the accounting and reporting promulgations under GAAP (for acquisition fees and expenses from a capitalization/depreciation model to an expensed-as-incurred model) were put into effect subsequent to the establishment of NAREIT’s definition of FFO. Management believes these cash-settled expenses, such as acquisition fees that are typically accounted for as operating expenses, do not affect our overall long-term operating performance. MFFO

Publicly registered, non-traded REITs typically have a significant amount of acquisition activity and are substantially more dynamic during their initial years of investment and operation. While other start-up entities may also experience significant acquisition activity during their initial years, we believe that non-traded REITs are unique in that they have a limited life with targeted exit strategies within a relatively limited time frame after acquisition activity ceases. We currently intend to begin the process of achieving a liquidity event (i.e., listing of our common stock on a national exchange, a merger or sale of our assets, or another similar transaction) beginning in April 2022, which is seven years following the closing of our initial public offering. Due to the above factors and other unique features of publicly registered, non-traded REITs, the Institute for Portfolio Alternatives (formerly known as the Investment Program Association) (the “IPA”), an industry trade group, has standardized a measure known as MFFO, which the IPA has recommended as a supplemental measure for publicly registered non-traded REITs and which we believe to be another appropriate non-GAAP measure to reflect the operating performance of a non-traded REIT.our operations. MFFO is not equivalent to our net income or loss as determined under GAAP and MFFO may not be a useful measure of the impact of long-term operating performance on value if we do not continue to operate with a limited life and targeted exit strategy as(as currently intended. We believe that, becauseintended). Since MFFO excludes costs that we consider more reflective of investing activities and other non-operating items included in FFO, and also excludes acquisition fees and expenseswe believe that affect our operations only in periods in which properties are acquired, MFFO can provide, on a going forward basis,it provides an indication of the sustainability (that is, the capacity to continue to be maintained) of our operating performance after the period in which we are acquiring properties and once our portfolio is in place. By providinginitial property-acquisition phase. We believe that MFFO we believe we are presenting useful information that assistsallows investors and analysts to


CPA:18 – Global 6/30/2019 10-Q54




better assess the sustainability of our operating performance now that our initial public offering has been completedis


CPA:18 – Global 3/31/2020 10-Q49




complete and once essentially all of our properties have been acquired.the proceeds are invested. We also believe that MFFO is a recognized measure of sustainable operating performance by the non-traded REIT industry. Further, we believe MFFO is useful in comparing the sustainability of our operating performance, with the sustainability of the operating performance of other real estate companies that are not as involved in acquisition activities. MFFO should only be used to assess the sustainability of a company’s operating performance after a company’s offering has been completed and properties have been acquired, as it excludes acquisition costs that have a negative effect on a company’s operating performance during the periods in which properties are acquired.

We define MFFO, a non-GAAP measure, consistent with the IPA’s Practice Guideline 2010-01, Supplemental Performance Measure for Publicly Registered, Non-Traded REITs: Modified Funds from Operations (the “Practice Guideline”), issued by the IPA in November 2010. The Practice Guideline defines MFFO as FFO further adjusted for the following items, included in the determination of GAAP net income, as applicable: acquisition fees and expenses; amounts relating to deferred rent receivablesstraight-line rents and amortization of above- and below-market leases and liabilities (which are adjusted in order to reflect such payments from a GAAP accrual basis to a cash accrual basis of disclosing the rent and lease payments); accretion of discounts and amortization of premiums on debt investments; nonrecurring impairments of real estate-related investments (i.e., infrequent or unusual, not reasonably likely to recur in the ordinary course of business); mark-to-market adjustments included in net income; nonrecurring gains or losses included in net income from the extinguishment or sale of debt, hedges, foreign exchange, derivatives, or securities holdings where trading of such holdings is not a fundamental attribute of the business plan, unrealized gains or losses resulting from consolidation from, or deconsolidation to, equity accounting, and after adjustments for consolidated and unconsolidated partnerships and jointly owned investments, with such adjustments calculated to reflect MFFO on the same basis. The accretion of discounts and amortization of premiums on debt investments, unrealized gains and losses on hedges, foreign exchange, derivatives or securities holdings, unrealized gains and losses resulting from consolidations, as well as other listed cash flow adjustments, are adjustments made to net income in calculating the cash flows provided by operating activities and, in some cases, reflect gains or losses that are unrealized and may not ultimately be realized.

Our MFFO calculation complies with the IPA’s Practice Guideline described above. In calculating MFFO, we exclude acquisition-related expenses,above and is adjusted for certain items, such as accretion of discounts and amortizations of premiums on borrowings (as such adjustments are comparable to the permitted adjustments for debt investments), allowance for credit losses, non-cash accretion of environmental liabilities and amortization of above- and below-market leases, fair value adjustments of derivative financial instruments, deferred rent receivables, and the adjustments of such items related to noncontrolling interests. Under GAAP, acquisition fees and expenses are characterized asright-of-use assets, which management believes is helpful in assessing our operating expenses in determining operating net income. These expenses are paid in cash by a company. All paid and accrued acquisition fees and expenses will have negative effects on returns to investors, the potential for future distributions, and cash flows generated by the company, unless earnings from operations or net sales proceeds from the disposition of other properties are generated to cover the purchase price of the property, these fees and expenses, and other costs related to such property. Further, under GAAP, certain contemplated non-cash fair value and other non-cash adjustments are considered operating non-cash adjustments to net income in determining cash flow from operating activities.performance.

Our management uses MFFO and the adjustments used to calculate it in order to evaluate our performance against other non-traded REITs, which also have limited lives with short and defined acquisition periods and targeted exit strategies shortly thereafter.strategies. As noted above, MFFO may not be a useful measure of the impact of long-term operating performance on value if we do not continue to operate in this manner. We believe that MFFO and the adjustments used to calculate it allow us to present our performance in a manner that takes into account certain characteristics unique to non-traded REITs, such as their limited life, defined acquisition period, and targeted exit strategy, and is therefore a useful measure for investors. For example, acquisition costs are generally funded from the proceeds of our offering and other financing sources and not from operations. By excluding expensed acquisition costs, the use of MFFO provides information consistent with management’s analysis of the operating performance of the properties. Additionally, fair value adjustments, which are based on the impact of current market fluctuations and underlying assessments of general market conditions, but can also result from operational factors such as rental and occupancy rates, may not be directly related or attributable to our current operating performance. By excluding such changes that may reflect anticipated and unrealized gains or losses, we believe MFFO provides useful supplemental information.

Adjusted MFFO

In addition, our management uses Adjusted MFFO as another measure of sustainable operating performance. Adjusted MFFO adjusts MFFO for deferred income tax expenses and benefits, which are non-cash items that may cause short-term fluctuations in net income, but have no impact on current period cash flows. Additionally, we adjust MFFO to reflect the realized gains/losses on the settlement of foreign currency derivatives to arrive at Adjusted MFFO. Foreign currency derivatives are a fundamental part of our operations in that they help us manage the foreign currency exposure we have associated with cash flows from our international investments.



CPA:18 – Global 6/30/2019 10-Q55



FFO, MFFO, and Adjusted MFFO

Presentation of this information is intended to provide useful information to investors as they compare the operating performance of different REITs, although it should be noted that not all REITs calculate FFO, MFFO, and Adjusted MFFO the same way, so comparisons with other REITs may not be meaningful. Furthermore, FFO, MFFO, and Adjusted MFFO are not necessarily indicative of cash flow available to fund cash needs and should not be considered as an alternative to net income as an indication of our performance, as an alternative to cash flows from operations as an indication of our liquidity, or indicative of funds available to fund our cash needs including our ability to make distributions to our stockholders. FFO, MFFO, and Adjusted MFFO should be reviewed in conjunction with other GAAP measurements as an indication of our performance.

Neither the SEC, NAREIT, nor any other regulatory body has passed judgment on the acceptability of the adjustments that we use to calculate FFO, MFFO, and Adjusted MFFO. In the future, the SEC, NAREIT, or another regulatory body may decide to standardize the allowable adjustments across the non-traded REIT industry and we would have to adjust our calculation and characterization of FFO, MFFO, or Adjusted MFFO accordingly.



CPA:18 – Global 3/31/2020 10-Q50




FFO, MFFO, and Adjusted MFFO were as follows (in thousands):
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 20182020 2019
Net income (loss) attributable to CPA:18 – Global$3,078
 $(334) $17,905
 $9,993
Net (loss) income attributable to CPA:18 – Global$(8,180) $14,827
Adjustments:          
Depreciation and amortization of real property17,264
 17,070
 32,720
 34,748
14,530
 15,456
Proportionate share of adjustments for noncontrolling interests (a)
(2,006) (1,701) (766) (3,449)
Gain on sale of real estate, net(650) 
 (16,058) 

 (15,408)
Proportionate share of adjustments for noncontrolling interests to arrive at FFO (a)
(1,534) 1,240
Proportionate share of adjustments to equity in net income of partially owned entities190
 118
 503
 281
208
 313
Total adjustments14,798
 15,487
 16,399
 31,580
13,204
 1,601
FFO (as defined by NAREIT) attributable to CPA:18 – Global17,876
 15,153
 34,304
 41,573
5,024
 16,428
Adjustments:          
Straight-line and other rent adjustments (b)
(960) (1,407) (2,007) (2,707)6,183
 (1,047)
Amortization of premium/discount on debt investments and fair market value adjustments, net563
 367
 937
 720
Unrealized (gains) losses on foreign currency, derivatives, and other(473) 3,780
 (92) 5,320
Realized gains on foreign currency, derivatives, and other (c)
(389) (1,570) (787) (11,014)
Above- and below-market rent intangible lease amortization, net (d)
(87) (32) (172) (58)
Acquisition and other expenses76
 17
 76
 17
Allowance for credit losses (c)
4,865
 
Other (gains) and losses (d) (e)
2,284
 (17)
Amortization of premiums and discounts242
 374
Above and below market rent intangible lease amortization, net (f)
(175) (85)
Other amortization and non-cash items80
 
Proportionate share of adjustments for noncontrolling interests1
 82
 24
 106
12
 23
Loss on extinguishment of debt
 2
 
 2
Proportionate share of adjustments for partially owned entities5
 
Total adjustments(1,269) 1,239
 (2,021) (7,614)13,496
 (752)
MFFO attributable to CPA:18 – Global16,607
 16,392
 32,283
 33,959
18,520
 15,676
Adjustments:          
Deferred taxes(850) (386) (887) (926)
Hedging gains (losses)377
 (11) 755
 57
Tax expense, deferred(1,364) (36)
Hedging gains485
 378
Total adjustments(473) (397) (132) (869)(879) 342
Adjusted MFFO attributable to CPA:18 – Global$16,134
 $15,995
 $32,151
 $33,090
$17,641
 $16,018
__________
(a)
The sixthree months ended June 30,March 31, 2019 includes a gain on sale with regard to our joint venture real estate disposal (Note 12).
disposal.


CPA:18 – Global 6/30/2019 10-Q56




(b)
Amount for the three months ended March 31, 2020 includes a $7.0 million write-off of straight-line rent receivables (Note 2). Under GAAP, rental receipts are recorded on a straight-line basis over the life of the lease. This may result in timing of income recognition that is significantly different than on an accrual basis. By adjusting for these items (to reflect changes from a straight-line basis to an accrual basis), management believes that MFFO and Adjusted MFFO provides useful supplemental information on the realized economic impact of lease terms and debt investments, provides insight on the contractual cash flows of such lease terms and debt investments, and aligns results with management’s analysis of operating performance.
(c)During
In accordance with our adoption of ASU 2016-13 on January 1, 2020, we recorded an allowance for credit loss during the three and six months ended June 30, 2018, there was a $0.9 million and $5.3 million gain recognized as a result of excess insurance proceeds received for the rebuild of a property that was damaged by a tornado in 2017, respectively.March 31, 2020 (Note 5).
(d)Primarily comprised of gains and losses from foreign currency movements, gains and losses on derivatives, and loss on extinguishment of debt. The three months ended March 31, 2020 includes a $2.8 million loss to write-off the VAT receivable at Ghana as collectibility was no longer deemed probable.
(e)At September 30, 2019, we aggregated loss on extinguishment of debt and realized (gains) and losses on foreign currency (both of which were previously disclosed as separate MFFO adjustment line items), as well as certain other adjustments, within this line item, which is comprised of adjustments related to Other gains and (losses) on our condensed consolidated statements of operations. Prior period amounts have been reclassified to conform to current period presentation.
(f)Under GAAP, certain intangibles are accounted for at cost and reviewed at least annually for impairment, and certain intangibles are assumed to diminish predictably in value over time and amortized, similar to depreciation and amortization of other real estate related assets that are excluded from FFO. However, because real estate values and market lease rates historically rise or fall with market conditions, management believes that by excluding charges relating to amortization of these intangibles, MFFO, and Adjusted MFFO provides useful supplemental information on the performance of the real estate.



CPA:18 – Global 6/30/20193/31/2020 10-Q 5751




Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Market and Credit Risk

Market risk is the exposure to loss resulting from changes in interest rates, foreign currency exchange rates, and equity prices. The primary risks that we are exposed to are interest rate risk and foreign currency exchange risk. Generally, we do not use derivative instruments to hedge credit/market risks or for speculative purposes. However, from time to time, we may enter into foreign currency forward contracts and collars to hedge our foreign currency cash flow exposures.

Concentrations of credit risk arise when a number of tenants are engaged in similar business activities or have similar economic risks or conditions that could cause them to default on their lease obligations to us. We regularly monitor our portfolio to assess potential concentrations of credit risk. While we believe our portfolio is well-diversified, it does contain concentrations in certain areas. Aside from the impact of COVID-19, discussed below, there have been no material changes in our concentration of credit risk from what was disclosed in the 2019 Annual Report.

The impact of the COVID-19 pandemic both in the Unites States and globally continues to cause uncertainty and volatility in financial markets, including interest rates and foreign currency exchange rates. The outbreak is expected to have a continued adverse impact on market conditions for the foreseeable future and to trigger a period of global economic slowdown with no known duration. At March 31, 2020, our net-lease portfolio (which excludes operating properties) had the following concentrations for property types with heightened risk as a result of the COVID-19 pandemic, based on the percentage of our ABR as of that date:

16.3% related to hotel and leisure properties;
5.4% related to retail facilities (primarily from convenience and wholesale stores);
4.2% related to oil and gas;
3.9% related to advertising, printing, and publishing;
2.3% related to automotive; and
1.6% related to student housing (net lease) properties;

Our operating properties portfolio had a concentration of 6.0% (based on Stabilized NOI) in student housing properties which has heightened risk due to the impact of the COVID-19 pandemic on the individual students from which we earn student housing revenue.

There may be an impact across all industries and geographic regions in which our tenants operate as a result of COVID-19. Given the significant uncertainty around the duration and severity of COVID-19, we are unable to predict the impact it will have on our tenants’ continued ability to pay rent.

We are also exposed to further market risk as a result of tenant concentrations in certain industries and/or geographic regions, since adverse market factors can affect the ability of tenants in a particular industry/region to meet their respective lease obligations. In order to manage this risk, our Advisor views our collective tenant roster as a portfolio and attempts to diversify such portfolio so that we are not overexposed to a particular industry or geographic region.

Generally, we do not use derivative instruments to hedge credit/market risks or for speculative purposes. However, from time to time, we may enter into foreign currency forward contracts and collars to hedge our foreign currency cash flow exposures.

Interest Rate Risk
 
The values of our real estate, related fixed-rate debt obligations, and notes receivable investmentsinvestment are subject to fluctuations based on changes in interest rates. The value of our real estate is also subject to fluctuations based on local and regional economic conditions and changes in the creditworthiness of lessees, which may affect our ability to refinance property-level mortgage debt when balloon payments are scheduled (if we do not choose to repay the debt when due). Interest rates are highly sensitive to many factors, including governmental monetary and tax policies, domestic and international economic and political conditions, and other factors beyond our control. An increase in interest rates would likely cause the fair value of our assets to decrease. Increases in interest rates may also have an impact on the credit profile of certain tenants.
 
We are exposed to the impact of interest rate changes primarily through our borrowing activities. To limit this exposure, we have historically attempted to obtain non-recourse secured debt financing on a long-term, fixed-rate basis. However, from time to time, we or our joint investment partners have obtained, and may in the future obtain, variable-rate non-recourse secured debt, and, as a result, we have entered into, and may continue to enter into, interest rate swap agreements or interest rate cap agreements with counterparties. See Note 8 for additional information on our interest rate swaps and caps.



CPA:18 – Global 3/31/2020 10-Q52




As of June 30, 2019,March 31, 2020, a significant portion (approximately 94.1%) of our outstanding debt either bore interest at fixed rates, or was swapped or capped to a fixed rate or, in the case of one of our Norwegian investments, inflation-linked to the Norwegian CPI.rate. Our debt obligations are more fully described in Note 9 and Liquidity and Capital Resources — Summary of Financing in Item 2 above. The following table presents principal cash outflows for the remainder of 2019,2020, each of the next four calendar years following December 31, 2019,2020, and thereafter, based upon expected maturity dates of our debt obligations outstanding as of June 30, 2019March 31, 2020 (in thousands):

2019 (Remainder) 2020 2021 2022 2023 Thereafter Total
Fair value2020 (Remainder) 2021 2022 2023 2024 Thereafter Total
Fair value
Fixed-rate debt (a)
$2,073
 $79,545
 $118,690
 $101,266
 $155,110
 $530,733

$987,417

$1,007,516
$52,573
 $106,792
 $98,839
 $152,694
 $176,101
 $340,521

$927,520

$927,752
Variable rate debt (a)
$79,239
 $7,597
 $45,207
 $17,801
 $6,105
 $73,895

$229,844

$246,024
$7,113
 $45,187
 $90,369
 $51,222
 $22,234
 $44,666

$260,791

$268,960
__________
(a)Amounts are based on the exchange rate as of June 30, 2019,March 31, 2020, as applicable.

The estimated fair value of our fixed-rate debt and variable-rate debt (which either have effectively been converted to a fixed rate through the use of interest rate swaps or, in the case of one our Norwegian investments, is inflation-linked to the Norwegian CPI)swaps) is marginally affected by changes in interest rates. A decrease or increase in interest rates of 1% would change the estimated fair value of this debt as of June 30, 2019March 31, 2020 by an aggregate increase of $37.1$34.7 million or an aggregate decrease of $46.0$39.6 million, respectively. Annual interest expense on our unhedged variable-rate debt as of June 30, 2019March 31, 2020 would increase or decrease by $1.2$0.7 million for each respective 1% change in annual interest rates.

As more fully described under Liquidity and Capital Resources — Summary of Financing in Item 2 above, a portion of our variable-rate debt in the table above bore interest at fixed rates as of June 30, 2019March 31, 2020, but has interest rate reset features that will change the fixed interest rates to then-prevailing market fixed rates at certain points during their term. This debt is generally not subject to short-term fluctuations in interest rates.



CPA:18 – Global 6/30/2019 10-Q58




Foreign Currency Exchange Rate Risk

We own international investments, primarily in Europe and, as a result, are subject to risk from the effects of exchange rate movements in various foreign currencies, primarily the euro and the Norwegian krone, which may affect future costs and cash flows. Although most of our foreign investments through the secondfirst quarter of 20192020 were conducted in these currencies, we may conduct business in other currencies in the future. Volatile market conditions arising from the spread of COVID-19 may result in significant fluctuations in foreign currency exchange rates. We manage foreign currency exchange rate movements by generally placing both our debt service obligation to the lender and the tenant’s rental obligation to us in the same currency. This reduces our overall exposure to the actual equity that we have invested and the equity portion of our cash flow. In addition, we may use currency hedging to further reduce the exposure to our equity cash flow. We are generally a net receiver of these currencies (we receive more cash than we pay out), therefore our foreign operations benefit from a weaker U.S. dollar and are adversely affected by a stronger U.S. dollar, relative to the foreign currency.

As noted above, we have obtained, and may in the future obtain, non-recourse secured debt financing in local currencies. To the extent that currency fluctuations increase or decrease rental revenues, as translated to U.S. dollars, the change in debt service, as translated to U.S. dollars, will partially offset the effect of fluctuations in revenue and, to some extent, mitigate the risk from changes in foreign currency exchange rates.

Scheduled future lease payments to be received, exclusive of renewals, under non-cancelable operating leases for our consolidated foreign operations as of June 30, 2019March 31, 2020 during the remainder of 2019,2020, each of the next four calendar years following December 31, 2019,2020, and thereafter, are as follows (in thousands): 
Lease Revenues (a)
 2019 (Remainder) 2020 2021 2022 2023 Thereafter Total
Lease Revenues (a) (b)
 2020 (Remainder) 2021 2022 2023 2024 Thereafter Total
Euro (c)
 $21,615
 $42,425
 $42,476
 $42,669
 $37,088
 $339,294
 $525,567
 $35,421
 $47,322
 $45,100
 $42,253
 $39,163
 $327,858
 $537,117
Norwegian krone (d)
 6,620
 12,630
 11,963
 11,539
 11,539
 41,511
 95,802
 7,649
 9,683
 9,338
 9,338
 6,702
 26,589
 69,299
British pound sterling (e)
 1,449
 2,638
 2,444
 2,288
 1,970
 6,015
 16,804
 $29,684
 $57,693
 $56,883
 $56,496
 $50,597
 $386,820
 $638,173
 $43,070
 $57,005
 $54,438
 $51,591
 $45,865
 $354,447
 $606,416



CPA:18 – Global 3/31/2020 10-Q53




Scheduled debt service payments (principal and interest) for mortgage notes for our foreign operations as of June 30, 2019,March 31, 2020, during the remainder of 2019,2020, each of the next four calendar years following December 31, 2019,2020, and thereafter, are as follows (in thousands):
Debt Service (a) (b)(e)
 2019 (Remainder) 2020 2021 2022 2023 Thereafter Total 2020 (Remainder) 2021 2022 2023 2024 Thereafter Total
Euro (c)
 $5,692
 $64,611
 $75,379
 $42,080
 $67,962
 $97,851
 $353,575
 $55,797
 $72,247
 $49,032
 $82,797
 $71,257
 $11,987
 $343,117
Norwegian krone (d)
 3,508
 5,973
 48,001
 4,124
 4,124
 108,834
 174,564
 4,893
 38,970
 3,394
 3,394
 3,394
 85,575
 139,620
British pound sterling (e)(b)
 74,796
 19,284
 
 
 
 
 94,080
 1,614
 2,151
 75,179
 
 
 
 78,944
 $83,996
 $89,868
 $123,380
 $46,204
 $72,086
 $206,685
 $622,219
 $62,304
 $113,368
 $127,605
 $86,191
 $74,651
 $97,562
 $561,681
__________
(a)
Amounts are based on the applicable exchange rates as of June 30, 2019March 31, 2020. Contractual rents and debt obligations are denominated in the functional currency of the country where each property is located.
(b)Interest on unhedged variable-rate debt obligations was calculated usingThe revenues generated from our student housing operating properties located in the applicable annual interest ratesUnited Kingdom are excluded, as they do not meet the criteria of non-cancelable operating leases. We estimate that, for a 1% increase or decrease in the exchange rate between the British pound sterling and balances outstandingthe U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow as of June 30, 2019.March 31, 2020 of $0.8 million.
(c)We estimate that, for a 1% increase or decrease in the exchange rate between the euro and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow as of June 30, 2019March 31, 2020 of $1.7$1.9 million.
(d)We estimate that, for a 1% increase or decrease in the exchange rate between the Norwegian krone and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow as of June 30, 2019March 31, 2020 of $0.8$0.7 million.
(e)We estimate that, for a 1% increase or decrease inInterest on unhedged variable-rate debt obligations was calculated using the exchange rate between the British pound sterlingapplicable annual interest rates and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flowbalances outstanding as of June 30, 2019 of $0.8 million.March 31, 2020.



CPA:18 – Global 6/30/20193/31/2020 10-Q 59




Concentration of Credit Risk

Concentrations of credit risk arise when a number of tenants are engaged in similar business activities or have similar economic risks or conditions that could cause them to default on their lease obligations to us. We regularly monitor our portfolio to assess potential concentrations of credit risk. While we believe our portfolio is well-diversified, it does contain concentrations in certain areas. There have been no material changes in our concentration of credit risk from what was disclosed in the 2018 Annual Report.



CPA:18 – Global 6/30/2019 10-Q6054




Item 4. Controls and Procedures.

Disclosure Controls and Procedures

Our disclosure controls and procedures include internal controls and other procedures designed to provide reasonable assurance that information required to be disclosed in this and other reports filed under the Securities Exchange Act of 1934, as amended, (“the Exchange Act”), is recorded, processed, summarized, and reported within the required time periods specified in the SEC’s rules and forms; and that such information is accumulated and communicated to management, including our chief executive officer and chief financial officer, to allow timely decisions regarding required disclosures. It should be noted that no system of controls can provide complete assurance of achieving a company’s objectives and that future events may impact the effectiveness of a system of controls.

Our chief executive officer and chief financial officer, after conducting an evaluation, together with members of our management, of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2019March 31, 2020, have concluded that our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) were effective as of June 30, 2019March 31, 2020 at a reasonable level of assurance.

Changes in Internal Control Over Financial Reporting
 
There have been no changes in our internal control over financial reporting during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.



CPA:18 – Global 6/30/20193/31/2020 10-Q 6155




PART II — OTHER INFORMATION

Item 1A. Risk Factors.

We are including the following additional risk factor, which should be read in conjunction with our description of risk factors provided in Part I, Item 1A. Risk Factors in our 2019 Annual Report.

We face risks related to the recent spread of the novel coronavirus (“COVID-19”), which could have a material adverse impact on our business, financial condition, NAVs, liquidity, results of operations, and prospects.

We face risks related to the global spread of COVID-19, which has been declared to be a pandemic by the World Health Organization. Risks related to COVID-19 have begun (and may continue) to adversely affect global, national, and local economies and the global financial markets, including the global debt and equity capital markets, which have begun (and are likely to continue) to experience significant volatility, leading to an economic downturn and record unemployment levels that could adversely affect our and has adversely affected our tenants’ respective businesses, financial condition, liquidity, results of operations, and prospects, as well as our NAVs. We can give no assurance that we will be able to maintain dividend levels or continue our redemption program.

We are closely monitoring the impact of COVID-19 on all aspects of our business, including how it will impact our tenants and properties. Our Advisor continues to actively engage in discussions with our tenants and with the third-party managers of our operating properties regarding the impact of COVID-19 on their business operations, liquidity, ability to pay rent and other payments due to us and other parties, and their financial position. Given the significant uncertainty around the duration and severity of the impact of COVID-19, we are unable to predict the impact it will have on our tenants’ continued ability to pay rent. Therefore, information provided regarding historical rent collections should not serve as an indication of expected future rent collections.

It is likely that the COVID-19 pandemic will continue to cause severe economic, market, and other disruptions worldwide. We cannot assure you that conditions in the bank lending and other financial markets will not continue to deteriorate as a result of the pandemic, or that our access to sources of funding and ability to meet our financial covenants will not become constrained, which could adversely affect the availability and terms of future borrowings, renewals, or refinancings. In addition, the deterioration of global economic conditions as a result of the pandemic is likely to negatively impact our tenants.

The extent to which COVID-19 impacts our operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak and actions taken to contain COVID-19 or treat its impact, among others. The potential impact of COVID-19 on our tenants and properties could have a material adverse effect on our business, financial condition (including our ability to maintain dividends and redemption program), NAVs, liquidity, results of operations, and prospects.




CPA:18 – Global 3/31/2020 10-Q56




Item 2. Unregistered Sales of Equity Securities.

Unregistered Sales of Equity Securities

During the three months ended June 30, 2019March 31, 2020, we issued 164,709169,045 shares of our Class A common stock to our Advisor as consideration for asset management fees. These sharesfees, which were issued at our most recently published NAV at the date of $8.73 per share.issuance. The shares issued for January and February 2020 (110,843 shares) were based on the NAV as of September 30, 2019 ($8.67), and the shares issued in March 2020 (58,202 shares) were based on the NAV as of December 31, 2019 ($8.94). In acquiring our shares, our Advisor represented that such interests were being acquired by it for investment purposes and not with a view to the distribution thereof. Since none of these transactions were considered to have involved a “public offering” within the meaning of Section 4(a)(2) of the Securities Act of 1933, the shares issued were deemed to be exempt from registration.

All other prior sales of unregistered securities have been reported in our previously filed quarterly and annual reports on Form 10-Q and Form 10-K, respectively.

Issuer Purchases of Equity Securities

The following table provides information with respect to repurchases of our common stock pursuant to our redemption plan during the three months ended June 30, 2019March 31, 2020:
  Class A Class C    
2019 Period 
Total number of Class A
shares purchased
(a)
 Average price
paid per share
 
Total number of Class C
shares purchased
(a)
 Average price
paid per share
 
Total number of shares
purchased as part of
publicly announced plans or program 
(a)
 
Maximum number (or
approximate dollar value)of shares that may yet be
purchased under the plans or program 
(a)
April 1-30 
 $
 
 $
 N/A N/A
May 1-31 
 
 
 
 N/A N/A
June 1-30 536,876
 8.53
 131,697
 8.49
 N/A N/A
Total 536,876
   131,697
      
  Class A Class C    
2020 Period 
Total number of Class A
shares purchased
(a)
 Average price
paid per share
 
Total number of Class C
shares purchased
(a)
 Average price
paid per share
 
Total number of shares
purchased as part of
publicly announced plans or program 
(a)
 
Maximum number (or
approximate dollar value)of shares that may yet be
purchased under the plans or program 
(a)
January 1-31 
 $
 
 $
 N/A N/A
February 1-29 
 
 
 
 N/A N/A
March 1-31 682,991
 8.58
 264,268
 8.58
 N/A N/A
Total 682,991
   264,268
      
___________
(a)
Represents shares of our Class A and Class C common stock requested to be repurchased under our redemption plan, pursuant to which we may elect to redeem shares at the request of our stockholders, subject to certain exceptions, conditions, and limitations. The maximum amount of shares purchasable by us in any period depends on a number of factors and is at the discretion of our board of directors. ForDuring the three months ended June 30, 2019,March 31, 2020, we received 126138 and 3057 redemption requests for Class A and Class C common stock, respectively. As of the date of this Report, we have fulfilled all of the valid redemption requests that we received forduring the three months ended June 30, 2019.March 31, 2020. We generally receive fees in connection with share redemptions. The average price paid per share will vary depending on the number of redemption requests that were made during the period, the number of redemption requests that qualify for special circumstances, and the most recently published quarterly NAV.
For shares redeemed under such special circumstances, the redemption price was the greater of the price paid to acquire the shares from us or 95% of our most recently published NAVs.



CPA:18 – Global 6/30/20193/31/2020 10-Q 6257




Item 6. Exhibits.

The following exhibits are filed with this Report. Documents other than those designated as being filed herewith are incorporated herein by reference.
Exhibit No. Description Method of Filing
10.1Second Amendment to Amended and Restated Advisory Agreement, dated as of May 11, 2020, among Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and Carey Asset Management CorpFiled herewith
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith
     
31.2 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith
     
32 Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Filed herewith
     
101.INS XBRL Instance Document Filed herewith
     
101.SCH XBRL Taxonomy Extension Schema Document Filed herewith
     
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document Filed herewith
     
101.DEF XBRL Taxonomy Extension Definition Linkbase Document Filed herewith
     
101.LAB XBRL Taxonomy Extension Label Linkbase Document Filed herewith
     
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith



CPA:18 – Global 6/30/20193/31/2020 10-Q 6358


SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

   Corporate Property Associates 18 – Global Incorporated
Date:August 7, 2019May 12, 2020  
  By:/s/ Mallika SinhaToniAnn Sanzone
   Mallika SinhaToniAnn Sanzone
   Chief Financial Officer
   (Principal Financial Officer)
    
Date:August 7, 2019May 12, 2020  
  By:/s/ Arjun Mahalingam
   Arjun Mahalingam
   Chief Accounting Officer
   (Principal Accounting Officer)




CPA:18 – Global 6/30/20193/31/2020 10-Q 6459


EXHIBIT INDEX

The following exhibits are filed with this Report. Documents other than those designated as being filed herewith are incorporated herein by reference.
Exhibit No. Description Method of Filing
10.1Second Amendment to Amended and Restated Advisory Agreement, dated as of May 11, 2020, among Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and Carey Asset Management Corp
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 
     
31.2 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 
     
32 Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 
     
101.INS XBRL Instance Document Filed herewith
     
101.SCH XBRL Taxonomy Extension Schema Document Filed herewith
     
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document Filed herewith
     
101.DEF XBRL Taxonomy Extension Definition Linkbase Document Filed herewith
     
101.LAB XBRL Taxonomy Extension Label Linkbase Document Filed herewith
     
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith