Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 28, 2020 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | GLADSTONE COMMERCIAL CORP | |
Entity Central Index Key | 0001234006 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Small Business | false | |
Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 33,934,907 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | |
ASSETS | |||
Real estate, at cost | $ 1,123,644 | $ 1,056,978 | |
Less: accumulated depreciation | 216,547 | 207,523 | |
Total real estate, net | 907,097 | 849,455 | |
Lease intangibles, net | 122,036 | 115,465 | |
Real estate and related assets held for sale, net | 0 | 3,990 | |
Cash and cash equivalents | 9,853 | 6,849 | |
Restricted cash | 4,678 | 4,639 | |
Funds held in escrow | 7,971 | 7,226 | |
Right-of-use assets from operating leases | 5,742 | 5,794 | |
Deferred rent receivable, net | 35,599 | 37,177 | |
Other assets | 5,849 | 8,913 | |
TOTAL ASSETS | 1,098,825 | 1,039,508 | |
LIABILITIES | |||
Mortgage notes payable, net | [1] | 486,315 | 453,739 |
Borrowings under Revolver, net | 20,846 | 51,579 | |
Borrowings under Term Loan, net | 159,033 | 121,276 | |
Deferred rent liability, net | 20,679 | 19,322 | |
Operating lease liabilities | 5,808 | 5,847 | |
Asset retirement obligation | 3,163 | 3,137 | |
Accounts payable and accrued expenses | 7,684 | 5,573 | |
Liabilities related to assets held for sale, net | 0 | 21 | |
Due to Adviser and Administrator | [1] | 3,152 | 2,904 |
Other liabilities | 16,488 | 12,920 | |
TOTAL LIABILITIES | 723,168 | 676,318 | |
Commitments and contingencies | [2] | ||
MEZZANINE EQUITY | |||
Series D and E redeemable preferred stock, net, par value $0.001 per share; $25 per share liquidation preference; 12,760,000 shares authorized; and 6,299,555 shares issued and outstanding at March 31, 2020 and December 31, 2019 | [3] | 152,193 | 152,153 |
EQUITY | |||
Senior common stock, par value $0.001 per share; 950,000 shares authorized; and 783,114 and 806,435 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | [3] | 1 | 1 |
Common stock, par value $0.001 per share, 60,290,000 and 86,290,000 shares authorized and 33,930,020 and 32,593,651 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | [3] | 34 | 32 |
Additional paid in capital | 599,232 | 571,205 | |
Accumulated other comprehensive income | (4,654) | (2,126) | |
Distributions in excess of accumulated earnings | (374,259) | (360,978) | |
TOTAL STOCKHOLDERS' EQUITY | 220,354 | 208,134 | |
OP Units held by Non-controlling OP Unitholders | [3] | 3,110 | 2,903 |
TOTAL EQUITY | 223,464 | 211,037 | |
TOTAL LIABILITIES, MEZZANINE EQUITY AND EQUITY | $ 1,098,825 | $ 1,039,508 | |
[1] | Refer to Note 2 “Related-Party Transactions” | ||
[2] | Refer to Note 7 “Commitments and Contingencies” | ||
[3] | Refer to Note 8 “Equity and Mezzanine Equity” |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Senior common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Senior common stock, shares authorized (in shares) | 950,000 | 950,000 |
Senior common stock, shares issued (in shares) | 783,114 | 806,435 |
Senior common stock, shares outstanding (in shares) | 783,114 | 806,435 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 60,290,000 | 86,290,000 |
Common stock, shares issued (in shares) | 33,930,020 | 32,593,651 |
Common stock, shares outstanding (in shares) | 33,930,020 | 32,593,651 |
Series D and E Preferred Stock | ||
Redeemable preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Redeemable preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Redeemable preferred stock, shares authorized (in shares) | 12,760,000 | 12,760,000 |
Redeemable preferred stock, shares issued (in shares) | 6,296,555 | 6,296,555 |
Redeemable preferred stock, shares outstanding (in shares) | 6,296,555 | 6,296,555 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Operating revenues | |||
Lease revenue | $ 33,619 | $ 28,137 | |
Total operating revenues | 33,619 | 28,137 | |
Operating expenses | |||
Depreciation and amortization | 14,096 | 13,010 | |
Property operating expenses | 6,213 | 3,068 | |
Base management fee | [1] | 1,412 | 1,267 |
Incentive fee | [1] | 1,055 | 851 |
Administration fee | [1] | 438 | 413 |
General and administrative | 878 | 657 | |
Total operating expenses | 24,092 | 19,266 | |
Other (expense) income | |||
Interest expense | (7,252) | (7,231) | |
(Loss) gain on sale of real estate, net | (12) | 2,952 | |
Other (loss) income | (5) | 81 | |
Total other expense, net | (7,269) | (4,198) | |
Net income | 2,258 | 4,673 | |
Net loss (income) attributable (available) to OP Units held by Non-controlling OP Unitholders | 9 | (45) | |
Net income attributable to the Company | 2,267 | 4,628 | |
Distributions attributable to Series A, B, D, and E preferred stock | (2,678) | (2,612) | |
Distributions attributable to senior common stock | (208) | (224) | |
Net (loss) income (attributable) available to common stockholders | $ (619) | $ 1,792 | |
(Loss) earnings per weighted average share of common stock - basic & diluted | |||
(Loss) earnings (attributable) available to common shareholders (in dollars per share) | $ (0.02) | $ 0.06 | |
Weighted average shares of common stock outstanding | |||
Basic and Diluted (in shares) | 33,634,946 | 29,516,870 | |
Earnings per weighted average share of senior common stock (in dollars per share) | $ 0.26 | $ 0.26 | |
Weighted average shares of senior common stock outstanding - basic (in shares) | 793,429 | 864,303 | |
Comprehensive income | |||
Change in unrealized loss related to interest rate hedging instruments, net | $ (2,528) | $ (722) | |
Other Comprehensive loss | (2,528) | (722) | |
Comprehensive (loss) income | (270) | 3,951 | |
Comprehensive loss (income) attributable (available) to OP Units held by Non-controlling OP Unitholders | 9 | (45) | |
Total comprehensive (loss) income (attributable) available to the Company | $ (261) | $ 3,906 | |
[1] | Refer to Note 2 “Related-Party Transactions” |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 2,258 | $ 4,673 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 14,096 | 13,010 |
Loss (gain) on sale of real estate, net | 12 | (2,952) |
Amortization of deferred financing costs | 374 | 456 |
Amortization of deferred rent asset and liability, net | (462) | (293) |
Amortization of discount and premium on assumed debt, net | 15 | 16 |
Asset retirement obligation expense | 26 | 32 |
Operating changes in assets and liabilities | ||
Decrease (increase) in other assets | 1,412 | (743) |
Increase in deferred rent receivable | (214) | (581) |
Increase (decrease) in accounts payable, accrued expenses, and amount due to Adviser and Administrator | 2,391 | (84) |
Decrease in right-of-use asset from operating leases | 52 | 50 |
Decrease in operating lease liabilities | (39) | (50) |
Increase (decrease) in other liabilities | 1,124 | (796) |
Leasing commissions paid | (715) | (138) |
Net cash provided by operating activities | 20,330 | 12,600 |
Cash flows from investing activities: | ||
Acquisition of real estate and related intangible assets | (71,463) | (6,315) |
Improvements of existing real estate | (2,031) | (829) |
Proceeds from sale of real estate | 3,947 | 6,318 |
Receipts from lenders for funds held in escrow | 21 | 991 |
Payments to lenders for funds held in escrow | (766) | (482) |
Receipts from tenants for reserves | 435 | 624 |
Payments to tenants from reserves | (429) | (271) |
Deposits on future acquisitions | (1,000) | (565) |
Deposits applied against acquisition of real estate investments | 2,541 | 215 |
Net cash used in investing activities | (68,745) | (314) |
Cash flows from financing activities: | ||
Proceeds from issuance of equity | 28,296 | 14,292 |
Offering costs paid | (323) | (179) |
Borrowings under mortgage notes payable | 35,855 | 10,640 |
Payments for deferred financing costs | (382) | (279) |
Principal repayments on mortgage notes payable | (3,162) | (6,692) |
Borrowings from revolving credit facility | 36,900 | 13,700 |
Repayments on revolving credit facility | (67,700) | (31,500) |
Borrowings on term loan | 37,700 | 0 |
Increase (decrease) in security deposits | 12 | (141) |
Distributions paid for common, senior common, preferred stock and Non-controlling OP Unitholders | (15,738) | (14,192) |
Net cash provided by (used in) financing activities | 51,458 | (14,351) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 3,043 | (2,065) |
Cash, cash equivalents, and restricted cash at beginning of period | 11,488 | 9,082 |
Cash, cash equivalents, and restricted cash at end of period | 14,531 | 7,017 |
SUPPLEMENTAL NON-CASH INFORMATION | ||
Tenant funded fixed asset improvements | 353 | 1,015 |
Unrealized loss related to interest rate hedging instruments, net | (2,528) | (722) |
Right-of-use asset from operating leases | 0 | 5,998 |
Operating lease liabilities | 0 | (5,998) |
Capital improvements and leasing commissions included in accounts payable and accrued expenses | 85 | 239 |
Non-controlling OP Units issued in connection with acquisition | 502 | 0 |
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows | $ 14,531 | $ 7,017 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Significant Accounting Policies | Organization, Basis of Presentation and Significant Accounting Policies Gladstone Commercial Corporation is a real estate investment trust (“REIT”) that was incorporated under the General Corporation Law of the State of Maryland on February 14, 2003. We focus on acquiring, owning and managing primarily office and industrial properties. On a selective basis, we may make long term industrial and office mortgage loans; however, we do not have any mortgage loans currently outstanding. Subject to certain restrictions and limitations, our business is managed by Gladstone Management Corporation, a Delaware corporation (the “Adviser”), and administrative services are provided by Gladstone Administration, LLC, a Delaware limited liability company (the “Administrator”), each pursuant to a contractual arrangement with us. Our Adviser and Administrator collectively employ all of our personnel and pay their salaries, benefits, and other general expenses directly. Gladstone Commercial Corporation conducts substantially all of its operations through a subsidiary, Gladstone Commercial Limited Partnership, a Delaware limited partnership (the “Operating Partnership”). All references herein to “we,” “our,” “us” and the “Company” mean Gladstone Commercial Corporation and its consolidated subsidiaries, except where it is made clear that the term means only Gladstone Commercial Corporation. Interim Financial Information Our interim financial statements are prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The year-end balance sheet data presented herein was derived from audited financial statements, but does not include all disclosures required by GAAP. In the opinion of our management, all adjustments, consisting solely of normal recurring accruals, necessary for the fair statement of financial statements for the interim period, have been included. The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019 , as filed with the U.S. Securities and Exchange Commission on February 12, 2020 . The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, including the impact of extraordinary events such as the novel coronavirus (“COVID-19”) pandemic, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Critical Accounting Policies The preparation of our financial statements in accordance with GAAP, requires management to make judgments that are subjective in nature to make certain estimates and assumptions. Application of these accounting policies involves the exercise of judgment regarding the use of assumptions as to future uncertainties, and as a result, actual results could materially differ from these estimates. A summary of all of our significant accounting policies is provided in Note 1, “Organization, Basis of Presentation and Significant Accounting Policies,” to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2019 . On January 1, 2020, we completed the integration of the accounting records of certain of our triple net leased third-party asset managed properties into our accounting system and paid out of our operating bank accounts. For periods prior to January 1, 2020, we recorded property operating expenses and offsetting lease revenues for these certain triple net leased properties on a net basis. Beginning January 1, 2020, we are recording the property operating expenses and offsetting lease revenues for these triple net leased properties on a gross basis, as we have amended our process whereby we are paying operating expenses on behalf of our tenants and receiving reimbursement, whereas, previously these tenants were paying these expenses directly with limited insight provided to us. There were no other material changes to our critical accounting policies during the three months ended March 31, 2020 . Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). The new standard requires more timely recognition of credit losses on loans and other financial instruments that are not accounted for at fair market value through net income. The standard also requires that financial assets measured at amortized cost be presented at the net amounts anticipated to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. We are required to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets. We adopted ASU 2016-13 beginning with the three months ended March 31, 2020 . Adopting ASU 2016-13 has not resulted in a material impact to our consolidated financial statements, as we do not have any loans receivable outstanding, and our receivables are generally incurred from leasing arrangements that are collected monthly. In March 2020, the FASB issued Accounting Standards Update 2020-04, “Reference Rate Reform (Topic 848)” (“ASU 2020-04”). The main provisions of this update provide optional expedients and exceptions for contracts, hedging relationships, and other transactions that reference the London Inter-bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020. We adopted ASU 2020-04 beginning with the three months ended March 31, 2020. Adopting ASU 2020-04 has not resulted in a material impact to our consolidated statements, as ASU 2020-04 allows for prospective application of any changes in the effective interest rate for our LIBOR based debt, and allows for practical expedients that will allow us to treat our derivative instruments designated as cash flow hedges consistent with how they are currently accounted for. |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions Gladstone Management and Gladstone Administration We are externally managed pursuant to contractual arrangements with our Adviser and our Administrator, which collectively employ all of our personnel and pay their salaries, benefits, and other general expenses directly. Both our Adviser and Administrator are affiliates of ours, as their parent company is owned and controlled by Mr. David Gladstone, our chairman and chief executive officer. Two of our executive officers, Mr. Gladstone and Mr. Terry Lee Brubaker (our vice chairman and chief operating officer) serve as directors and executive officers of our Adviser and our Administrator. Our president, Mr. Robert Cutlip, is an executive managing director of our Adviser. Mr. Michael LiCalsi, our general counsel and secretary, also serves as our Administrator’s president, general counsel and secretary. We have entered into an advisory agreement with our Adviser, as amended from time to time (the “Advisory Agreement”), and an administration agreement with our Administrator (the “Administration Agreement”). The services and fees under the Advisory Agreement and Administration Agreement are described below. As of March 31, 2020 and December 31, 2019 , $3.2 million and $2.9 million , respectively, were collectively due to our Adviser and Administrator. Our entrance into the Advisory Agreement and each amendment thereto has been approved unanimously by our Board of Directors. Our Board of Directors reviews and considers renewing the agreement with our Adviser each July. During its July 2019 meeting, our Board of Directors reviewed and renewed the Advisory Agreement for an additional year, through August 31, 2020. Base Management Fee Under the Advisory Agreement, the calculation of the annual base management fee equals 1.5% of our Total Equity, which is our total stockholders’ equity plus total mezzanine equity (before giving effect to the base management fee and incentive fee), adjusted to exclude the effect of any unrealized gains or losses that do not affect realized net income (including impairment charges), adjusted for any one-time events and certain non-cash items (the later to occur for a given quarter only upon the approval of our Compensation Committee), and adjusted to include operating partnership units in the Operating Partnership (“OP Units”) held by holders who do not control the Operating Partnership (“Non-controlling OP Unitholders”). The fee is calculated and accrued quarterly as 0.375% per quarter of such Total Equity figure. Our Adviser does not charge acquisition or disposition fees when we acquire or dispose of properties, as is common in other externally managed REITs; however, our Adviser may earn fee income from our borrowers, tenants or other sources. For the three months ended March 31, 2020 and 2019 , we recorded a base management fee of $1.4 million and $1.3 million , respectively. Incentive Fee Pursuant to the Advisory Agreement, the calculation of the incentive fee rewards the Adviser in circumstances where our quarterly Core FFO (defined at the end of this paragraph), before giving effect to any incentive fee, or pre-incentive fee Core FFO, exceeds 2.0% quarterly, or 8.0% annualized, of adjusted total stockholders’ equity (after giving effect to the base management fee but before giving effect to the incentive fee). We refer to this as the hurdle rate. The Adviser will receive 15.0% of the amount of our pre-incentive fee Core FFO that exceeds the hurdle rate. However, in no event shall the incentive fee for a particular quarter exceed by 15.0% (the cap) the average quarterly incentive fee paid by us for the previous four quarters (excluding quarters for which no incentive fee was paid). Core FFO (as defined in the Advisory Agreement) is GAAP net income (loss) available to common stockholders, excluding the incentive fee, depreciation and amortization, any realized and unrealized gains, losses or other non-cash items recorded in net income (loss) available to common stockholders for the period, and one-time events pursuant to changes in GAAP. For the three months ended March 31, 2020 and 2019 , we recorded an incentive fee of $1.1 million and $0.9 million , respectively. The Adviser did not waive any portion of the incentive fee for the three months ended March 31, 2020 or 2019 , respectively. Capital Gain Fee Under the Advisory Agreement, we will pay to the Adviser a capital gain-based incentive fee that will be calculated and payable in arrears as of the end of each fiscal year (or upon termination of the Advisory Agreement). In determining the capital gain fee, we will calculate aggregate realized capital gains and aggregate realized capital losses for the applicable time period. For this purpose, aggregate realized capital gains and losses, if any, equals the realized gain or loss calculated by the difference between the sales price of the property, less any costs to sell the property and the current gross value of the property (equal to the property’s original acquisition price plus any subsequent non-reimbursed capital improvements) of the disposed property. At the end of the fiscal year, if this number is positive, then the capital gain fee payable for such time period shall equal 15.0% of such amount. No capital gain fee was recognized during the three months ended March 31, 2020 or 2019 . Termination Fee The Advisory Agreement includes a termination fee whereby, in the event of our termination of the agreement without cause (with 120 days’ prior written notice and the vote of at least two-thirds of our independent directors), a termination fee would be payable to the Adviser equal to two times the sum of the average annual base management fee and incentive fee earned by the Adviser during the 24-month period prior to such termination. A termination fee is also payable if the Adviser terminates the Advisory Agreement after we have defaulted and applicable cure periods have expired. The Advisory Agreement may also be terminated for cause by us (with 30 days’ prior written notice and the vote of at least two-thirds of our independent directors), with no termination fee payable. Cause is defined in the agreement to include if the Adviser breaches any material provisions thereof, the bankruptcy or insolvency of the Adviser, dissolution of the Adviser and fraud or misappropriation of funds. Administration Agreement Under the terms of the Administration Agreement, we pay separately for our allocable portion of the Administrator’s overhead expenses in performing its obligations to us including, but not limited to, rent and our allocable portion of the salaries and benefits expenses of our Administrator’s employees, including, but not limited to, our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel and secretary), and their respective staffs. Our allocable portion of the Administrator’s expenses are generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under contractual agreements. We believe this approach helps approximate fees paid by us to actual services performed by the Administrator for us. For the three months ended March 31, 2020 and 2019 , we recorded an administration fee of $0.4 million and $0.4 million , respectively. Gladstone Securities Gladstone Securities, LLC (“Gladstone Securities”), is a privately held broker dealer registered with the Financial Industry Regulatory Authority and insured by the Securities Investor Protection Corporation. Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by David Gladstone, our chairman and chief executive officer. Mr. Gladstone also serves on the board of managers of Gladstone Securities. Mortgage Financing Arrangement Agreement We entered into an agreement with Gladstone Securities, effective June 18, 2013, for it to act as our non-exclusive agent to assist us with arranging mortgage financing for properties we own (the “Financing Arrangement Agreement”). In connection with this engagement, Gladstone Securities will, from time to time, continue to solicit the interest of various commercial real estate lenders or recommend to us third party lenders offering credit products or packages that are responsive to our needs. We pay Gladstone Securities a financing fee in connection with the services it provides to us for securing mortgage financing on any of our properties. The amount of these financing fees, which are payable upon closing of the financing, are based on a percentage of the amount of the mortgage, generally ranging from 0.15% to a maximum of 1.0% of the mortgage obtained. The amount of the financing fees may be reduced or eliminated, as determined by us and Gladstone Securities, after taking into consideration various factors, including, but not limited to, the involvement of any third-party brokers and market conditions. We paid financing fees to Gladstone Securities of $0.09 million and $0.02 million during the three months ended March 31, 2020 and 2019 , respectively, which are included in mortgage notes payable, net, in the condensed consolidated balance sheets, or 0.25% and 0.15% , respectively, of the mortgage principal secured and/or extended. Our Board of Directors renewed the Financing Arrangement Agreement for an additional year, through August 31, 2020 , at its July 2019 meeting. Dealer Manager Agreement On February 20, 2020 we entered into a dealer manager agreement (the “Dealer Manager Agreement”), with Gladstone Securities (the “Dealer Manager”), whereby the Dealer Manager will serve as our exclusive dealer manager in connection with our offering (the “Offering”) of up to (i) 20,000,000 shares of 6.00% Series F Cumulative Redeemable Preferred Stock of the Company, par value $0.001 per share (the “Series F Preferred Stock”), on a “reasonable best efforts” basis (the “Primary Offering”), and (ii) 6,000,000 shares of Series F Preferred Stock pursuant to our distribution reinvestment plan (the “DRIP”) to those holders of the Series F Preferred Stock who participate in such DRIP. The Series F Preferred Stock is registered with the SEC pursuant to a registration statement on Form S-3 (File No. 333-236143), as the same may be amended and/or supplemented (the “Registration Statement”), under the Securities Act of 1933, as amended, and will be offered and sold pursuant to a prospectus supplement, dated February 20, 2020 , and a base prospectus dated February 11, 2020 relating to the Registration Statement (the “Prospectus”). Under the Dealer Manager Agreement, the Dealer Manager will provide certain sales, promotional and marketing services to the Company in connection with the Offering, and the Company will pay the Dealer Manager (i) selling commissions of 6.0% of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Selling Commissions”), and (ii) a dealer manager fee of 3.0% of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Dealer Manager Fee”). No Selling Commissions or Dealer Manager Fee shall be paid with respect to Shares sold pursuant to the DRIP. The Dealer Manager may, in its sole discretion, reallow a portion of the Dealer Manager Fee to participating broker-dealers in support of the Offering. |
(Loss) Earnings Per Share of Co
(Loss) Earnings Per Share of Common Stock | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
(Loss) Earnings Per Share of Common Stock | (Loss) Earnings Per Share of Common Stock The following tables set forth the computation of basic and diluted (loss) earnings per share of common stock for the three months ended March 31, 2020 and 2019 . The OP Units held by Non-controlling OP Unitholders (which may be redeemed for shares of common stock) have been excluded from the diluted (loss) earnings per share calculations, as there would be no effect on the amounts since the Non-controlling OP Unitholders’ share of (loss) income would also be added back to net (loss) income. Net (loss) income figures are presented net of such non-controlling interests in the (loss) earnings per share calculation. We computed basic (loss) earnings per share for the three months ended March 31, 2020 and 2019 using the weighted average number of shares outstanding during the respective periods. Diluted (loss) earnings per share for the three months ended March 31, 2020 and 2019 reflects additional shares of common stock related to our convertible senior common stock (the “Senior Common Stock”), if the effect would be dilutive, that would have been outstanding if dilutive potential shares of common stock had been issued, as well as an adjustment to net (loss) income (attributable) available to common stockholders as applicable to common stockholders that would result from their assumed issuance (dollars in thousands, except per share amounts). For the three months ended March 31, 2020 2019 Calculation of basic (loss) earnings per share of common stock: Net (loss) income (attributable) available to common stockholders $ (619 ) $ 1,792 Denominator for basic weighted average shares of common stock (1) 33,634,946 29,516,870 Basic (loss) earnings per share of common stock $ (0.02 ) $ 0.06 Calculation of diluted (loss) earnings per share of common stock: Net (loss) income (attributable) available to common stockholders $ (619 ) $ 1,792 Add: income impact of assumed conversion of senior common stock (2) — — Net (loss) income (attributable) available to common stockholders plus assumed conversions (2) $ (619 ) $ 1,792 Denominator for basic weighted average shares of common stock (1) 33,634,946 29,516,870 Effect of convertible Senior Common Stock (2) — — Denominator for diluted weighted average shares of common stock (2) 33,634,946 29,516,870 Diluted (loss) earnings per share of common stock $ (0.02 ) $ 0.06 (1) The weighted average number of OP Units held by Non-controlling OP Unitholders was 501,233 and 742,937 for the three months ended March 31, 2020 and 2019 , respectively. (2) We excluded convertible shares of Senior Common Stock of 654,942 and 721,872 from the calculation of diluted (loss) earnings per share for the three months ended March 31, 2020 and 2019 , respectively, because they were anti-dilutive. |
Real Estate and Intangible Asse
Real Estate and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Real Estate and Intangible Assets | Real Estate and Intangible Assets Real Estate The following table sets forth the components of our investments in real estate as of March 31, 2020 and December 31, 2019 , excluding real estate held for sale as of December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Real estate: Land (1) $ 146,580 $ 137,532 Building and improvements 907,577 851,245 Tenant improvements 69,487 68,201 Accumulated depreciation (216,547 ) (207,523 ) Real estate, net $ 907,097 $ 849,455 (1) This amount includes $4,436 of land value subject to land lease agreements which we may purchase at our option for a nominal fee. Real estate depreciation expense on building and tenant improvements was $9.0 million and $8.0 million for the three months ended March 31, 2020 and 2019 , respectively. Acquisitions We acquired five properties during the three months ended March 31, 2020 , and two properties during the three months ended March 31, 2019 . The acquisitions are summarized below (dollars in thousands): Three Months Ended Aggregate Square Footage Weighted Average Lease Term Aggregate Purchase Price Acquisition Expenses Aggregate Annualized GAAP Rent Aggregate Debt Issued or Assumed March 31, 2020 (1) 890,038 14.8 Years $ 71,965 $ 255 (3) $ 5,303 $ 35,855 March 31, 2019 (2) 60,850 12.2 Years 6,318 130 (3) 516 — (1) On January 8, 2020 , we acquired a 64,800 square foot property in Indianapolis, Indiana for $5.3 million . The property is leased to three tenants with a weighted average lease term of 7.2 years with annualized GAAP rent of $0.5 million . On January 27, 2020 , we acquired a 320,838 square foot, three -property portfolio in Houston, Texas, Charlotte, North Carolina, and St. Charles, Missouri for $34.7 million . The portfolio has a weighted average lease term of 20.0 years, and an annualized GAAP rent of $2.6 million . We issued $18.3 million of mortgage debt with a fixed interest rate of 3.625% in connection with the acquisition. On March 9, 2020 , we acquired a 504,400 square foot property in Chatsworth, Georgia for $32.0 million . We entered into an interest rate swap in connection with our $17.5 million of issued debt, resulting in a fixed interest rate of 2.8% . The annualized GAAP rent on the 10.5 Years lease is $2.2 million . (2) On February 8, 2019 , we acquired a 26,050 square foot property in a suburb of Philadelphia, Pennsylvania, for $2.7 million . The annualized GAAP rent on the 15.1 year lease is $0.2 million . On February 28, 2019 , we acquired a 34,800 square foot property in Indianapolis, Indiana for $3.6 million . The annualized GAAP rent on the 10.0 year lease is $0.3 million . (3) We accounted for these transactions under ASU 2017-01, “Clarifying the Definition of a Business.” As a result, we treated our acquisitions during the three months ended March 31, 2020 and 2019 as asset acquisitions rather than business combinations. As a result of this treatment, we capitalized $0.3 million and $0.1 million , respectively, of acquisition costs that would otherwise have been expensed under business combination treatment. We determined the fair value of assets acquired and liabilities assumed related to the properties acquired during the three months ended March 31, 2020 and 2019 as follows (dollars in thousands): Three months ended March 31, 2020 Three months ended March 31, 2019 Acquired assets and liabilities Purchase price Purchase price Land (1) $ 7,296 $ 726 Building and improvements 54,000 4,541 Tenant Improvements 1,285 93 In-place Leases 4,442 432 Leasing Costs 4,261 307 Customer Relationships 2,223 196 Above Market Leases (2) 210 23 Below Market Leases (3) (1,752 ) — Total Purchase Price $ 71,965 $ 6,318 (1) This amount includes $2,711 of land value subject to a land lease agreement. (2) This amount includes $53 of loan receivable included in Other assets on the condensed consolidated balance sheets. (3) This amount includes $62 of prepaid rent included in Other liabilities on the condensed consolidated balance sheets. Significant Real Estate Activity on Existing Assets During the three months ended March 31, 2020 and 2019 , we executed three and two leases, respectively, which are summarized below (dollars in thousands): Three Months Ended Aggregate Square Footage Weighted Average Remaining Lease Term Aggregate Annualized GAAP Rent Aggregate Tenant Improvement Aggregate Leasing Commissions March 31, 2020 232,648 6.8 years $ 3,185 $ 1,892 $ 715 March 31, 2019 130,240 6.2 years 1,187 — 71 Future Lease Payments Future operating lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses, for the nine months ending December 31, 2020 and each of the five succeeding fiscal years and thereafter is as follows (dollars in thousands): Year Tenant Lease Payments Nine Months Ending 2020 $ 82,835 2021 107,411 2022 101,883 2023 94,182 2024 85,298 2025 76,287 Thereafter 293,679 $ 841,575 We account for all of our real estate leasing arrangements as operating leases. A majority of our leases are subject to fixed rental increases, but a small subset of our lease portfolio has variable lease payments that are driven by the consumer price index. Many of our tenants have renewal options in their respective leases, but we seldom include option periods in the determination of lease term, as we generally will not enter into leasing arrangements with bargain renewal options. A small number of tenants have termination options. Future minimum lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses and real estate held for sale as of December 31, 2019 , for each of the five succeeding fiscal years and thereafter, is as follows (dollars in thousands): Year Tenant Lease Payments 2020 $ 107,159 2021 101,794 2022 94,252 2023 86,460 2024 77,414 Thereafter 307,591 $ 774,670 Lease Revenue Reconciliation The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three months ended March 31, 2020 and 2019 , respectively (dollars in thousands): For the three months ended March 31, (Dollars in Thousands) Lease revenue reconciliation 2020 2019 Fixed rental payments $ 29,479 $ 27,162 Variable rental payments 4,140 975 $ 33,619 $ 28,137 Intangible Assets The following table summarizes the carrying value of intangible assets, liabilities and the accumulated amortization for each intangible asset and liability class as of March 31, 2020 and December 31, 2019 , excluding real estate held for sale as of December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Lease Intangibles Accumulated Amortization Lease Intangibles Accumulated Amortization In-place leases $ 97,348 $ (50,602 ) $ 92,906 $ (48,468 ) Leasing costs 73,231 (35,240 ) 68,256 (33,705 ) Customer relationships 67,587 (30,288 ) 65,363 (28,887 ) $ 238,166 $ (116,130 ) $ 226,525 $ (111,060 ) Deferred Rent Receivable/(Liability) Accumulated (Amortization)/Accretion Deferred Rent Receivable/(Liability) Accumulated (Amortization)/Accretion Above market leases $ 14,818 $ (10,112 ) $ 16,502 $ (10,005 ) Below market leases and deferred revenue (36,365 ) 15,686 (34,322 ) 15,000 $ (21,547 ) $ 5,574 $ (17,820 ) $ 4,995 Total amortization expense related to in-place leases, leasing costs and customer relationship lease intangible assets was $5.1 million and $5.0 million for the three months ended March 31, 2020 and 2019 , respectively, and is included in depreciation and amortization expense in the condensed consolidated statements of operations and comprehensive income. Total amortization related to above-market lease values was $0.2 million and $0.3 million for the three months ended March 31, 2020 and 2019 , respectively, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income. Total amortization related to below-market lease values was $0.7 million and $0.6 million for the three months ended March 31, 2020 and 2019 , respectively, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income. The weighted average amortization periods in years for the intangible assets acquired during the three months ended March 31, 2020 and 2019 were as follows: Intangible Assets & Liabilities 2020 2019 In-place leases 16.3 13.0 Leasing costs 16.3 13.0 Customer relationships 19.5 17.9 Above market leases 18.0 10.0 Below market leases 14.2 0.0 All intangible assets & liabilities 16.9 14.5 |
Real Estate Dispositions, Held
Real Estate Dispositions, Held for Sale and Impairment Charges | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Real Estate Dispositions, Held for Sale and Impairment Charges | Real Estate Dispositions, Held for Sale and Impairment Charges Real Estate Dispositions During the three months ended March 31, 2020 , we continued to execute our capital recycling program, whereby we sell properties outside of our core markets and redeploy proceeds to either fund property acquisitions in our target secondary growth markets, or repay outstanding debt. We expect to continue to execute our capital recycling plan and sell non-core properties as reasonable disposition opportunities become available. On February 20, 2020 , we sold one non-core property, located in Charlotte, North Carolina, which is detailed in the table below (dollars in thousands): Square Footage Sold Sales Price Sales Costs Loss on Sale of Real Estate, net 64,500 $ 4,145 $ 198 $ (12 ) Our disposition during the three months ended March 31, 2020 was not classified as a discontinued operation because it did not represent a strategic shift in operations, nor will it have a major effect on our operations and financial results. Accordingly, the operating results of this property is included within continuing operations for all periods reported. The table below summarizes the components of operating income from the real estate and related assets disposed of during the three months ended March 31, 2020 , and 2019 (dollars in thousands): For the three months ended March 31, 2020 2019 Operating revenue $ — $ 295 Operating expense 33 70 Other expense, net (12 ) (1) (1 ) (Expense) income from real estate and related assets sold $ (45 ) $ 224 (1) Includes a $0.01 million loss on sale of real estate, net on one property. Real Estate Held for Sale As of March 31, 2020 , we did not have any properties classified as held for sale. At December 31, 2019 , we had one property classified as held for sale, located in Charlotte, North Carolina. This property was sold during the three months ended March 31, 2020 . The table below summarizes the components of the assets and liabilities held for sale reflected on the accompanying condensed consolidated balance sheets (dollars in thousands): December 31, 2019 Assets Held for Sale Real estate, at cost $ 7,411 Less: accumulated depreciation 3,421 Total real estate held for sale, net 3,990 Total Assets Held for Sale $ 3,990 Liabilities Held for Sale Asset retirement obligation $ 21 Total Liabilities Held for Sale $ 21 Impairment Charges We evaluated our portfolio for triggering events to determine if any of our held and used assets were impaired during the three months ended March 31, 2020 and did no t identify any held and used assets which were impaired. We also did not recognize an impairment charge during the three months ended March 31, 2019 . We continue to evaluate our properties on a quarterly basis for changes that could create the need to record impairment. Future impairment losses may result, and could be significant, should market conditions deteriorate in the markets in which we hold our assets or should we be unable to secure leases at terms that are favorable to us, which could impact the estimated cash flow of our properties over the period in which we plan to hold our properties. Additionally, changes in management’s decisions to either own and lease long-term or sell a particular asset will have an impact on this analysis. |
Mortgage Notes Payable and Cred
Mortgage Notes Payable and Credit Facility | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Mortgage Notes Payable and Credit Facility | Mortgage Notes Payable and Credit Facility Our mortgage notes payable and Credit Facility as of March 31, 2020 and December 31, 2019 are summarized below (dollars in thousands): Encumbered properties at Carrying Value at Stated Interest Rates at Scheduled Maturity Dates at March 31, 2020 March 31, 2020 December 31, 2019 March 31, 2020 March 31, 2020 Mortgage and other secured loans: Fixed rate mortgage loans 62 $ 445,786 $ 412,771 (1) (2) Variable rate mortgage loans 12 44,830 45,151 (3) (2) Premiums and discounts, net - (224 ) (239 ) N/A N/A Deferred financing costs, mortgage loans, net - (4,077 ) (3,944 ) N/A N/A Total mortgage notes payable, net 74 $ 486,315 $ 453,739 (4) Variable rate revolving credit facility 47 (6) $ 21,600 $ 52,400 LIBOR + 1.65% 7/2/2023 Deferred financing costs, revolving credit facility - (754 ) (821 ) N/A N/A Total revolver, net 47 $ 20,846 $ 51,579 Variable rate term loan facility - (6) $ 160,000 $ 122,300 LIBOR + 1.60% 7/2/2024 Deferred financing costs, term loan facility - (967 ) (1,024 ) N/A N/A Total term loan, net N/A $ 159,033 $ 121,276 Total mortgage notes payable and credit facility 121 $ 666,194 $ 626,594 (5) (1) Interest rates on our fixed rate mortgage notes payable vary from 2.80% to 6.63% . (2) We have 58 mortgage notes payable with maturity dates ranging from 7/1/2020 through 8/1/2037 . (3) Interest rates on our variable rate mortgage notes payable vary from one month LIBOR + 2.00% to one month LIBOR + 2.75% . As of March 31, 2020 , one month LIBOR was approximately 0.99% . (4) The weighted average interest rate on the mortgage notes outstanding as of March 31, 2020 was approximately 4.32% . (5) The weighted average interest rate on all debt outstanding as of March 31, 2020 was approximately 3.86% . (6) The amount we may draw under our Credit Facility is based on a percentage of the fair value of a combined pool of 47 unencumbered properties as of March 31, 2020 . N/A - Not Applicable Mortgage Notes Payable As of March 31, 2020 , we had 58 mortgage notes payable, collateralized by a total of 74 properties with a net book value of $730.5 million . We have limited recourse liabilities that could result from any one or more of the following circumstances: a borrower voluntarily filing for bankruptcy, improper conveyance of a property, fraud or material misrepresentation, misapplication or misappropriation of rents, security deposits, insurance proceeds or condemnation proceeds, or physical waste or damage to the property resulting from a borrower’s gross negligence or willful misconduct. We have full recourse for $4.8 million of the mortgages notes payable, net, or 1.0% of the outstanding balance. We will also indemnify lenders against claims resulting from the presence of hazardous substances or activity involving hazardous substances in violation of environmental laws on a property. During the three months ended March 31, 2020 , we issued four mortgages, collateralized by four properties, which are summarized in the table below (dollars in thousands): Aggregate Fixed Rate Debt Issued Weighted Average Interest Rate on Fixed Rate Debt $ 35,855 (1) 3.22% (1) We issued $18.3 million of fixed rate debt in connection with the three -property portfolio acquired on January 27, 2020 with a maturity date of February 1, 2030 . The interest rate is fixed at 3.625% . On March 9, 2020 , we issued $17.5 million of floating rate debt swapped to fixed rate debt of 2.8% in connection with the one property acquisition. We made payments of $0.4 million and $0.3 million for deferred financing costs during the three months ended March 31, 2020 and 2019 , respectively. Scheduled principal payments of mortgage notes payable for the nine months ending December 31, 2020 , and each of the five succeeding years and thereafter are as follows (dollars in thousands): Year Scheduled Principal Payments Nine Months Ending December 31, 2020 $ 28,514 2021 39,329 2022 107,733 2023 72,065 2024 49,172 2025 37,112 Thereafter 156,691 Total $ 490,616 (1) (1) This figure does not include $0.2 million of premiums and discounts, net, and $4.1 million of deferred financing costs, which are reflected in mortgage notes payable, net on the condensed consolidated balance sheets. We believe we will be able to address all mortgage notes payable maturing over the next 12 months through a combination of refinancing our existing indebtedness, cash from operations, proceeds from one or more equity offerings and availability on our Credit Facility. Interest Rate Cap and Interest Rate Swap Agreements We have entered into interest rate cap agreements that cap the interest rate on certain of our variable-rate debt and we have assumed or entered into interest rate swap agreements in which we hedged our exposure to variable interest rates by agreeing to pay fixed interest rates to our respective counterparty. We have adopted the fair value measurement provisions for our financial instruments recorded at fair value. The fair value guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Generally, we will estimate the fair value of our interest rate caps and interest rate swaps, in the absence of observable market data, using estimates of value including estimated remaining life, counterparty credit risk, current market yield and interest rate spreads of similar securities as of the measurement date. At March 31, 2020 and December 31, 2019 , our interest rate cap agreements and interest rate swaps were valued using Level 2 inputs. The fair value of the interest rate cap agreements is recorded in other assets on our accompanying condensed consolidated balance sheets. We record changes in the fair value of the interest rate cap agreements quarterly based on the current market valuations at quarter end. If the interest rate cap qualifies for hedge accounting, the change in the estimated fair value is recorded to accumulated other comprehensive income to the extent that it is effective, with any ineffective portion recorded to interest expense in our condensed consolidated statements of operations and comprehensive income. If the interest rate cap does not qualify for hedge accounting, or if it is determined the hedge is ineffective, any change in the fair value is recognized in interest expense in our consolidated statements of operations and comprehensive income. The following table summarizes the interest rate caps at March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Aggregate Cost Aggregate Notional Amount Aggregate Fair Value Aggregate Notional Amount Aggregate Fair Value $ 1,672 (1) $ 204,090 $ 161 $ 166,728 $ 250 (1) We have entered into various interest rate cap agreements on variable rate debt with LIBOR caps ranging from 2.00% to 3.25% . We have assumed or entered into interest rate swap agreements in connection with certain of our acquisitions or mortgage financings, whereby we will pay our counterparty a fixed rate interest rate on a monthly basis, and receive payments from our counterparty equivalent to the stipulated floating rate. The fair values of our interest rate swap agreements are recorded in other assets or other liabilities on our accompanying condensed consolidated balance sheets. We have designated our interest rate swaps as cash flow hedges, and we record changes in the fair value of the interest rate swap agreement to accumulated other comprehensive income on the condensed consolidated balance sheets. We record changes in fair value on a quarterly basis, using current market valuations at quarter end. The following table summarizes our interest rate swaps at March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability $ 63,168 $ — $ (3,538 ) $ 45,777 $ — $ (1,173 ) The following tables present the impact of our derivative instruments in the condensed consolidated financial statements (dollars in thousands): Amount of loss recognized in Comprehensive Income Three Months Ended March 31, 2020 2019 Derivatives in cash flow hedging relationships Interest rate caps $ (163 ) $ (333 ) Interest rate swaps (2,365 ) (389 ) Total $ (2,528 ) $ (722 ) The following table sets forth certain information regarding our derivative instruments (dollars in thousands): Asset (Liability) Derivatives Fair Value at Derivatives Designated as Hedging Instruments Balance Sheet Location March 31, 2020 December 31, 2019 Interest rate caps Other assets $ 161 $ 250 Interest rate swaps Other liabilities (3,538 ) (1,173 ) Total derivative liabilities, net $ (3,377 ) $ (923 ) The fair value of all mortgage notes payable outstanding as of March 31, 2020 was $501.9 million , as compared to the carrying value stated above of $490.6 million . The fair value is calculated based on a discounted cash flow analysis, using management’s estimate of market interest rates on long-term debt with comparable terms and loan to value ratios. The fair value was calculated using Level 3 inputs of the hierarchy established by ASC 820, “Fair Value Measurements and Disclosures.” Credit Facility On July 2, 2019, we amended, extended and upsized our Credit Facility, expanding the Term Loan from $75.0 million to $160.0 million , and increasing the Revolver from $85.0 million to $100.0 million . The Term Loan has a new five -year term, with a maturity date of July 2, 2024, and the Revolver has a new four -year term, with a maturity date of July 2, 2023. The interest rate for the Credit Facility was reduced by 10 basis points at each of the leverage tiers. We entered into multiple interest rate cap agreements on the amended Term Loan, which cap LIBOR ranging from 2.50% to 2.75% , to hedge our exposure to variable interest rates. We used the net proceeds derived from the amended Credit Facility to repay all previously existing borrowings under the Revolver. We incurred fees of approximately $1.3 million in connection with the Credit Facility amendment. The bank syndicate is now comprised of KeyBank, Fifth Third Bank, U.S. Bank National Association, The Huntington National Bank, Goldman Sachs Bank USA, and Wells Fargo Bank, National Association. As of March 31, 2020 , there was $181.6 million outstanding under our Credit Facility, at a weighted average interest rate of approximately 2.60% , and $12.6 million outstanding under letters of credit, at a weighted average interest rate of 1.65% . As of March 31, 2020 , the maximum additional amount we could draw under the Credit Facility was $17.2 million . We were in compliance with all covenants under the Credit Facility as of March 31, 2020 . The amount outstanding under the Credit Facility approximates fair value as of March 31, 2020 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Ground Leases We are obligated as lessee under four ground leases. Future lease payments due under the terms of these leases as of March 31, 2020 are as follows (dollars in thousands): Year Future Lease Payments Due Under Operating Leases Nine Months Ending December 31, 2020 $ 350 2021 477 2022 489 2023 492 2024 493 2025 494 Thereafter 7,305 Total anticipated lease payments $ 10,100 Less: amount representing interest (4,292 ) Present value of lease payments $ 5,808 Rental expense incurred for properties with ground lease obligations during the three months ended March 31, 2020 and 2019 was $0.1 million and $0.1 million , respectively. Our ground leases are treated as operating leases and rental expenses are reflected in property operating expenses on the condensed consolidated statements of operations and comprehensive income. Letters of Credit As of March 31, 2020 , there was $12.6 million outstanding under letters of credit. These letters of credit are not reflected on our condensed consolidated balance sheets. |
Equity and Mezzanine Equity
Equity and Mezzanine Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Equity and Mezzanine Equity | Equity and Mezzanine Equity Stockholders’ Equity The following table summarizes the changes in our equity for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, Series A and B Preferred Stock 2020 2019 Balance, beginning of period $ — $ 2 Issuance of Series A and B preferred stock, net — — Balance, end of period $ — $ 2 Senior Common Stock Balance, beginning of period $ 1 $ 1 Issuance of senior common stock, net — — Balance, end of period $ 1 $ 1 Common Stock Balance, beginning of period $ 32 $ 29 Issuance of common stock, net 2 1 Balance, end of period $ 34 $ 30 Additional Paid in Capital Balance, beginning of period $ 571,205 $ 559,977 Issuance of common stock, net 27,930 14,111 Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership 97 (220 ) Balance, end of period $ 599,232 $ 573,868 Accumulated Other Comprehensive Income Balance, beginning of period $ (2,126 ) $ (148 ) Comprehensive income (2,528 ) (722 ) Balance, end of period $ (4,654 ) $ (870 ) Distributions in Excess of Accumulated Earnings Balance, beginning of period $ (360,978 ) $ (310,117 ) Distributions declared to common, senior common, and preferred stockholders (15,548 ) (13,913 ) Net income attributable to the Company 2,267 4,628 Balance, end of period $ (374,259 ) $ (319,402 ) Total Stockholders' Equity Balance, beginning of period $ 208,134 $ 249,744 Issuance of common stock, net 27,932 14,112 Distributions declared to common, senior common, and preferred stockholders (15,548 ) (13,913 ) Comprehensive income (2,528 ) (722 ) Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership 97 (220 ) Net income attributable to the Company 2,267 4,628 Balance, end of period $ 220,354 $ 253,629 Non-Controlling Interest Balance, beginning of period $ 2,903 $ 4,675 Distributions declared to Non-controlling OP Unit holders (189 ) (278 ) Issuance of Non-controlling OP Units as consideration in real estate acquisitions, net 502 — Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership (97 ) 220 Net (loss) income (attributable) available to OP units held by Non-controlling OP Unitholders (9 ) 45 Balance, end of period $ 3,110 $ 4,662 Total Equity $ 223,464 $ 258,291 Distributions We paid the following distributions per share for the three months ended March 31, 2020 and 2019 : For the three months ended March 31, 2020 2019 Common Stock and Non-controlling OP Units $ 0.37545 $ 0.37500 Senior Common Stock 0.2625 0.2625 Series A Preferred Stock — (1) 0.4843749 Series B Preferred Stock — (1) 0.46875 Series D Preferred Stock 0.4374999 0.4374999 Series E Preferred Stock 0.414063 — (1) We fully redeemed all outstanding shares of both Series A Preferred Stock and Series B Preferred Stock on October 28, 2019. Recent Activity Common Stock ATM Program During the three months ended March 31, 2020 , we sold 1.3 million shares of common stock, raising $27.9 million in net proceeds under our At-the-Market Equity Offering Sales Agreements (the “Common Stock Sales Agreement”), with Robert W. Baird & Co. Incorporated (“Baird”), Goldman Sachs & Co. LLC (“Goldman Sachs”), Stifel, Nicolaus & Company, Incorporated (“Stifel”), BTIG, LLC, and Fifth Third Securities, Inc. (“Fifth Third”) (collectively, the “Common Stock Sales Agents”), pursuant to which we may sell shares of our common stock in an aggregate offering price of up to $250.0 million (the “Common Stock ATM Program”). As of March 31, 2020 , we had remaining capacity to sell up to $209.2 million of common stock under the Common Stock ATM Program. Mezzanine Equity Our 7.00% Series D Cumulative Redeemable Preferred Stock (“Series D Preferred Stock”) and 6.625% Series E Cumulative Redeemable Preferred Stock (“Series E Preferred Stock”) are classified as mezzanine equity on our condensed consolidated balance sheets because both are redeemable at the option of the shareholder upon a change of control of greater than 50% in accordance with ASC 480-10-S99 “Distinguishing Liabilities from Equity,” which requires mezzanine equity classification for preferred stock issuances with redemption features which are outside of the control of the issuer. A change in control of our company, outside of our control, is only possible if a tender offer is accepted by over 90% of our shareholders. All other change in control situations would require input from our Board of Directors. In addition, our Series E Preferred Stock is redeemable at the option of the shareholder in the event a delisting event occurs. We will periodically evaluate the likelihood that a delisting event or change of control of greater than 50% will take place, and if we deem this probable, we would adjust the Series D Preferred Stock and Series E Preferred Stock presented in mezzanine equity to their redemption value, with the offset to gain (loss) on extinguishment. We currently believe the likelihood of a change of control greater than 50%, or a delisting event, is remote. We have an At-the-Market Equity Offering Sales Agreement (the “Series E Preferred Stock Sales Agreement”) with Baird, Goldman Sachs, Stifel, Fifth Third, and U.S. Bancorp Investments, Inc. (the “Series E Preferred Stock Sales Agents”), pursuant to which we may, from time to time, offer to sell shares of our Series E Preferred Stock in an aggregate offering price of up to $100.0 million . We did not sell any of our Series E Preferred Stock pursuant to the Series E Preferred Stock Sales Agreement during the three months ended March 31, 2020 . We do not have an active At-the-Market program for our Series D Preferred Stock. Universal Shelf Registration Statements On January 11, 2019 , we filed a universal registration statement on Form S-3, File No. 333-229209, and an amendment thereto on Form S-3/A on January 24, 2019 (collectively referred to as the “2019 Universal Shelf”). The 2019 Universal Shelf became effective on February 13, 2019 and replaced our prior universal shelf registration statement. The 2019 Universal Shelf allows us to issue up to $500.0 million of securities. As of March 31, 2020 , we had the ability to issue up to $409.7 million under the 2019 Universal Shelf. On January 29, 2020 , we filed an additional universal registration statement on Form S-3, File No. 333-236143 (the “2020 Universal Shelf”). The 2020 Universal Shelf was declared effective on February 11, 2020 and is in addition to the 2019 Universal Shelf. the 2020 Universal Shelf allows us to issue up to an additional $800.0 million of securities. Of the $800.0 million of available capacity under our 2020 Universal Shelf, approximately $636.5 million is reserved for the sale of our Series F Preferred Stock. As of March 31, 2020 , we had the ability to issue up to $800.0 million of securities under the 2020 universal shelf, as we have not sold any securities under the 2020 Universal Shelf. Series F Preferred Stock On February 20, 2020 , the Company filed with the Maryland Department of Assessments and Taxation Articles Supplementary (i) setting forth the rights, preferences and terms of the Series F Preferred Stock and (ii) reclassifying and designating 26,000,000 shares of the Company’s authorized and unissued shares of common stock as shares of Series F Preferred Stock. The reclassification decreased the number of shares classified as common stock from 86,290,000 shares immediately prior to the reclassification to 60,290,000 shares immediately after the reclassification. Currently, there are no shares of the Series F Preferred Stock outstanding. Amendment to Operating Partnership Agreement In connection with the authorization of the Series F Preferred Stock, the Operating Partnership controlled by the Company through its ownership of GCLP Business Trust II, the general partner of the Operating Partnership, adopted the Second Amendment to its Second Amended and Restated Agreement of Limited Partnership, including Exhibit SFP thereto (collectively, the “Amendment”), as amended from time to time, establishing the rights, privileges and preferences of 6.00% Series F Cumulative Redeemable Preferred Units, a newly-designated class of limited partnership interests (the “Series F Preferred Units”). The Amendment provides for the Operating Partnership’s establishment and issuance of an equal number of Series F Preferred Units as are issued shares of Series F Preferred Stock by the Company in connection with the Offering upon the Company’s contribution to the Operating Partnership of the net proceeds of the Offering. Generally, the Series F Preferred Units provided for under the Amendment have preferences, distribution rights and other provisions substantially equivalent to those of the Series F Preferred Stock. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Distributions On April 14, 2020 , our Board of Directors declared the following monthly distributions for the months of April , May and June of 2020 : Record Date Payment Date Common Stock and Non-controlling OP Unit Distributions per Share Series D Preferred Distributions per Share Series E Preferred Distributions per Share April 24, 2020 April 30, 2020 $ 0.12515 $ 0.1458333 $ 0.138021 May 19, 2020 May 29, 2020 0.12515 0.1458333 0.138021 June 19, 2020 June 30, 2020 0.12515 0.1458333 0.138021 $ 0.37545 $ 0.4374999 $ 0.414063 Senior Common Stock Distributions Payable to the Holders of Record During the Month of: Payment Date Distribution per Share April May 6, 2020 $ 0.0875 May June 5, 2020 0.0875 June July 6, 2020 0.0875 $ 0.2625 Series F Preferred Stock Distributions Record Date Payment Date Distribution per Share April 29, 2020 May 5, 2020 $ 0.125 May 28, 2020 June 5, 2020 0.125 June 25, 2020 July 2, 2020 0.125 $ 0.375 Financing Activity On April 24, 2020, we repaid $5.9 million of fixed rate mortgage debt collateralized by one property with an interest rate of 6.0% , and we repaid $12.1 million of variable rate mortgage debt collateralized by two properties with an interest rate of one month LIBOR + 2.25% . We repaid these mortgages using cash on hand and borrowings from our Credit Facility. COVID-19 As of April 28, 2020 , we have collected approximately 98% of all outstanding April cash base rent obligations. In April 2020, we granted rent deferrals to three tenants representing approximately 2% of total portfolio rents. The agreements with these tenants include current partial payment in exchange for rent deferrals of varying terms with deferred amounts to be paid by the respective tenant back to us, for the period starting in July 2020 and ending through March 2021. We have received and may receive additional rent modification requests in future periods from our tenants. We are unable to quantify the economic impact of these potential requests at this time. |
Organization, Basis of Presen_2
Organization, Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Interim Financial Information | Interim Financial Information Our interim financial statements are prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The year-end balance sheet data presented herein was derived from audited financial statements, but does not include all disclosures required by GAAP. In the opinion of our management, all adjustments, consisting solely of normal recurring accruals, necessary for the fair statement of financial statements for the interim period, have been included. The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019 , as filed with the U.S. Securities and Exchange Commission on February 12, 2020 . The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. |
Critical Accounting Policies | Critical Accounting Policies The preparation of our financial statements in accordance with GAAP, requires management to make judgments that are subjective in nature to make certain estimates and assumptions. Application of these accounting policies involves the exercise of judgment regarding the use of assumptions as to future uncertainties, and as a result, actual results could materially differ from these estimates. A summary of all of our significant accounting policies is provided in Note 1, “Organization, Basis of Presentation and Significant Accounting Policies,” to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2019 . On January 1, 2020, we completed the integration of the accounting records of certain of our triple net leased third-party asset managed properties into our accounting system and paid out of our operating bank accounts. For periods prior to January 1, 2020, we recorded property operating expenses and offsetting lease revenues for these certain triple net leased properties on a net basis. Beginning January 1, 2020, we are recording the property operating expenses and offsetting lease revenues for these triple net leased properties on a gross basis, as we have amended our process whereby we are paying operating expenses on behalf of our tenants and receiving reimbursement, whereas, previously these tenants were paying these expenses directly with limited insight provided to us. There were no other material changes to our critical accounting policies during the three months ended March 31, 2020 . |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (“ASU 2016-13”). The new standard requires more timely recognition of credit losses on loans and other financial instruments that are not accounted for at fair market value through net income. The standard also requires that financial assets measured at amortized cost be presented at the net amounts anticipated to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. We are required to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets. We adopted ASU 2016-13 beginning with the three months ended March 31, 2020 . Adopting ASU 2016-13 has not resulted in a material impact to our consolidated financial statements, as we do not have any loans receivable outstanding, and our receivables are generally incurred from leasing arrangements that are collected monthly. In March 2020, the FASB issued Accounting Standards Update 2020-04, “Reference Rate Reform (Topic 848)” (“ASU 2020-04”). The main provisions of this update provide optional expedients and exceptions for contracts, hedging relationships, and other transactions that reference the London Inter-bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020. We adopted ASU 2020-04 beginning with the three months ended March 31, 2020. Adopting ASU 2020-04 has not resulted in a material impact to our consolidated statements, as ASU 2020-04 allows for prospective application of any changes in the effective interest rate for our LIBOR based debt, and allows for practical expedients that will allow us to treat our derivative instruments designated as cash flow hedges consistent with how they are currently accounted for. |
Fair Value Measurements and Disclosures | We have adopted the fair value measurement provisions for our financial instruments recorded at fair value. The fair value guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Generally, we will estimate the fair value of our interest rate caps and interest rate swaps, in the absence of observable market data, using estimates of value including estimated remaining life, counterparty credit risk, current market yield and interest rate spreads of similar securities as of the measurement date. |
(Loss) Earnings Per Share of _2
(Loss) Earnings Per Share of Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share of Common Stock | The following tables set forth the computation of basic and diluted (loss) earnings per share of common stock for the three months ended March 31, 2020 and 2019 . The OP Units held by Non-controlling OP Unitholders (which may be redeemed for shares of common stock) have been excluded from the diluted (loss) earnings per share calculations, as there would be no effect on the amounts since the Non-controlling OP Unitholders’ share of (loss) income would also be added back to net (loss) income. Net (loss) income figures are presented net of such non-controlling interests in the (loss) earnings per share calculation. We computed basic (loss) earnings per share for the three months ended March 31, 2020 and 2019 using the weighted average number of shares outstanding during the respective periods. Diluted (loss) earnings per share for the three months ended March 31, 2020 and 2019 reflects additional shares of common stock related to our convertible senior common stock (the “Senior Common Stock”), if the effect would be dilutive, that would have been outstanding if dilutive potential shares of common stock had been issued, as well as an adjustment to net (loss) income (attributable) available to common stockholders as applicable to common stockholders that would result from their assumed issuance (dollars in thousands, except per share amounts). For the three months ended March 31, 2020 2019 Calculation of basic (loss) earnings per share of common stock: Net (loss) income (attributable) available to common stockholders $ (619 ) $ 1,792 Denominator for basic weighted average shares of common stock (1) 33,634,946 29,516,870 Basic (loss) earnings per share of common stock $ (0.02 ) $ 0.06 Calculation of diluted (loss) earnings per share of common stock: Net (loss) income (attributable) available to common stockholders $ (619 ) $ 1,792 Add: income impact of assumed conversion of senior common stock (2) — — Net (loss) income (attributable) available to common stockholders plus assumed conversions (2) $ (619 ) $ 1,792 Denominator for basic weighted average shares of common stock (1) 33,634,946 29,516,870 Effect of convertible Senior Common Stock (2) — — Denominator for diluted weighted average shares of common stock (2) 33,634,946 29,516,870 Diluted (loss) earnings per share of common stock $ (0.02 ) $ 0.06 (1) The weighted average number of OP Units held by Non-controlling OP Unitholders was 501,233 and 742,937 for the three months ended March 31, 2020 and 2019 , respectively. (2) We excluded convertible shares of Senior Common Stock of 654,942 and 721,872 from the calculation of diluted (loss) earnings per share for the three months ended March 31, 2020 and 2019 , respectively, because they were anti-dilutive. |
Real Estate and Intangible As_2
Real Estate and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Components of Investments in Real Estate | The following table sets forth the components of our investments in real estate as of March 31, 2020 and December 31, 2019 , excluding real estate held for sale as of December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Real estate: Land (1) $ 146,580 $ 137,532 Building and improvements 907,577 851,245 Tenant improvements 69,487 68,201 Accumulated depreciation (216,547 ) (207,523 ) Real estate, net $ 907,097 $ 849,455 (1) This amount includes $4,436 of land value subject to land lease agreements which we may purchase at our option for a nominal fee. |
Acquisitions | We acquired five properties during the three months ended March 31, 2020 , and two properties during the three months ended March 31, 2019 . The acquisitions are summarized below (dollars in thousands): Three Months Ended Aggregate Square Footage Weighted Average Lease Term Aggregate Purchase Price Acquisition Expenses Aggregate Annualized GAAP Rent Aggregate Debt Issued or Assumed March 31, 2020 (1) 890,038 14.8 Years $ 71,965 $ 255 (3) $ 5,303 $ 35,855 March 31, 2019 (2) 60,850 12.2 Years 6,318 130 (3) 516 — (1) On January 8, 2020 , we acquired a 64,800 square foot property in Indianapolis, Indiana for $5.3 million . The property is leased to three tenants with a weighted average lease term of 7.2 years with annualized GAAP rent of $0.5 million . On January 27, 2020 , we acquired a 320,838 square foot, three -property portfolio in Houston, Texas, Charlotte, North Carolina, and St. Charles, Missouri for $34.7 million . The portfolio has a weighted average lease term of 20.0 years, and an annualized GAAP rent of $2.6 million . We issued $18.3 million of mortgage debt with a fixed interest rate of 3.625% in connection with the acquisition. On March 9, 2020 , we acquired a 504,400 square foot property in Chatsworth, Georgia for $32.0 million . We entered into an interest rate swap in connection with our $17.5 million of issued debt, resulting in a fixed interest rate of 2.8% . The annualized GAAP rent on the 10.5 Years lease is $2.2 million . (2) On February 8, 2019 , we acquired a 26,050 square foot property in a suburb of Philadelphia, Pennsylvania, for $2.7 million . The annualized GAAP rent on the 15.1 year lease is $0.2 million . On February 28, 2019 , we acquired a 34,800 square foot property in Indianapolis, Indiana for $3.6 million . The annualized GAAP rent on the 10.0 year lease is $0.3 million . (3) We accounted for these transactions under ASU 2017-01, “Clarifying the Definition of a Business.” As a result, we treated our acquisitions during the three months ended March 31, 2020 and 2019 as asset acquisitions rather than business combinations. As a result of this treatment, we capitalized $0.3 million and $0.1 million , respectively, of acquisition costs that would otherwise have been expensed under business combination treatment. |
Fair Value of Assets Acquired and Liabilities Assumed | We determined the fair value of assets acquired and liabilities assumed related to the properties acquired during the three months ended March 31, 2020 and 2019 as follows (dollars in thousands): Three months ended March 31, 2020 Three months ended March 31, 2019 Acquired assets and liabilities Purchase price Purchase price Land (1) $ 7,296 $ 726 Building and improvements 54,000 4,541 Tenant Improvements 1,285 93 In-place Leases 4,442 432 Leasing Costs 4,261 307 Customer Relationships 2,223 196 Above Market Leases (2) 210 23 Below Market Leases (3) (1,752 ) — Total Purchase Price $ 71,965 $ 6,318 (1) This amount includes $2,711 of land value subject to a land lease agreement. (2) This amount includes $53 of loan receivable included in Other assets on the condensed consolidated balance sheets. (3) This amount includes $62 of prepaid rent included in Other liabilities on the condensed consolidated balance sheets. |
Summary of Lease on Property | During the three months ended March 31, 2020 and 2019 , we executed three and two leases, respectively, which are summarized below (dollars in thousands): Three Months Ended Aggregate Square Footage Weighted Average Remaining Lease Term Aggregate Annualized GAAP Rent Aggregate Tenant Improvement Aggregate Leasing Commissions March 31, 2020 232,648 6.8 years $ 3,185 $ 1,892 $ 715 March 31, 2019 130,240 6.2 years 1,187 — 71 |
Future Lease Payments From Tenants | Future minimum lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses and real estate held for sale as of December 31, 2019 , for each of the five succeeding fiscal years and thereafter, is as follows (dollars in thousands): Year Tenant Lease Payments 2020 $ 107,159 2021 101,794 2022 94,252 2023 86,460 2024 77,414 Thereafter 307,591 $ 774,670 Future operating lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses, for the nine months ending December 31, 2020 and each of the five succeeding fiscal years and thereafter is as follows (dollars in thousands): Year Tenant Lease Payments Nine Months Ending 2020 $ 82,835 2021 107,411 2022 101,883 2023 94,182 2024 85,298 2025 76,287 Thereafter 293,679 $ 841,575 |
Lease Revenue | The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three months ended March 31, 2020 and 2019 , respectively (dollars in thousands): For the three months ended March 31, (Dollars in Thousands) Lease revenue reconciliation 2020 2019 Fixed rental payments $ 29,479 $ 27,162 Variable rental payments 4,140 975 $ 33,619 $ 28,137 |
Carrying Value of Intangible Assets and Accumulated Amortization | The following table summarizes the carrying value of intangible assets, liabilities and the accumulated amortization for each intangible asset and liability class as of March 31, 2020 and December 31, 2019 , excluding real estate held for sale as of December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Lease Intangibles Accumulated Amortization Lease Intangibles Accumulated Amortization In-place leases $ 97,348 $ (50,602 ) $ 92,906 $ (48,468 ) Leasing costs 73,231 (35,240 ) 68,256 (33,705 ) Customer relationships 67,587 (30,288 ) 65,363 (28,887 ) $ 238,166 $ (116,130 ) $ 226,525 $ (111,060 ) Deferred Rent Receivable/(Liability) Accumulated (Amortization)/Accretion Deferred Rent Receivable/(Liability) Accumulated (Amortization)/Accretion Above market leases $ 14,818 $ (10,112 ) $ 16,502 $ (10,005 ) Below market leases and deferred revenue (36,365 ) 15,686 (34,322 ) 15,000 $ (21,547 ) $ 5,574 $ (17,820 ) $ 4,995 |
Weighted Average Amortization Periods | The weighted average amortization periods in years for the intangible assets acquired during the three months ended March 31, 2020 and 2019 were as follows: Intangible Assets & Liabilities 2020 2019 In-place leases 16.3 13.0 Leasing costs 16.3 13.0 Customer relationships 19.5 17.9 Above market leases 18.0 10.0 Below market leases 14.2 0.0 All intangible assets & liabilities 16.9 14.5 |
Real Estate Dispositions, Hel_2
Real Estate Dispositions, Held for Sale and Impairment Charges (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Summary of Sold Properties | On February 20, 2020 , we sold one non-core property, located in Charlotte, North Carolina, which is detailed in the table below (dollars in thousands): Square Footage Sold Sales Price Sales Costs Loss on Sale of Real Estate, net 64,500 $ 4,145 $ 198 $ (12 ) |
Components of Operating Income from Real Estate and Related Assets Disposed | The table below summarizes the components of operating income from the real estate and related assets disposed of during the three months ended March 31, 2020 , and 2019 (dollars in thousands): For the three months ended March 31, 2020 2019 Operating revenue $ — $ 295 Operating expense 33 70 Other expense, net (12 ) (1) (1 ) (Expense) income from real estate and related assets sold $ (45 ) $ 224 (1) Includes a $0.01 million loss on sale of real estate, net on one property. |
Components of Assets and Liabilities Held for Sale | The table below summarizes the components of the assets and liabilities held for sale reflected on the accompanying condensed consolidated balance sheets (dollars in thousands): December 31, 2019 Assets Held for Sale Real estate, at cost $ 7,411 Less: accumulated depreciation 3,421 Total real estate held for sale, net 3,990 Total Assets Held for Sale $ 3,990 Liabilities Held for Sale Asset retirement obligation $ 21 Total Liabilities Held for Sale $ 21 |
Mortgage Notes Payable and Cr_2
Mortgage Notes Payable and Credit Facility (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Company's Mortgage Notes Payable and Line of Credit | Our mortgage notes payable and Credit Facility as of March 31, 2020 and December 31, 2019 are summarized below (dollars in thousands): Encumbered properties at Carrying Value at Stated Interest Rates at Scheduled Maturity Dates at March 31, 2020 March 31, 2020 December 31, 2019 March 31, 2020 March 31, 2020 Mortgage and other secured loans: Fixed rate mortgage loans 62 $ 445,786 $ 412,771 (1) (2) Variable rate mortgage loans 12 44,830 45,151 (3) (2) Premiums and discounts, net - (224 ) (239 ) N/A N/A Deferred financing costs, mortgage loans, net - (4,077 ) (3,944 ) N/A N/A Total mortgage notes payable, net 74 $ 486,315 $ 453,739 (4) Variable rate revolving credit facility 47 (6) $ 21,600 $ 52,400 LIBOR + 1.65% 7/2/2023 Deferred financing costs, revolving credit facility - (754 ) (821 ) N/A N/A Total revolver, net 47 $ 20,846 $ 51,579 Variable rate term loan facility - (6) $ 160,000 $ 122,300 LIBOR + 1.60% 7/2/2024 Deferred financing costs, term loan facility - (967 ) (1,024 ) N/A N/A Total term loan, net N/A $ 159,033 $ 121,276 Total mortgage notes payable and credit facility 121 $ 666,194 $ 626,594 (5) (1) Interest rates on our fixed rate mortgage notes payable vary from 2.80% to 6.63% . (2) We have 58 mortgage notes payable with maturity dates ranging from 7/1/2020 through 8/1/2037 . (3) Interest rates on our variable rate mortgage notes payable vary from one month LIBOR + 2.00% to one month LIBOR + 2.75% . As of March 31, 2020 , one month LIBOR was approximately 0.99% . (4) The weighted average interest rate on the mortgage notes outstanding as of March 31, 2020 was approximately 4.32% . (5) The weighted average interest rate on all debt outstanding as of March 31, 2020 was approximately 3.86% . (6) The amount we may draw under our Credit Facility is based on a percentage of the fair value of a combined pool of 47 unencumbered properties as of March 31, 2020 . N/A - Not Applicable |
Summary of Long-Term Mortgages | During the three months ended March 31, 2020 , we issued four mortgages, collateralized by four properties, which are summarized in the table below (dollars in thousands): Aggregate Fixed Rate Debt Issued Weighted Average Interest Rate on Fixed Rate Debt $ 35,855 (1) 3.22% (1) We issued $18.3 million of fixed rate debt in connection with the three -property portfolio acquired on January 27, 2020 with a maturity date of February 1, 2030 . The interest rate is fixed at 3.625% . On March 9, 2020 , we issued $17.5 million of floating rate debt swapped to fixed rate debt of 2.8% in connection with the one property acquisition. |
Schedule of Principal Payments of Mortgage Notes Payable | Scheduled principal payments of mortgage notes payable for the nine months ending December 31, 2020 , and each of the five succeeding years and thereafter are as follows (dollars in thousands): Year Scheduled Principal Payments Nine Months Ending December 31, 2020 $ 28,514 2021 39,329 2022 107,733 2023 72,065 2024 49,172 2025 37,112 Thereafter 156,691 Total $ 490,616 (1) (1) This figure does not include $0.2 million of premiums and discounts, net, and $4.1 million of deferred financing costs, which are reflected in mortgage notes payable, net on the condensed consolidated balance sheets. |
Summary of Interest Rate Cap Agreement | The following table summarizes our interest rate swaps at March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability $ 63,168 $ — $ (3,538 ) $ 45,777 $ — $ (1,173 ) The following table summarizes the interest rate caps at March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, 2020 December 31, 2019 Aggregate Cost Aggregate Notional Amount Aggregate Fair Value Aggregate Notional Amount Aggregate Fair Value $ 1,672 (1) $ 204,090 $ 161 $ 166,728 $ 250 (1) We have entered into various interest rate cap agreements on variable rate debt with LIBOR caps ranging from 2.00% to 3.25% . |
Schedule of Derivative Instruments | The following tables present the impact of our derivative instruments in the condensed consolidated financial statements (dollars in thousands): Amount of loss recognized in Comprehensive Income Three Months Ended March 31, 2020 2019 Derivatives in cash flow hedging relationships Interest rate caps $ (163 ) $ (333 ) Interest rate swaps (2,365 ) (389 ) Total $ (2,528 ) $ (722 ) The following table sets forth certain information regarding our derivative instruments (dollars in thousands): Asset (Liability) Derivatives Fair Value at Derivatives Designated as Hedging Instruments Balance Sheet Location March 31, 2020 December 31, 2019 Interest rate caps Other assets $ 161 $ 250 Interest rate swaps Other liabilities (3,538 ) (1,173 ) Total derivative liabilities, net $ (3,377 ) $ (923 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Lease Payments Due Under Operating Leases | Future lease payments due under the terms of these leases as of March 31, 2020 are as follows (dollars in thousands): Year Future Lease Payments Due Under Operating Leases Nine Months Ending December 31, 2020 $ 350 2021 477 2022 489 2023 492 2024 493 2025 494 Thereafter 7,305 Total anticipated lease payments $ 10,100 Less: amount representing interest (4,292 ) Present value of lease payments $ 5,808 |
Equity and Mezzanine Equity (Ta
Equity and Mezzanine Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Summary of Changes in Stockholders' Equity | The following table summarizes the changes in our equity for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, Series A and B Preferred Stock 2020 2019 Balance, beginning of period $ — $ 2 Issuance of Series A and B preferred stock, net — — Balance, end of period $ — $ 2 Senior Common Stock Balance, beginning of period $ 1 $ 1 Issuance of senior common stock, net — — Balance, end of period $ 1 $ 1 Common Stock Balance, beginning of period $ 32 $ 29 Issuance of common stock, net 2 1 Balance, end of period $ 34 $ 30 Additional Paid in Capital Balance, beginning of period $ 571,205 $ 559,977 Issuance of common stock, net 27,930 14,111 Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership 97 (220 ) Balance, end of period $ 599,232 $ 573,868 Accumulated Other Comprehensive Income Balance, beginning of period $ (2,126 ) $ (148 ) Comprehensive income (2,528 ) (722 ) Balance, end of period $ (4,654 ) $ (870 ) Distributions in Excess of Accumulated Earnings Balance, beginning of period $ (360,978 ) $ (310,117 ) Distributions declared to common, senior common, and preferred stockholders (15,548 ) (13,913 ) Net income attributable to the Company 2,267 4,628 Balance, end of period $ (374,259 ) $ (319,402 ) Total Stockholders' Equity Balance, beginning of period $ 208,134 $ 249,744 Issuance of common stock, net 27,932 14,112 Distributions declared to common, senior common, and preferred stockholders (15,548 ) (13,913 ) Comprehensive income (2,528 ) (722 ) Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership 97 (220 ) Net income attributable to the Company 2,267 4,628 Balance, end of period $ 220,354 $ 253,629 Non-Controlling Interest Balance, beginning of period $ 2,903 $ 4,675 Distributions declared to Non-controlling OP Unit holders (189 ) (278 ) Issuance of Non-controlling OP Units as consideration in real estate acquisitions, net 502 — Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership (97 ) 220 Net (loss) income (attributable) available to OP units held by Non-controlling OP Unitholders (9 ) 45 Balance, end of period $ 3,110 $ 4,662 Total Equity $ 223,464 $ 258,291 |
Dividends Paid | We paid the following distributions per share for the three months ended March 31, 2020 and 2019 : For the three months ended March 31, 2020 2019 Common Stock and Non-controlling OP Units $ 0.37545 $ 0.37500 Senior Common Stock 0.2625 0.2625 Series A Preferred Stock — (1) 0.4843749 Series B Preferred Stock — (1) 0.46875 Series D Preferred Stock 0.4374999 0.4374999 Series E Preferred Stock 0.414063 — (1) We fully redeemed all outstanding shares of both Series A Preferred Stock and Series B Preferred Stock on October 28, 2019. |
Subsequent Events (Tables)
Subsequent Events (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Monthly Distributions Declared by Company's Board of Directors | On April 14, 2020 , our Board of Directors declared the following monthly distributions for the months of April , May and June of 2020 : Record Date Payment Date Common Stock and Non-controlling OP Unit Distributions per Share Series D Preferred Distributions per Share Series E Preferred Distributions per Share April 24, 2020 April 30, 2020 $ 0.12515 $ 0.1458333 $ 0.138021 May 19, 2020 May 29, 2020 0.12515 0.1458333 0.138021 June 19, 2020 June 30, 2020 0.12515 0.1458333 0.138021 $ 0.37545 $ 0.4374999 $ 0.414063 Senior Common Stock Distributions Payable to the Holders of Record During the Month of: Payment Date Distribution per Share April May 6, 2020 $ 0.0875 May June 5, 2020 0.0875 June July 6, 2020 0.0875 $ 0.2625 Series F Preferred Stock Distributions Record Date Payment Date Distribution per Share April 29, 2020 May 5, 2020 $ 0.125 May 28, 2020 June 5, 2020 0.125 June 25, 2020 July 2, 2020 0.125 $ 0.375 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) | Feb. 20, 2020$ / sharesshares | Jan. 10, 2017quarter | Mar. 31, 2020USD ($)officer | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Related Party Transaction [Line Items] | ||||||
Number of executive officers | officer | 2 | |||||
Amount due to Adviser and Administrator | [1] | $ 3,152,000 | $ 2,904,000 | |||
Annual base management fee, in percentage of stockholders' equity, adjusted to unrealized gains or losses (as percent) | 1.50% | |||||
Quarterly base management fee, in percentage of stockholders' equity, adjusted to unrealized gains or losses (as percent) | 0.375% | |||||
Base management fee | [2] | $ 1,412,000 | $ 1,267,000 | |||
Pre-incentive quarterly fee FFO in percentage of common stockholders' equity that will reward the Adviser (as percent) | 2.00% | |||||
Pre-incentive annual fee FFO in percentage of common stockholders' equity that will reward the Adviser (as percent) | 8.00% | |||||
Amount to be paid to Adviser in percentage of pre-incentive fee condition one (as percent) | 15.00% | |||||
Number of quarters used for the cap of average quarterly incentive fees | quarter | 4 | |||||
Incentive fee description | However, in no event shall the incentive fee for a particular quarter exceed by 15.0% (the cap) the average quarterly incentive fee paid by us for the previous four quarters (excluding quarters for which no incentive fee was paid). | |||||
Incentive fee | [2] | $ 1,055,000 | 851,000 | |||
Portion of incentive fee waived | 0 | 0 | ||||
Capital gains-based incentive fee (as percent) | 15.00% | |||||
Capital gain fee | 0 | 0 | ||||
Percentage of independent directors required to terminate the Amended Advisory Agreement (as a percent) | 66.67% | |||||
Termination fee payable (as percent) | 200.00% | |||||
Notice period for termination of agreement without cause | 120 days | |||||
Notice period for termination of agreement with cause | 30 days | |||||
Administration fee | [2] | 438,000 | 413,000 | |||
Fees paid | $ 90,000 | $ 20,000 | ||||
Financing fee on total secured mortgages percentage (as percent) | 0.25% | 0.15% | ||||
Selling commissions (as percent) | 6.00% | |||||
Dealer management fee (as percent) | 3.00% | |||||
Minimum | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of the amount of the mortgage (as percent) | 0.15% | |||||
Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of the amount of the mortgage (as percent) | 1.00% | |||||
Series F Cumulative Redeemable Preferred Stock | Preferred Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Redeemable preferred stock, shares authorized (in shares) | shares | 26,000,000 | |||||
Redeemable preferred stock, dividend rate percentage (as percent) | 6.00% | |||||
Series F Cumulative Redeemable Preferred Stock | Preferred Stock | Dealer Management Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Redeemable preferred stock, shares authorized (in shares) | shares | 20,000,000 | |||||
Redeemable preferred stock, dividend rate percentage (as percent) | 6.00% | |||||
Redeemable preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | |||||
Redeemable preferred stock, dividend reinvestment plan, shares authorized (in shares) | shares | 6,000,000 | |||||
[1] | Refer to Note 2 “Related-Party Transactions” | |||||
[2] | Refer to Note 2 “Related-Party Transactions” |
(Loss) Earnings Per Share of _3
(Loss) Earnings Per Share of Common Stock - Basic and Diluted (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Calculation of basic (loss) earnings per share of common stock: | ||
Net (loss) income (attributable) available to common stockholders | $ (619) | $ 1,792 |
Denominator for basic weighted average shares of common stock (in shares) | 33,634,946 | 29,516,870 |
Basic (loss) earnings per share of common stock (in dollars per share) | $ (0.02) | $ 0.06 |
Calculation of diluted (loss) earnings per share of common stock: | ||
Net (loss) income (attributable) available to common stockholders | $ (619) | $ 1,792 |
Add: income impact of assumed conversion of senior common stock | 0 | 0 |
Net (loss) income (attributable) available to common stockholders plus assumed conversions | $ (619) | $ 1,792 |
Denominator for basic weighted average shares of common stock (in shares) | 33,634,946 | 29,516,870 |
Effect of convertible Senior Common Stock (in shares) | 0 | 0 |
Denominator for diluted weighted average shares of common stock (in shares) | 33,634,946 | 29,516,870 |
Diluted (loss) earnings per share of common stock (in dollars per share) | $ (0.02) | $ 0.06 |
Number of OP Units held by Non-controlling OP Unitholders (in units) | 501,233 | 742,937 |
Senior Common Stock | ||
Calculation of diluted (loss) earnings per share of common stock: | ||
Anti-dilutive convertible shares of senior common stock excluded from calculation of diluted earnings per share | 654,942 | 721,872 |
Real Estate and Intangible As_3
Real Estate and Intangible Assets - Components of Investments in Real Estate (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Real estate: | ||
Land (1) | $ 146,580 | $ 137,532 |
Building and improvements | 907,577 | 851,245 |
Tenant improvements | 69,487 | 68,201 |
Accumulated depreciation | (216,547) | (207,523) |
Total real estate, net | 907,097 | $ 849,455 |
Land value subject to land lease agreements | $ 4,436 |
Real Estate and Intangible As_4
Real Estate and Intangible Assets - Additional Information (Detail) $ in Millions | 3 Months Ended | |
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($)property | |
Real Estate Properties [Line Items] | ||
Number of properties acquired | property | 5 | 2 |
Number of leased properties | property | 3 | 2 |
Total amortization expense related to lease intangible assets | $ 5.1 | $ 5 |
Amortization related to below-market lease | 0.7 | 0.6 |
Above market leases | ||
Real Estate Properties [Line Items] | ||
Amortization related to above-market lease | 0.2 | 0.3 |
Building and Tenant Improvements | ||
Real Estate Properties [Line Items] | ||
Real estate depreciation expense | $ 9 | $ 8 |
Real Estate and Intangible As_5
Real Estate and Intangible Assets - Summary of Acquired Properties (Details) $ in Thousands | Mar. 09, 2020USD ($)ft² | Jan. 27, 2020USD ($)ft²property | Jan. 08, 2020USD ($)ft²tenant | Feb. 28, 2019USD ($)ft² | Feb. 08, 2019USD ($)ft² | Mar. 31, 2020USD ($)ft² | Mar. 31, 2019USD ($)ft² |
Business Acquisition [Line Items] | |||||||
Aggregate Purchase Price | $ 71,965 | $ 6,318 | |||||
Indianapolis, Indiana | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Square Footage | ft² | 64,800 | 34,800 | |||||
Weighted Average Lease Term | 7 years 2 months 12 days | 10 years 1 day | |||||
Aggregate Purchase Price | $ 5,300 | $ 3,600 | |||||
Aggregate Annualized GAAP Rent | $ 500 | $ 300 | |||||
Number of tenants | tenant | 3 | ||||||
Houston, Texas; Charlotte, North Carolina; St. Charles, Missouri | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Square Footage | ft² | 320,838 | ||||||
Weighted Average Lease Term | 20 years | ||||||
Aggregate Purchase Price | $ 34,700 | ||||||
Aggregate Annualized GAAP Rent | $ 2,600 | ||||||
Number of properties in portfolio | property | 3 | ||||||
Chatsworth, Georgia | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Square Footage | ft² | 504,400 | ||||||
Weighted Average Lease Term | 10 years 6 months | ||||||
Aggregate Purchase Price | $ 32,000 | ||||||
Aggregate Annualized GAAP Rent | 2,200 | ||||||
Philadelphia, Pennsylvania | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Square Footage | ft² | 26,050 | ||||||
Weighted Average Lease Term | 15 years 23 days | ||||||
Aggregate Purchase Price | $ 2,700 | ||||||
Aggregate Annualized GAAP Rent | $ 200 | ||||||
Series of property acquisitions | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Square Footage | ft² | 890,038 | 60,850 | |||||
Weighted Average Lease Term | 14 years 9 months 18 days | 12 years 2 months 12 days | |||||
Aggregate Purchase Price | $ 71,965 | $ 6,318 | |||||
Acquisition Expenses | 255 | 130 | |||||
Aggregate Annualized GAAP Rent | 5,303 | 516 | |||||
Aggregate Debt Issued or Assumed | 35,855 | $ 0 | |||||
New fixed rate mortgage notes payable | |||||||
Business Acquisition [Line Items] | |||||||
Debt assumed | $ 35,855 | ||||||
Stated interest rate (as percent) | 3.22% | ||||||
New fixed rate mortgage notes payable | Houston, Texas; Charlotte, North Carolina; St. Charles, Missouri | |||||||
Business Acquisition [Line Items] | |||||||
Debt assumed | $ 18,300 | ||||||
Stated interest rate (as percent) | 3.625% | ||||||
Interest rate swaps | Chatsworth, Georgia | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate Debt Issued or Assumed | $ 17,500 | ||||||
Stated interest rate (as percent) | 2.80% |
Real Estate and Intangible As_6
Real Estate and Intangible Assets - Business Combinations and Asset Acquisitions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Business Acquisition [Line Items] | ||
Total purchase price | $ 71,965 | $ 6,318 |
Land value subject to land lease agreement | 2,711 | |
Loan receivable | 53 | |
Prepaid rent | 62 | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Assets acquired | 2,223 | 196 |
Above market leases | ||
Business Acquisition [Line Items] | ||
Assets acquired | 210 | 23 |
Below market leases | ||
Business Acquisition [Line Items] | ||
Liabilities assumed | (1,752) | 0 |
Land (1) | ||
Business Acquisition [Line Items] | ||
Assets acquired | 7,296 | 726 |
Building and improvements | ||
Business Acquisition [Line Items] | ||
Assets acquired | 54,000 | 4,541 |
Tenant Improvements | ||
Business Acquisition [Line Items] | ||
Assets acquired | 1,285 | 93 |
In-place leases | ||
Business Acquisition [Line Items] | ||
Assets acquired | 4,442 | 432 |
Leasing costs | ||
Business Acquisition [Line Items] | ||
Assets acquired | $ 4,261 | $ 307 |
Real Estate and Intangible As_7
Real Estate and Intangible Assets - Summary of Lease on Property (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)ft² | Mar. 31, 2019USD ($)ft² | |
Real Estate Properties [Line Items] | ||
Aggregate Square Footage | ft² | 232,648 | 130,240 |
Aggregate Annualized GAAP Rent | $ 3,185 | $ 1,187 |
Aggregate Tenant Improvement | 1,892 | 0 |
Aggregate Leasing Commissions | $ 715 | $ 71 |
Weighted average | ||
Real Estate Properties [Line Items] | ||
Weighted Average Lease Term | 6 years 9 months 18 days | 6 years 2 months 12 days |
Real Estate and Intangible As_8
Real Estate and Intangible Assets - Lease Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Real Estate [Abstract] | ||
Fixed rental payments | $ 29,479 | $ 27,162 |
Variable rental payments | 4,140 | 975 |
Total lease payments | $ 33,619 | $ 28,137 |
Real Estate and Intangible As_9
Real Estate and Intangible Assets Real Estate and Intangible Assets - Future Operating Lease Payments from Tenants under Non-Cancelable Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Real Estate [Abstract] | ||
Nine Months Ending 2020 | $ 82,835 | $ 107,159 |
2021 | 107,411 | 101,794 |
2022 | 101,883 | 94,252 |
2023 | 94,182 | 86,460 |
2024 | 85,298 | 77,414 |
2025 | 76,287 | |
Thereafter | 293,679 | 307,591 |
Tenant Lease Payments | $ 841,575 | $ 774,670 |
Real Estate and Intangible A_10
Real Estate and Intangible Assets - Carrying Value of Intangible Assets and Accumulated Amortization (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Below market leases and deferred revenue, gross | $ (36,365) | $ (34,322) |
Below market leases and deferred revenue, accumulated amortization | 15,686 | 15,000 |
Lease Intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease Intangibles | 238,166 | 226,525 |
Accumulated Amortization | (116,130) | (111,060) |
In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease Intangibles | 97,348 | 92,906 |
Accumulated Amortization | (50,602) | (48,468) |
Leasing costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease Intangibles | 73,231 | 68,256 |
Accumulated Amortization | (35,240) | (33,705) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease Intangibles | 67,587 | 65,363 |
Accumulated Amortization | (30,288) | (28,887) |
Above market leases and below market leases and deferred revenue | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets (liabilities), gross | (21,547) | (17,820) |
Finite-lived intangible assets (liabilities), accumulated amortization | 5,574 | 4,995 |
Above market leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease Intangibles | 14,818 | 16,502 |
Accumulated Amortization | $ (10,112) | $ (10,005) |
Real Estate and Intangible A_11
Real Estate and Intangible Assets - Weighted Average Amortization Period for Intangible Assets and Liabilities (Details) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 16 years 10 months 24 days | 14 years 6 months |
In-place leases | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 16 years 3 months 18 days | 13 years |
Leasing costs | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 16 years 3 months 18 days | 13 years |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 19 years 6 months 15 days | 17 years 10 months 24 days |
Above market leases | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 18 years | 10 years |
Below market leases | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period (in years) | 14 years 1 month 28 days | 0 days |
Real Estate Dispositions, Hel_3
Real Estate Dispositions, Held for Sale and Impairment Charges - Additional Information (Detail) - property | Feb. 20, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Real Estate Properties [Line Items] | |||
Number of real estate properties, held for sale | 0 | ||
Number of impaired assets, held and used | 0 | ||
Charlotte, North Carolina | |||
Real Estate Properties [Line Items] | |||
Number of properties sold | 1 | ||
Number of real estate properties, held for sale | 1 | ||
Disposed of by sale | |||
Real Estate Properties [Line Items] | |||
Number of properties sold | 1 |
Real Estate Dispositions, Hel_4
Real Estate Dispositions, Held for Sale and Impairment Charges - Summary of Property Sold (Details) $ in Thousands | Feb. 20, 2020USD ($)ft² | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss on Sale of Real Estate, net | $ (12) | $ 2,952 | |
Disposed of by sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss on Sale of Real Estate, net | $ 0 | ||
Charlotte, North Carolina | Disposed of by sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Square Footage Sold | ft² | 64,500 | ||
Sales Price | $ 4,145 | ||
Sales Costs | 198 | ||
Loss on Sale of Real Estate, net | $ (12) |
Real Estate Dispositions, Hel_5
Real Estate Dispositions, Held for Sale and Impairment Charges - Components of Income from Real Estate and Related Assets Held for Sale (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($) | |
Real Estate Properties [Line Items] | ||
(Loss) gain on sale of real estate, net | $ (12) | $ 2,952 |
Assets disposed of by sale | ||
Real Estate Properties [Line Items] | ||
Operating revenue | 0 | 295 |
Operating expense | 33 | 70 |
Other expense, net | (12) | (1) |
(Expense) income from real estate and related assets sold | (45) | $ 224 |
(Loss) gain on sale of real estate, net | $ 0 | |
Number of properties sold | property | 1 |
Real Estate Dispositions, Hel_6
Real Estate Dispositions, Held for Sale and Impairment Charges - Components of Assets and Liabilities Held for Sale (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Assets Held for Sale | ||
Total Assets Held for Sale | $ 0 | $ 3,990 |
Liabilities Held for Sale | ||
Total Liabilities Held for Sale | $ 0 | 21 |
Real Estate Held for Sale | ||
Assets Held for Sale | ||
Real estate, at cost | 7,411 | |
Less: accumulated depreciation | 3,421 | |
Total real estate held for sale, net | 3,990 | |
Total Assets Held for Sale | 3,990 | |
Liabilities Held for Sale | ||
Asset retirement obligation | 21 | |
Total Liabilities Held for Sale | $ 21 |
Mortgage Notes Payable and Cr_3
Mortgage Notes Payable and Credit Facility - Company's Mortgage Notes Payable and Line of Credit (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)property | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||
Encumbered properties | property | 121 | |
Total | $ 666,194 | $ 626,594 |
Fixed rate mortgage loans | ||
Debt Instrument [Line Items] | ||
Encumbered properties | property | 62 | |
Carrying value | $ 445,786 | 412,771 |
Variable rate mortgage loans | ||
Debt Instrument [Line Items] | ||
Encumbered properties | property | 12 | |
Carrying value | $ 44,830 | 45,151 |
Mortgage notes payable | ||
Debt Instrument [Line Items] | ||
Encumbered properties | property | 74 | |
Carrying value | $ 490,616 | |
Premiums and discounts, net | (224) | (239) |
Deferred financing costs, net | (4,077) | (3,944) |
Total | $ 486,315 | 453,739 |
Variable rate revolving credit facility | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Encumbered properties | property | 47 | |
Carrying value | $ 21,600 | 52,400 |
Deferred financing costs, net | (754) | (821) |
Total | $ 20,846 | 51,579 |
Scheduled maturity dates | Jul. 2, 2023 | |
Variable rate revolving credit facility | Revolving credit facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Spread on LIBOR (as percent) | 1.65% | |
Variable rate term loan facility | ||
Debt Instrument [Line Items] | ||
Carrying value | $ 160,000 | 122,300 |
Scheduled maturity dates | Jul. 2, 2024 | |
Variable rate term loan facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Spread on LIBOR (as percent) | 1.60% | |
Term loan facility | ||
Debt Instrument [Line Items] | ||
Deferred financing costs, net | $ (967) | (1,024) |
Total | $ 159,033 | $ 121,276 |
Mortgage Notes Payable and Cr_4
Mortgage Notes Payable and Credit Facility - Company's Mortgage Notes Payable and Line of Credit Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2020mortgageproperty | |
Debt Instrument [Line Items] | |
Weighted average interest rate on debt outstanding (as percent) | 4.32% |
Encumbered properties | 121 |
LIBOR | |
Debt Instrument [Line Items] | |
Variable rate at period end (as percent) | 0.99% |
Fixed rate mortgage loans | |
Debt Instrument [Line Items] | |
Encumbered properties | 62 |
Fixed rate mortgage loans | Minimum | |
Debt Instrument [Line Items] | |
Stated interest rate (as percent) | 2.80% |
Fixed rate mortgage loans | Maximum | |
Debt Instrument [Line Items] | |
Stated interest rate (as percent) | 6.63% |
Mortgage notes payable | |
Debt Instrument [Line Items] | |
Number of mortgage notes payable | mortgage | 58 |
Maturity date of mortgage notes payable, start date | Jul. 1, 2020 |
Maturity date of mortgage notes payable, end date | Aug. 1, 2037 |
Weighted average interest rate on debt outstanding (as percent) | 3.86% |
Encumbered properties | 74 |
Variable rate mortgage loans | |
Debt Instrument [Line Items] | |
Encumbered properties | 12 |
Variable rate mortgage loans | Minimum | LIBOR | |
Debt Instrument [Line Items] | |
Spread on LIBOR (as percent) | 2.00% |
Variable rate mortgage loans | Maximum | LIBOR | |
Debt Instrument [Line Items] | |
Spread on LIBOR (as percent) | 2.75% |
Variable rate revolving credit facility | Revolving credit facility | |
Debt Instrument [Line Items] | |
Encumbered properties | 47 |
Variable rate revolving credit facility | LIBOR | Revolving credit facility | |
Debt Instrument [Line Items] | |
Spread on LIBOR (as percent) | 1.65% |
Mortgage Notes Payable and Cr_5
Mortgage Notes Payable and Credit Facility - Additional Information (Detail) | Jul. 02, 2019USD ($) | Mar. 31, 2020USD ($)mortgageproperty | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Jul. 01, 2019USD ($) |
Debt Instrument [Line Items] | |||||
Number of properties collateralized in mortgage notes payable | property | 121 | ||||
Payments of deferred financing costs | $ 382,000 | $ 279,000 | |||
Fair value of mortgage notes payable | 501,900,000 | ||||
Line of credit outstanding | $ 20,846,000 | $ 51,579,000 | |||
Weighted average interest rate on debt outstanding (as percent) | 4.32% | ||||
Term loan facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 160,000,000 | $ 75,000,000 | |||
Revolving credit facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 100,000,000 | $ 85,000,000 | |||
Line of credit | |||||
Debt Instrument [Line Items] | |||||
Extension fee on initial maturity (as percent) | 0.10% | ||||
Line of credit outstanding | $ 181,600,000 | ||||
Weighted average interest rate (as percent) | 2.60% | ||||
Letters of credit, outstanding | $ 12,600,000 | ||||
Maximum additional amount that can be drawn under Line of Credit | $ 17,200,000 | ||||
Line of credit | Term loan facility | |||||
Debt Instrument [Line Items] | |||||
Term of debt | 5 years | ||||
Line of credit | Revolving credit facility | |||||
Debt Instrument [Line Items] | |||||
Term of debt | 4 years | ||||
Debt instrument fees incurred | $ 1,300,000 | ||||
Letter of credit | |||||
Debt Instrument [Line Items] | |||||
Weighted average interest rate on debt outstanding (as percent) | 1.65% | ||||
Variable rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Number of properties collateralized in mortgage notes payable | property | 12 | ||||
Carrying value | $ 44,830,000 | 45,151,000 | |||
Mortgage notes payable | |||||
Debt Instrument [Line Items] | |||||
Number of mortgage notes payable | mortgage | 58 | ||||
Number of properties collateralized in mortgage notes payable | property | 74 | ||||
Net book value of collateralized mortgage properties | $ 730,500,000 | ||||
Recourse amount of mortgage notes payable | $ 4,800,000 | ||||
Percentage of debt recourse (as percent) | 1.00% | ||||
Carrying value | $ 490,616,000 | ||||
Weighted average interest rate on debt outstanding (as percent) | 3.86% | ||||
Issued and assumed mortgage notes payable | |||||
Debt Instrument [Line Items] | |||||
Number of mortgage notes payable | mortgage | 4 | ||||
Number of properties collateralized in mortgage notes payable | property | 4 | ||||
Fixed rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Number of properties collateralized in mortgage notes payable | property | 62 | ||||
Payments of deferred financing costs | $ 400,000 | $ 300,000 | |||
Carrying value | $ 445,786,000 | $ 412,771,000 | |||
Minimum | Fixed rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as percent) | 2.80% | ||||
Minimum | LIBOR | Term loan facility | |||||
Debt Instrument [Line Items] | |||||
Spread on LIBOR (as percent) | 2.50% | ||||
Minimum | LIBOR | Variable rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Spread on LIBOR (as percent) | 2.00% | ||||
Maximum | Fixed rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as percent) | 6.63% | ||||
Maximum | LIBOR | Term loan facility | |||||
Debt Instrument [Line Items] | |||||
Spread on LIBOR (as percent) | 2.75% | ||||
Maximum | LIBOR | Variable rate mortgage loans | |||||
Debt Instrument [Line Items] | |||||
Spread on LIBOR (as percent) | 2.75% |
Mortgage Notes Payable and Cr_6
Mortgage Notes Payable and Credit Facility - Mortgages Notes Payable (Detail) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020USD ($)property | Jan. 27, 2020property | Mar. 31, 2019property | |
Debt Instrument [Line Items] | |||
Number of properties acquired | property | 5 | 2 | |
New fixed rate mortgage notes payable | |||
Debt Instrument [Line Items] | |||
Aggregate Fixed Rate Debt Issued | $ 35,855 | ||
Stated interest rate (as percent) | 3.22% | ||
New fixed rate mortgage notes payable | Property maturing February 1, 2030 | |||
Debt Instrument [Line Items] | |||
Aggregate Fixed Rate Debt Issued | $ 18,300 | ||
Stated interest rate (as percent) | 3.625% | ||
Number of properties acquired | property | 3 | ||
New fixed rate mortgage notes payable | Property maturing June 18, 2024 | |||
Debt Instrument [Line Items] | |||
Aggregate Fixed Rate Debt Issued | $ 17,500 | ||
Stated interest rate (as percent) | 2.80% |
Mortgage Notes Payable and Cr_7
Mortgage Notes Payable and Credit Facility - Scheduled Principal Payments of Mortgage Notes Payable (Detail) - Mortgage notes payable - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Nine Months Ending December 31, 2020 | $ 28,514 | |
2021 | 39,329 | |
2022 | 107,733 | |
2023 | 72,065 | |
2024 | 49,172 | |
2025 | 37,112 | |
Thereafter | 156,691 | |
Total | 490,616 | |
Premiums and (discounts), net | (224) | $ (239) |
Deferred financing costs, net | $ 4,077 | $ 3,944 |
Mortgage Notes Payable and Cr_8
Mortgage Notes Payable and Credit Facility - Interest Rate Derivatives (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Aggregate Cost | $ 1,672 | |
Aggregate Notional Amount | 204,090 | $ 166,728 |
Aggregate Fair Value | $ 161 | 250 |
Minimum | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest rate (as percent) | 2.00% | |
Maximum | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest rate (as percent) | 3.25% | |
Interest rate swaps | Counterparty | ||
Debt Instrument [Line Items] | ||
Aggregate Notional Amount | $ 63,168 | 45,777 |
Aggregate Fair Value | 0 | 0 |
Aggregate Fair Value Liability | $ (3,538) | $ (1,173) |
Mortgage Notes Payable and Cr_9
Mortgage Notes Payable and Credit Facility - Schedule of Derivative Instruments Impact (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Change in unrealized loss related to interest rate hedging instruments, net | $ (2,528) | $ (722) |
Change in unrealized (loss) gain related to interest rate hedging instruments, net | (722) | |
Interest rate caps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Change in unrealized loss related to interest rate hedging instruments, net | (163) | |
Change in unrealized (loss) gain related to interest rate hedging instruments, net | (333) | |
Interest rate swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Change in unrealized loss related to interest rate hedging instruments, net | $ (2,365) | |
Change in unrealized (loss) gain related to interest rate hedging instruments, net | $ (389) |
Mortgage Notes Payable and C_10
Mortgage Notes Payable and Credit Facility - Schedule of Derivative Instruments' Information (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ (3,377) | $ (923) |
Interest rate caps | Derivatives Designated as Hedging Instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Asset | 161 | 250 |
Interest rate swaps | Derivatives Designated as Hedging Instruments | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Liability | $ (3,538) | $ (1,173) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)lease | Mar. 31, 2019USD ($) | |
Other Commitments [Line Items] | ||
Number of leases | lease | 4 | |
Rental expense | $ 29,479 | $ 27,162 |
Property operating expense | ||
Other Commitments [Line Items] | ||
Rental expense | 100 | $ 100 |
Line of credit | ||
Other Commitments [Line Items] | ||
Letters of credit, outstanding | $ 12,600 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Lease Payments Due Under Operating Leases (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Future Lease Payments Due Under Operating Leases | ||
Nine Months Ending December 31, 2020 | $ 350 | |
2021 | 477 | |
2022 | 489 | |
2023 | 492 | |
2024 | 493 | |
2025 | 494 | |
Thereafter | 7,305 | |
Total anticipated lease payments | 10,100 | |
Less: amount representing interest | (4,292) | |
Present value of lease payments | $ 5,808 | $ 5,847 |
Equity and Mezzanine Equity - S
Equity and Mezzanine Equity - Summary of Changes in Stockholders' Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | $ 208,134 | ||
Comprehensive income | (2,528) | $ (722) | |
Net income | 2,258 | 4,673 | |
Stockholders' equity, ending balance | 220,354 | ||
Total Equity | 223,464 | 258,291 | $ 211,037 |
Senior Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 1 | 1 | |
Issuance of Series A and B preferred stock and common stock, net | 0 | 0 | |
Stockholders' equity, ending balance | 1 | 1 | |
Series A and B Preferred Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 0 | 2 | |
Issuance of Series A and B preferred stock and common stock, net | 0 | 0 | |
Stockholders' equity, ending balance | 0 | 2 | |
Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 32 | 29 | |
Issuance of Series A and B preferred stock and common stock, net | 2 | 1 | |
Stockholders' equity, ending balance | 34 | 30 | |
Additional Paid in Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 571,205 | 559,977 | |
Issuance of Series A and B preferred stock and common stock, net | 27,930 | 14,111 | |
Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership | 97 | (220) | |
Stockholders' equity, ending balance | 599,232 | 573,868 | |
Accumulated Other Comprehensive Income | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | (2,126) | (148) | |
Comprehensive income | (2,528) | (722) | |
Stockholders' equity, ending balance | (4,654) | (870) | |
Distributions in Excess of Accumulated Earnings | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | (360,978) | (310,117) | |
Distributions declared to common, senior common, and preferred stockholders | (15,548) | (13,913) | |
Net income | 2,267 | 4,628 | |
Stockholders' equity, ending balance | (374,259) | (319,402) | |
Total Stockholders' Equity | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 208,134 | 249,744 | |
Issuance of Series A and B preferred stock and common stock, net | 27,932 | 14,112 | |
Distributions declared to common, senior common, and preferred stockholders | (15,548) | (13,913) | |
Comprehensive income | (2,528) | (722) | |
Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership | 97 | (220) | |
Net income | 2,267 | 4,628 | |
Stockholders' equity, ending balance | 220,354 | 253,629 | |
Non-Controlling Interest | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Stockholders' equity, beginning balance | 2,903 | 4,675 | |
Distributions declared to common, senior common, and preferred stockholders | (189) | (278) | |
Issuance of Non-controlling OP Units as consideration in real estate acquisitions, net | 502 | 0 | |
Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership | (97) | 220 | |
Net income | (9) | 45 | |
Stockholders' equity, ending balance | $ 3,110 | $ 4,662 |
Equity and Mezzanine Equity - D
Equity and Mezzanine Equity - Dividends Paid (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Senior Common Stock | ||
Dividends Payable [Line Items] | ||
Common Stock, dividends paid per share | $ 0.2625 | $ 0.2625 |
Series A Preferred Stock | ||
Dividends Payable [Line Items] | ||
Preferred Stock, dividends paid per share | 0 | 0.4843749 |
Series B Preferred Stock | ||
Dividends Payable [Line Items] | ||
Preferred Stock, dividends paid per share | 0 | 0.46875 |
Series D Preferred Stock | ||
Dividends Payable [Line Items] | ||
Preferred Stock, dividends paid per share | 0.4374999 | 0.4374999 |
Series E Preferred Stock | ||
Dividends Payable [Line Items] | ||
Preferred Stock, dividends paid per share | 0.414063 | 0 |
Common Stock | ||
Dividends Payable [Line Items] | ||
Common Stock, dividends paid per share | $ 0.37545 | $ 0.375 |
Equity and Mezzanine Equity - A
Equity and Mezzanine Equity - Additional Information (Detail) - USD ($) | Feb. 20, 2020 | Mar. 31, 2020 | Feb. 19, 2020 | Jan. 29, 2020 | Dec. 31, 2019 | Jan. 11, 2019 |
Class of Stock [Line Items] | ||||||
Common stock, shares outstanding (in shares) | 60,290,000 | 33,930,020 | 86,290,000 | 32,593,651 | ||
Series D Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Temporary equity, contract terms, minimum vote needed to trigger change in control from tender offer (as percent) | 90.00% | |||||
Preferred Stock | Series D Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, dividend rate percentage (as percent) | 7.00% | |||||
Preferred Stock | Series E Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, dividend rate percentage (as percent) | 6.625% | |||||
Preferred Stock | Series F Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, dividend rate percentage (as percent) | 6.00% | |||||
Redeemable preferred stock, shares authorized (in shares) | 26,000,000 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 0 | |||||
Baird, Goldman Sachs, Stifel, Fifth Third, and U.S. Bancorp Investments, Inc. | Preferred Stock | Series E Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Maximum aggregate sales price of shares to be issued under open market sale agreement | $ 100,000,000 | |||||
Redeemable preferred stock, shares issued (in shares) | 0 | |||||
Common Stock ATM Program | Baird, Goldman Sachs, Stifel, Fifth Third, and U.S. Bancorp Investments, Inc. | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Redeemable preferred stock, shares issued (in shares) | 1,300,000 | |||||
Consideration received | $ 27,900,000 | |||||
Maximum aggregate sales price of shares to be issued under open market sale agreement | 250,000,000 | |||||
Maximum remaining capacity to sell common stock under open market sale agreement | 209,200,000 | |||||
2019 Universal Shelf | ||||||
Class of Stock [Line Items] | ||||||
Universal registration statement, amount authorized | 409,700,000 | $ 500,000,000 | ||||
2020 Universal Shelf | ||||||
Class of Stock [Line Items] | ||||||
Universal registration statement, amount authorized | $ 800,000,000 | $ 800,000,000 | ||||
2020 Universal Shelf | Preferred Stock | Series F Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Universal registration statement, amount authorized | $ 636,500,000 |
Subsequent Events - Monthly Dis
Subsequent Events - Monthly Distributions Declared by Company's Board of Directors (Detail) - $ / shares | Jul. 06, 2020 | Jul. 02, 2020 | Jun. 30, 2020 | Jun. 25, 2020 | Jun. 19, 2020 | Jun. 05, 2020 | May 29, 2020 | May 28, 2020 | May 19, 2020 | May 06, 2020 | May 05, 2020 | Apr. 30, 2020 | Apr. 29, 2020 | Apr. 24, 2020 | Jun. 30, 2020 | May 31, 2020 | Apr. 30, 2020 | Apr. 14, 2020 |
Subsequent event | Series D Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.4374999 | |||||||||||||||||
Subsequent event | Series E Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.414063 | |||||||||||||||||
Subsequent event | Series F Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.375 | |||||||||||||||||
Subsequent event | Senior Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.2625 | |||||||||||||||||
Subsequent event | Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.37545 | |||||||||||||||||
Subsequent event | April 2020 | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Record Date | Apr. 24, 2020 | |||||||||||||||||
Forecast | May 2020 | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Record Date | May 19, 2020 | |||||||||||||||||
Payment Date | May 29, 2020 | |||||||||||||||||
Forecast | May 2020 | Series D Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.1458333 | |||||||||||||||||
Forecast | May 2020 | Series E Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.138021 | |||||||||||||||||
Forecast | May 2020 | Series F Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | May 28, 2020 | |||||||||||||||||
Payment Date | Jun. 5, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.125 | |||||||||||||||||
Forecast | May 2020 | Senior Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | May | |||||||||||||||||
Payment Date | Jun. 5, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.0875 | |||||||||||||||||
Forecast | May 2020 | Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.12515 | |||||||||||||||||
Forecast | June 2020 | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Record Date | Jun. 19, 2020 | |||||||||||||||||
Payment Date | Jun. 30, 2020 | |||||||||||||||||
Forecast | June 2020 | Series D Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.1458333 | $ 0.1458333 | ||||||||||||||||
Forecast | June 2020 | Series E Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.138021 | $ 0.138021 | ||||||||||||||||
Forecast | June 2020 | Series F Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | June 25, 2020 | |||||||||||||||||
Payment Date | Jul. 2, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.125 | |||||||||||||||||
Forecast | June 2020 | Senior Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | June | |||||||||||||||||
Payment Date | Jul. 6, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.0875 | |||||||||||||||||
Forecast | June 2020 | Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.12515 | $ 0.12515 | ||||||||||||||||
Forecast | Subsequent event | April 2020 | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payment Date | Apr. 30, 2020 | |||||||||||||||||
Forecast | Subsequent event | April 2020 | Series D Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.1458333 | $ 0.1458333 | ||||||||||||||||
Forecast | Subsequent event | April 2020 | Series E Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | 0.138021 | $ 0.138021 | ||||||||||||||||
Forecast | Subsequent event | April 2020 | Series F Preferred Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | April 29, 2020 | |||||||||||||||||
Payment Date | May 5, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.125 | |||||||||||||||||
Forecast | Subsequent event | April 2020 | Senior Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Payable to the Holders of Record During the Month of: | April | |||||||||||||||||
Payment Date | May 6, 2020 | |||||||||||||||||
Distribution per share (in dollars per share) | $ 0.0875 | |||||||||||||||||
Forecast | Subsequent event | April 2020 | Common Stock | ||||||||||||||||||
Dividends Payable [Line Items] | ||||||||||||||||||
Distribution per share (in dollars per share) | $ 0.12515 | $ 0.12515 |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events - Additional Information (Details) $ in Thousands | Apr. 24, 2020USD ($)property | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Apr. 28, 2020tenant |
Subsequent Event [Line Items] | ||||
Repayments on mortgage notes | $ 3,162 | $ 6,692 | ||
Subsequent event | ||||
Subsequent Event [Line Items] | ||||
Rent obligations collected (as percent) | 98.00% | |||
Number of tenants granted rent deferrals | tenant | 3 | |||
Rent obligations deferred (as percent) | 2.00% | |||
Subsequent event | Variable rate mortgage loans | ||||
Subsequent Event [Line Items] | ||||
Repayments on mortgage notes | $ 12,100 | |||
Number of properties | property | 2 | |||
Subsequent event | Fixed rate mortgage loans | ||||
Subsequent Event [Line Items] | ||||
Repayments on mortgage notes | $ 5,900 | |||
Number of properties | property | 1 | |||
Stated interest rate (as percent) | 6.00% | |||
Subsequent event | LIBOR | Variable rate mortgage loans | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate (as percent) | 2.25% |
Uncategorized Items - good-2020
Label | Element | Value |
Restricted Cash | us-gaap_RestrictedCash | $ 2,703,000 |
Restricted Cash | us-gaap_RestrictedCash | $ 4,678,000 |