Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Document Information [Line Items] | ||
Entity Registrant Name | SPIRIT REALTY CAPITAL, INC. | |
Entity Central Index Key | 0001308606 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 114,961,722 | |
Entity File Number | 001-36004 | |
Entity Tax Identification Number | 20-1676382 | |
Entity Incorporation, State or Country Code | MD | |
Entity Address, Address Line One | 2727 North Harwood Street | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 972 | |
Local Phone Number | 476-1900 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Common Stock | ||
Document Information [Line Items] | ||
Trading Symbol | SRC | |
Title of 12(b) Security | Common stock, par value $0.05 per share | |
Security Exchange Name | NYSE | |
6.000% Series A Cumulative Redeemable Preferred Stock | ||
Document Information [Line Items] | ||
Trading Symbol | SRC-A | |
Title of 12(b) Security | 6.000% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Real estate investments: | ||
Land and improvements | $ 2,135,107 | $ 2,090,592 |
Buildings and improvements | 4,426,508 | 4,302,004 |
Total real estate investments | 6,561,615 | 6,392,596 |
Less: accumulated depreciation | (896,342) | (850,320) |
Net real estate held for investment | 5,665,273 | 5,542,276 |
Intangible lease assets, net | 365,737 | 367,989 |
Real estate assets under direct financing leases, net | 7,444 | 7,444 |
Real estate assets held for sale, net | 23,459 | 25,821 |
Net investments | 6,061,913 | 5,943,530 |
Cash and cash equivalents | 261,889 | 70,303 |
Deferred costs and other assets, net | 145,786 | 157,353 |
Goodwill | 225,600 | 225,600 |
Total assets | 6,695,188 | 6,396,786 |
Liabilities: | ||
Term loans, net | 177,309 | |
Senior Unsecured Notes, net | 2,715,814 | 1,927,348 |
Mortgages payable, net | 5,956 | 212,582 |
Convertible Notes, net | 189,992 | 189,102 |
Total debt, net | 2,911,762 | 2,506,341 |
Intangible lease liabilities, net | 120,138 | 121,902 |
Accounts payable, accrued expenses and other liabilities | 138,232 | 167,423 |
Total liabilities | 3,170,132 | 2,795,666 |
Commitments and contingencies (see Note 6) | ||
Stockholders’ equity: | ||
Preferred stock and paid in capital, $0.01 par value, 20,000,000 shares authorized: 6,900,000 shares issued and outstanding at both March 31, 2021 and December 31, 2020 | 166,177 | 166,177 |
Common stock, $0.05 par value, 175,000,000 shares authorized: 114,947,986 and 114,812,615 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 5,747 | 5,741 |
Capital in excess of common stock par value | 6,129,869 | 6,126,503 |
Accumulated deficit | (2,768,785) | (2,688,647) |
Accumulated other comprehensive loss | (7,952) | (8,654) |
Total stockholders’ equity | 3,525,056 | 3,601,120 |
Total liabilities and stockholders’ equity | $ 6,695,188 | $ 6,396,786 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Stockholders’ equity: | ||
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 6,900,000 | 6,900,000 |
Preferred stock, shares outstanding | 6,900,000 | 6,900,000 |
Common stock, par value per share (in USD per share) | $ 0.05 | $ 0.05 |
Common stock, shares authorized | 175,000,000 | 175,000,000 |
Common stock, shares issued | 114,947,986 | 114,812,615 |
Common stock, shares outstanding | 114,947,986 | 114,812,615 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues: | ||
Rental income | $ 134,658 | $ 121,363 |
Interest income on loans receivable | 419 | |
Earned income from direct financing leases | 131 | 177 |
Related party fee income | 250 | |
Other income | 352 | 511 |
Total revenues | 135,141 | 122,720 |
Expenses: | ||
General and administrative | 13,046 | 13,490 |
Property costs (including reimbursable) | 5,452 | 5,936 |
Deal pursuit costs | 242 | 1,019 |
Interest | 26,624 | 25,359 |
Depreciation and amortization | 57,087 | 52,236 |
Impairments | 6,730 | 40,774 |
Total expenses | 109,181 | 138,814 |
Other (loss) income: | ||
Loss on debt extinguishment | (29,177) | |
Gain on disposition of assets | 1,836 | 388 |
Total other (loss) income | (27,341) | 388 |
Loss before income tax expense | (1,381) | (15,706) |
Income tax expense | (88) | (141) |
Net loss | (1,469) | (15,847) |
Dividends paid to preferred shareholders | (2,588) | (2,588) |
Net loss attributable to common stockholders | $ (4,057) | $ (18,435) |
Net loss per share attributable to common stockholders: | ||
Basic (in USD per share) | $ (0.04) | $ (0.18) |
Diluted (in USD per share) | $ (0.04) | $ (0.18) |
Weighted average shares of common stock outstanding: | ||
Basic (in shares) | 114,673,218 | 102,230,147 |
Diluted (in shares) | 114,673,218 | 102,230,147 |
Dividends declared per common share/per partnership unit issued (in USD per share) | $ 0.6250 | $ 0.6250 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss attributable to common stockholders | $ (4,057) | $ (18,435) |
Other comprehensive income: | ||
Net reclassification of amounts from AOCL | 702 | 702 |
Total comprehensive loss | $ (3,355) | $ (17,733) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Capital in Excess of Par Value | Accumulated Deficit | AOCL |
Beginning balance, value at Dec. 31, 2019 | $ 3,413,249 | $ 166,177 | $ 5,124 | $ 5,686,247 | $ (2,432,838) | $ (11,461) |
Preferred shares outstanding, beginning balance at Dec. 31, 2019 | 6,900,000 | |||||
Common shares outstanding, beginning balance at Dec. 31, 2019 | 102,476,152 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (15,847) | (15,847) | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net loss attributable to common stockholders | (18,435) | (18,435) | ||||
Other comprehensive income | 702 | 702 | ||||
Dividends declared on common stock | (64,338) | (64,338) | ||||
Tax withholdings related to net stock settlements | (2,349) | $ (2) | (2,347) | |||
Tax withholdings related to net stock settlements (in shares) | (44,488) | |||||
Issuance of stock | 17,598 | $ 18 | 17,580 | |||
Issuance of stock (in shares) | 362,481 | |||||
Stock-based compensation, net | 2,981 | $ 7 | 3,444 | (470) | ||
Stock-based compensation, net (in shares) | 148,017 | |||||
Ending balance, value at Mar. 31, 2020 | 3,349,408 | $ 166,177 | $ 5,147 | 5,707,271 | (2,518,428) | (10,759) |
Preferred shares outstanding, ending balance at Mar. 31, 2020 | 6,900,000 | |||||
Common shares outstanding, ending balance at Mar. 31, 2020 | 102,942,162 | |||||
Beginning balance, value at Dec. 31, 2020 | $ 3,601,120 | $ 166,177 | $ 5,741 | 6,126,503 | (2,688,647) | (8,654) |
Preferred shares outstanding, beginning balance at Dec. 31, 2020 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, beginning balance at Dec. 31, 2020 | 114,812,615 | 114,812,615 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | $ (1,469) | (1,469) | ||||
Dividends declared on preferred stock | (2,588) | (2,588) | ||||
Net loss attributable to common stockholders | (4,057) | (4,057) | ||||
Other comprehensive income | 702 | 702 | ||||
Dividends declared on common stock | (71,837) | (71,837) | ||||
Tax withholdings related to net stock settlements | $ (3,843) | $ (6) | (3,837) | |||
Tax withholdings related to net stock settlements (in shares) | (98,000) | (98,413) | ||||
Stock-based compensation, net | $ 2,971 | $ 12 | 3,366 | (407) | ||
Stock-based compensation, net (in shares) | 233,784 | |||||
Ending balance, value at Mar. 31, 2021 | $ 3,525,056 | $ 166,177 | $ 5,747 | $ 6,129,869 | $ (2,768,785) | $ (7,952) |
Preferred shares outstanding, ending balance at Mar. 31, 2021 | 6,900,000 | 6,900,000 | ||||
Common shares outstanding, ending balance at Mar. 31, 2021 | 114,947,986 | 114,947,986 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Net loss | $ (1,469) | $ (15,847) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 57,087 | 52,236 |
Impairments | 6,730 | 40,774 |
Amortization of deferred financing costs | 1,111 | 1,142 |
Amortization of debt discounts | 886 | 1,224 |
Amortization of deferred losses on interest rate swaps | 702 | 702 |
Stock-based compensation expense | 3,378 | 3,451 |
Loss on debt extinguishment | 29,177 | |
Gain on dispositions of real estate and other assets | (1,836) | (388) |
Non-cash revenue | (6,447) | (1,259) |
Bad debt expense and other | 5 | 233 |
Changes in operating assets and liabilities: | ||
Deferred costs and other assets, net | 2,005 | (136) |
Accounts payable, accrued expenses and other liabilities | (26,898) | (14,954) |
Net cash provided by operating activities | 64,431 | 67,178 |
Investing activities | ||
Acquisitions of real estate | (194,161) | (205,818) |
Capitalized real estate expenditures | (1,638) | (7,810) |
Collections of principal on loans receivable | 1,163 | |
Proceeds from dispositions of real estate and other assets, net | 14,545 | 16,800 |
Net cash used in investing activities | (181,254) | (195,665) |
Financing activities | ||
Borrowings under revolving credit facilities | 279,000 | 759,000 |
Repayments under revolving credit facilities | (279,000) | (375,500) |
Repayments under mortgages payable | (208,515) | (1,017) |
Repayments under term loans | (178,000) | |
Borrowings under Senior Unsecured Notes | 794,842 | |
Debt extinguishment costs | (26,685) | |
Deferred financing costs | (6,866) | |
Proceeds from issuance of common stock, net of offering costs | 17,677 | |
Repurchase of shares of common stock, including tax withholdings related to net stock settlements | (3,843) | (2,349) |
Common stock dividends paid | (72,931) | (64,362) |
Preferred stock dividends paid | (2,588) | (2,588) |
Net cash provided by financing activities | 295,414 | 330,861 |
Net increase in cash, cash equivalents and restricted cash | 178,591 | 202,374 |
Cash, cash equivalents and restricted cash, beginning of period | 83,298 | 26,023 |
Cash, cash equivalents and restricted cash, end of period | 261,889 | 228,397 |
Cash paid for interest | 39,589 | 29,145 |
Cash paid for income taxes | 37 | 86 |
Supplemental Disclosures of Non-Cash Activities: | ||
Dividends declared and unpaid | 71,842 | 64,338 |
Accrued market-based award dividend rights | 407 | 470 |
Accrued capitalized costs | 1,304 | 1,015 |
Accrued deferred financing costs | $ 210 | |
Reclass of residual value from direct financing lease to operating lease | $ 6,831 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | NOTE 1. ORGANIZATION Organization and Operations Spirit Realty Capital, Inc. (the "Corporation" or "Spirit" or, with its consolidated subsidiaries, the "Company") operates as a self-administered and self-managed REIT that seeks to generate and deliver sustainable and attractive returns for stockholders by primarily investing in and managing a portfolio of single-tenant, operationally essential real estate throughout the The Company’s operations are generally carried out through Spirit Realty, L.P. (the "Operating Partnership") and its subsidiaries. Spirit General OP Holdings, LLC, one of the Corporation’s wholly-owned subsidiaries, is the sole general partner and owns approximately . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACOUNTING POLICIES Basis of Accounting and Principles of Consolidation The accompanying consolidated financial statements of the Company have been prepared pursuant to the rules and regulations of the SEC. In the opinion of management, the consolidated financial statements include the normal, recurring adjustments necessary for a fair statement of the information required to be set forth therein. The results for interim periods are not necessarily indicative of the results for the entire year. Certain information and note disclosures, normally included in financial statements prepared in accordance with GAAP, have been condensed or omitted from these statements pursuant to SEC rules and regulations and, accordingly, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements as filed with the SEC in its Annual Report on Form 10-K for the year ended December 31, 2020. The consolidated financial statements of the Company include the accounts of the Corporation and its wholly-owned subsidiaries, including the Operating Partnership. All significant intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements include certain special purpose entities that were formed to acquire and hold real estate encumbered by indebtedness (see Note 4). Each special purpose entity is a separate legal entity and is the sole owner of its assets and responsible for its liabilities. The assets of these special purpose entities are not available to pay, or otherwise satisfy obligations to, the creditors of any affiliate or owner of another entity unless the special purpose entities have expressly agreed and are permitted to do so under their governing documents. As of March 31, 2021 and December 31, 2020, net assets totaling $11.7 million and $343.4 million, respectively, were held, and net liabilities totaling $5.8 million and $215.9 million, respectively, were owed by these encumbered special purpose entities and are included in the accompanying consolidated balance sheets. 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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates. Segment Reporting The Company views its operations as one segment, which consists of net leasing operations. The Company has no other reportable segments. Revenue Recognition Rental Income: Cash and Straight-line Rent The Company primarily leases real estate to its tenants under long-term, triple-net leases that are classified as operating leases. To evaluate lease classification, the Company assesses the terms and conditions of the lease to determine the appropriate lease term. The Company does not include options to extend, terminate or purchase in its evaluation for lease classification purposes or for recognizing rental income unless the Company is reasonably certain the tenant will exercise the option. Another component of lease classification that requires judgment is the residual value of the property at the end of the lease term. For acquisitions, the Company assumes a value that is equal to the tangible value of the property at the date of the assessment. For lease modifications, the Company generally uses sales comparables or a direct capitalization approach to determine fair value. For lease concessions related to the COVID-19 pandemic, the Company made the election to account for these concessions consistent with ASC 842 as though enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the contract) The Company’s leases generally provide for rent escalations throughout the term of the lease. For leases with fixed rent escalators, rental income is recognized on a straight-line basis to produce a constant periodic rent over the term of the lease. Accordingly, accrued rental revenue, calculated as the aggregate difference between the rental revenue recognized on a straight-line basis and scheduled rents, represents unbilled rent receivables that the Company will receive only if the tenants make all rent payments required through the expiration of the initial term of the leases. For leases with contingent rent escalators, rental income typically increases at a multiple of any increase in the CPI over a specified period and may adjust over a one-year Some of the Company’s leases also provide for contingent rent based on a percentage of the tenant’s gross sales, which is recognized as rental income when the change in the factor on which the contingent lease payment is based actually occurs. Rental income is subject to an evaluation for collectability, which includes management’s estimates of amounts that will not be realized based on an assessment of the risks inherent in the portfolio, considering historical experience, as well as the tenant's payment history and financial condition. The Company does not recognize rental income for amounts that are not probable of collection. For lease concessions granted in conjunction with the COVID-19 pandemic, management reviewed all amounts recognized on a tenant-by-tenant basis for collectability. Rental Income: Tenant Reimbursement Revenue Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Certain leases contain additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, which are non-lease components. The Company has elected to combine all its non-lease components, which were determined to have the same pattern of transfer as the related operating lease component, into a single combined lease component. Tenant reimbursement revenue is variable and is recognized as revenue in the period in which the related expenses are incurred, with the related expenses included in property costs (including reimbursable) on the Company’s consolidated statements of operations. Tenant reimbursements are recorded on a gross basis in instances when our tenants reimburse us for property costs which we incur. Tenant receivables are reduced for amounts that are not probable of collection. Rental Income: Intangible Amortization Initial direct costs associated with the origination of a lease are deferred and amortized as an adjustment to rental revenue. Above-market and below-market lease intangibles are amortized as a decrease and increase, respectively, to rental revenue. In-place lease intangibles are amortized on a straight-line basis and included in depreciation and amortization expense. All lease intangibles are amortized over the remaining term of the respective leases, which includes the initial term of the lease and may also include the renewal periods if the Company believes it is reasonably certain the tenant will exercise the renewal option. If the Company subsequently determines it is reasonably certain that the tenant will not exercise the renewal option, the unamortized portion of any related lease intangible is accelerated over the remaining initial term of the lease. If the Company believes the intangible balance is no longer recoverable, the unamortized portion of any related lease intangible is immediately recognized in impairments in the Company’s consolidated statements of operations . Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash and highly liquid investment securities with maturities at acquisition of three months or less. The Company invests cash primarily in money market funds of major financial institutions with fund investments consisting of highly-rated money market instruments and other short-term investments. Restricted cash is classified within deferred costs and other assets, net in the accompanying consolidated balance sheets. Cash, cash equivalents and restricted cash consisted of the following (in thousands): March 31, 2021 December 31, 2020 March 31, 2020 Cash and cash equivalents $ 261,889 $ 70,303 $ 216,692 Restricted cash: Collateral deposits (1) — 335 381 Tenant improvements, repairs and leasing commissions (2) — 12,660 11,324 Total cash, cash equivalents and restricted cash $ 261,889 $ 83,298 $ 228,397 (1) (2) Tenant Receivables The Company reviews its rent and other tenant receivables for collectability on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates, and economic conditions in the area in which the tenant operates. If the collectability of a receivable with respect to any tenant is not probable of collection, a direct write-off of the specific receivable will be made. The Company had accounts receivable balances of $24.9 million and $29.5 million at March 31, 2021 and December 31, 2020, respectively, after the impact of $12.2 million and $13.1 million of receivables, respectively, were deemed not probable of collection. Receivables are recorded within deferred cost and other assets, net in the accompanying consolidated balance sheets. For receivable balances related to the straight-line method of reporting rental revenue, the collectability is generally assessed in conjunction with the evaluation of rental income as described above. The Company had straight-line rent receivables of $98.7 million and $93.1 million at March 31, 2021 and December 31, 2020, respectively, after the impact of $15.6 million and $14.5 million of receivables, respectively, were deemed not probable of collection. These receivables are recorded within deferred costs and other assets, net in the accompanying consolidated balance sheets. Goodwill Goodwill arises from business combinations as the excess of the cost of an acquired entity over the net fair value amounts that were assigned to the identifiable assets acquired and the liabilities assumed. Goodwill is tested for impairment at the reporting unit level annually or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company performs a qualitative assessment to determine if the quantitative impairment test is necessary. The quantitative impairment test, if deemed necessary, compares the fair value of each reporting unit with its carrying amount and impairment is recognized as the amount by which the carrying amount exceeds the reporting unit’s fair value. No impairment was recorded for the periods presented. Forward Equity Sale Agreements The Corporation may enter into forward sale agreements for the sale and issuance of shares of its common stock, either through an underwritten public offering or through our ATM Program. These agreements may be physically settled in stock, settled in cash, or net share settled at the Corporation’s election. The Company evaluated the forward sale agreements and concluded they meet the conditions to be classified within stockholders’ equity. Prior to settlement, a forward sale agreement will be reflected in our diluted earnings per share calculations using the treasury stock method. Under this method, the number of shares of the Corporation’s common stock used in diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of the Corporation’s common stock that would be issued upon full physical settlement of such forward sale agreement over the number of shares of the Corporation’s common stock that could be purchased by the Company in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). Consequently, prior to settlement of a forward sale agreement, there will be no dilutive effect on the Company’s earnings per share except during periods when the average market price of the Corporation’s common stock is above the adjusted forward sale price. However, upon settlement of a forward sales agreement, if the Corporation elects to physically settle or net share settle such forward sale agreement, delivery of the Corporation’s shares will result in dilution to the Company’s earnings per share. Income Taxes The Corporation has elected to be taxed as a REIT under the Code. As a REIT, the Corporation generally will not be subject to federal income tax provided it continues to satisfy certain tests concerning the Company’s sources of income, the nature of the Company’s assets, the amounts distributed to the Corporation’s stockholders and the ownership of Corporation stock. Management believes the Corporation has qualified and will continue to qualify as a REIT. Even if the Corporation qualifies for taxation as a REIT, it may be subject to state and local income and franchise taxes, and to federal income tax and excise tax on its undistributed income. Taxable income earned by any of the Company's taxable REIT subsidiaries, including from non-REIT activities, is subject to federal, state and local taxes. Taxable income from non-REIT activities managed through any of the Company's taxable REIT subsidiaries is subject to federal, state, and local taxes, which are not material. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Investments | NOTE 3. INVESTMENTS Owned Properties As of March 31, 2021, the Company's gross investment in owned real estate properties totaled approximately $7.0 billion. The gross investment is comprised of land, buildings, lease intangible assets and lease intangible liabilities, as adjusted for any impairment, and real estate assets held under direct financing leases and real estate assets held for sale. The portfolio is geographically dispersed throughout 48 states with Texas, at 10.7%, as the only state with a gross investment greater than 10.0% of the total gross investment of the Company's entire portfolio. During the three months ended March 31, 2021, the Company had the following real estate activity, net of accumulated depreciation and amortization (dollars in thousands): Number of Properties Dollar Amount of Investments Held in Use Held for Sale Total Held in Use Held for Sale Total Gross balance, December 31, 2020 1,853 7 1,860 $ 6,777,673 $ 27,764 $ 6,805,437 Acquisitions/improvements (1) 25 — 25 193,581 — 193,581 Dispositions of real estate (2) (3 ) (2 ) (5 ) (4,410 ) (7,758 ) (12,168 ) Transfers to Held for Sale (3 ) 3 — (5,413 ) 5,413 — Transfers from Held for Sale 1 (1 ) — 1,683 (1,683 ) — Impairments (3) — — — (6,727 ) (3 ) (6,730 ) Reset of gross balances (4) — — — (5,050 ) (107 ) (5,157 ) Other — — — (27 ) — (27 ) Gross balance, March 31, 2021 1,873 7 1,880 6,951,310 23,626 6,974,936 Accumulated depreciation and amortization (1,032,994 ) (167 ) (1,033,161 ) Net balance, March 31, 2021 (5) $ 5,918,316 $ 23,459 $ 5,941,775 (1) Includes investments of $2.1 million of non-revenue producing capitalized expenditures during the three months ended March 31, 2021. ( 2 ) For the three months ended March 31, 2021, the net gain on disposal of assets for properties held in use and held for sale was $0.6 million and $1.2 million, respectively. (3) Impairments on owned real estate is comprised of real estate and intangible asset impairment. ( 4 ) Represents write-off of gross investment balances against the related accumulated depreciation and amortization balances as a result of basis reset due to impairment or intangibles which have been fully amortized. (5) Reconciliation of total owned investments to the accompanying consolidated balance sheet at March 31, 2021 is as follows: Net investments $ 6,061,913 Intangible lease liabilities, net (120,138 ) Net balance $ 5,941,775 Operating Leases As of March 31, 2021, December 31, 2020 and March 31, 2020, the Company held 1,869, 1,852 and 1,760 properties under operating leases, respectively. The following table summarizes the components of rental income recognized on these operating leases in the accompanying consolidated statements of operations (in thousands): Three Months Ended March 31, 2021 2020 Base cash rent (1) $ 125,197 $ 116,546 Variable cash rent (including reimbursables) 3,014 3,389 Straight-line rent, net of uncollectible reserve (2) 5,673 1,094 Amortization of above- and below- market lease intangibles, net (3) 774 334 Total rental income $ 134,658 $ 121,363 (1) Includes net impact of amounts not deemed probable of collection of $1.1 million and $0.8 million for the three months ended March 31, 2021 and 2020. (2) Includes net impact of amounts not deemed probable of collection of $2.2 million and $4.2 million (3) Excludes amortization of in-place leases of $9.1 million and $8.8 million for the three months ended March 31, 2021 and 2020, respectively, which is included in depreciation and amortization expense in the accompanying consolidated statements of operations. Scheduled minimum future rent to be received under the remaining non-cancellable term of these operating leases (including contractual fixed rent increases occurring on or after April 1, 2021) at March 31, 2021 are as follows (in thousands): March 31, 2021 Remainder of 2021 $ 385,831 2022 508,863 2023 491,595 2024 470,723 2025 458,644 Thereafter 3,430,654 Total future minimum rentals $ 5,746,310 Because lease renewal periods are exercisable at the lessees' options, the preceding table presents future minimum lease payments due during the initial lease term only. In addition, the future minimum rentals do not include any contingent rentals based on a percentage of the lessees' gross sales or lease escalations based on future changes in the CPI. The following table details lease intangible assets and liabilities, net of accumulated amortization (in thousands): March 31, 2021 December 31, 2020 In-place leases $ 478,712 $ 473,062 Above-market leases 82,545 83,185 Less: accumulated amortization (195,520 ) (188,258 ) Intangible lease assets, net $ 365,737 $ 367,989 Below-market leases $ 179,006 $ 178,614 Less: accumulated amortization (58,868 ) (56,712 ) Intangible lease liabilities, net $ 120,138 $ 121,902 Direct Financing Leases As of March 31, 2021, the Company held one property under a direct financing lease, which was held in use. As of March 31, 2021, this property had $3.4 million in scheduled minimum future payments to be received under its remaining non-cancellable lease term. The Company evaluated the collectability of the amounts receivable and recorded a net reserve for uncollectible amounts totaling $0.1 million during 2020, primarily as a result of the initial term extending until 2027. As of March 31, 2021, there remained a reserve of $0.1 million against the net investment balance of $7.5 million. Impairments and Allowance for Credit Losses The following table summarizes total impairments and allowance for credit losses recognized in the accompanying consolidated statements of operations (in thousands): Three Months Ended March 31, 2021 2020 Real estate asset impairment $ 6,034 $ 37,521 Intangible asset impairment 696 2,643 Allowance for credit losses on direct financing leases — 304 Allowance for credit losses on loans receivable — 306 Total impairment loss $ 6,730 $ 40,774 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 4. DEBT The Company's debt is summarized below (dollars in thousands): Weighted Average Effective Interest Rates (1) Weighted Average Stated Interest Rates (2) Weighted Average Remaining Years to Maturity (3) March 31, 2021 December 31, 2020 Revolving credit facilities 3.30% — 2.0 $ — $ — Term loans 1.96% — — — 178,000 Senior Unsecured Notes 3.61% 3.25% 8.2 2,750,000 1,950,000 Mortgages payable 4.48% 5.83% 9.6 5,723 214,237 Convertible Notes 5.64% 3.75% 0.1 190,426 190,426 Total debt 3.80% 3.28% 7.7 2,946,149 2,532,663 Debt discount, net (12,078 ) (7,807 ) Deferred financing costs, net (4) (22,309 ) (18,515 ) Total debt, net $ 2,911,762 $ 2,506,341 (1) Includes amortization of debt discount/premium, amortization of deferred financing costs, facility fees, and non-utilization fees, where applicable, calculated for the three months ended March 31, 2021 and based on the average principal balance outstanding during the period. (2) Represents the weighted average stated interest rate based on the outstanding principal balance as of March 31, 2021. (3) Represents the weighted average remaining years to maturity based on the outstanding principal balance as of March 31, 2021. (4) Excludes deferred financing costs for the revolving credit facilities. Deferred financing costs and offering discount/premium incurred in connection with entering into debt agreements are amortized to interest expense over the initial term of the respective agreement. Both deferred financing costs and offering discount/premium are recorded net against the principal debt balance on the consolidated balance sheets, except for deferred costs related to revolving credit facilities, which are recorded in deferred costs and other assets, net. Revolving Credit Facilities On January 14, 2019, the Operating Partnership entered into the 2019 Revolving Credit and Term Loan Agreement, which includes the 2019 Credit Facility. The 2019 Credit Facility is comprised of $800.0 million of aggregate revolving commitments with a maturity date of March 31, 2023 and includes two six-month As of March 31, 2021, outstanding loans under the 2019 Credit Facility bore interest at 1-Month LIBOR plus an applicable margin of 0.90% per annum and the aggregate revolving commitments incurred a facility fee of 0.20% per annum, in each case, based on the Operating Partnership's credit rating. The unamortized deferred financing costs were $2.3 million as of March 31, 2021, compared to $2.6 million as of December 31, 2020. Term Loans On April 2, 2020, the Operating Partnership entered into the 2020 Term Loan Agreement, which provided for $200.0 million of unsecured term loans with a maturity date of April 2, 2022. The 2020 Term Loan Agreement included an accordion feature, which the Operating Partnership fully exercised in the second quarter of 2020 to borrow an additional $200.0 million of term loans. The 2020 Term Loans bore interest at LIBOR plus an applicable margin of 1.50% per annum, based on the Operating Partnership’s credit rating. In connection with entering into the 2020 Term Loan Agreement, the Company incurred $2.5 million in deferred financing costs. On August 6, 2020, the issuance of the 2031 Senior Unsecured Notes triggered a mandatory prepayment under the 2020 Term Loan Agreement. As such, the Company repaid $222.0 million of the 2020 Term Loans and wrote-off $1.0 million of related unamortized deferred financing costs. On January 4, 2021, the Company repaid the 2020 Term Loan in full and wrote-off the remaining unamortized deferred financing costs. Senior Unsecured Notes The Senior Unsecured Notes were issued by the Operating Partnership and guaranteed by the Company. The following is a summary of the Senior Unsecured Notes outstanding (dollars in thousands): Maturity Date Interest Payment Dates Stated Interest Rate March 31, 2021 December 31, 2020 2026 Senior Notes September 15, 2026 March 15 and September 15 4.45% $ 300,000 $ 300,000 2027 Senior Notes January 15, 2027 January 15 and July 15 3.20% 300,000 300,000 2028 Senior Notes March 15, 2028 March 15 and September 15 2.10% 450,000 — 2029 Senior Notes July 15, 2029 January 15 and July 15 4.00% 400,000 400,000 2030 Senior Notes January 15, 2030 January 15 and July 15 3.40% 500,000 500,000 2031 Senior Notes February 15, 2031 February 15 and August 15 3.20% 450,000 450,000 2032 Senior Notes February 15, 2032 February 15 and August 15 2.70% 350,000 — Total Senior Unsecured Notes 3.25% $ 2,750,000 $ 1,950,000 On August 6, 2020, the Operating Partnership issued $450.0 million aggregate principal amount of 2031 Senior Notes, resulting in net proceeds of $441.3 million. In connection with the August 2020 offering, the Operating Partnership incurred $4.2 million in deferred financing costs and an offering discount of $4.5 million. On March 3, 2021, the Operating Partnership issued $800.0 million aggregate principal amount of Senior Unsecured Notes, comprised of $450.0 million aggregate principal amount of 2028 Senior Notes and $350.0 million aggregate principal amount of 2032 Senior Notes, resulting in net proceeds of $787.7 million. In connection with the March 2021 offering, the Operating Partnership incurred $7.1 million in deferred financing costs and an offering discount of $5.2 million. The Senior Unsecured Notes are redeemable in whole at any time or in part from time to time, at the Operating Partnership’s option, at a redemption price equal to the sum of: 100% of the principal amount of the respective Senior Unsecured Notes to be redeemed plus accrued and unpaid interest and liquidated damages, if any, up to, but not including, the redemption date; and a make-whole premium. If any of the Senior Unsecured Notes are redeemed three months or less (or two months or less in the case of the 2027 Senior Notes and 2028 Senior Notes) prior to their respective maturity dates, the redemption price will not include a make-whole premium. As of March 31, 2021 and December 31, 2020, the unamortized deferred financing costs were $22.2 million and $15.6 million, respectively, and the unamortized discount was $12.0 million and $7.0 million, respectively. Mortgages Payable In connection with the issuance of the 2028 and 2032 Senior Unsecured Notes, the Company repaid three of its fixed-rate non-recourse loans during the three months ended March 31, 2021. As such, as of March 31, 2021, indirect wholly-owned special purpose entity subsidiaries of the Company were borrowers under two fixed-rate non-recourse loans. These loans have been securitized into CMBS and are secured by the borrowers' respective leased properties and related assets. The stated interest rates for the loans were 5.80% and 6.00%, respectively. As of March 31, 2021, these non-defaulted loans were each secured by one property. There were no unamortized deferred financing costs as of March 31, 2021, compared to unamortized deferred financing costs of $1.9 million as of December 31, 2020. The unamortized net premium as of both March 31, 2021 and December 31, 2020 was $0.2 million. Convertible Notes In May 2014, the Company issued $345.0 million aggregate principal amount of 3.75% convertible notes due in 2021. The 2021 Notes will mature on May 15, 2021 and interest is payable semi-annually in arrears on May 15 and November 15 of each year. During the year ended December 31, 2020, the Company repurchased $154.6 million of the 2021 Notes in cash. The 2021 Notes are convertible only during certain periods and, subject to certain circumstances, into cash, shares of the Corporation’s common stock, or a combination thereof. The conversion rate is subject to adjustment for certain anti-dilution events, including special distributions and regular quarterly cash dividends exceeding a current threshold of $0.73026 per share. As of March 31, 2021, the conversion rate was 17.4458 per $1,000 principal note, which reflects the adjustment from the SMTA dividend distribution related to the Spin-Off, in addition to the other regular dividends declared during the life of the 2021 Notes. Earlier conversion may be triggered if shares of the Corporation’s common stock trade higher than the established thresholds, if the 2021 Notes trade below established thresholds, or certain corporate events occur. As of March 31, 2021 and December 31, 2020, the unamortized discount was $0.3 million and $1.0 million, respectively, and the unamortized deferred financing costs were $0.1 million and $0.3 million, respectively. The equity component of the conversion feature was $55.1 million as of both March 31, 2021 and December 31, 2020 and is recorded in capital in excess of par value in the accompanying consolidated balance sheets, net of financing transaction costs. Debt Extinguishment During the three months ended March 31, 2021, the Company extinguished a total of $178.0 million of indebtedness outstanding under the 2020 Term Loans, resulting in a loss on debt extinguishment of $0.7 million. Additionally, the Company extinguished a total of $207.4 million aggregate principal amount of CMBS indebtedness on three loans secured by 86 properties, resulting in a loss on debt extinguishment of $28.5 million. During the three months ended March 31, 2020, the Company did not extinguish any debt. Debt Maturities As of March 31, 2021, scheduled debt maturities, including balloon payments, were as follows (in thousands): Scheduled Principal Balloon Payment Total Remainder of 2021 $ 374 $ 190,426 $ 190,800 2022 525 — 525 2023 556 — 556 2024 590 — 590 2025 610 16 626 Thereafter 3,000 2,750,052 2,753,052 Total $ 5,655 $ 2,940,494 $ 2,946,149 Interest Expense The following table is a summary of the components of interest expense related to the Company's borrowings (in thousands): Three Months Ended March 31, 2021 2020 Interest expense – revolving credit facilities (1) $ 795 $ 2,056 Interest expense – term loans 24 — Interest expense – Senior Unsecured Notes 19,057 13,988 Interest expense – mortgages payable 2,264 3,013 Interest expense – Convertible Notes 1,785 3,234 Non-cash interest expense: Amortization of deferred financing costs 1,111 1,142 Amortization of debt discount, net 886 1,224 Amortization of net losses related to interest rate swaps 702 702 Total interest expense $ 26,624 $ 25,359 (1) Includes facility fees of approximately $0.5 million and $0.4 million |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 5. STOCKHOLDERS’ EQUITY Common Stock In November 2016, the Board of Directors approved a $500 million ATM Program and the Corporation terminated its prior program. The agreement provided for the offer and sale of shares of the Corporation’s common stock having an aggregate gross sales price of up to $500.0 million through the agents, as its sales agents or, if applicable, as forward sellers for forward purchasers, or directly to the agents acting as principals. The Company could sell shares in amounts and at times to be determined by the Company but had no obligation to sell any of the shares in the 2016 ATM program. From inception of the 2016 ATM Program through its termination in November 2020, 8.8 million shares of the Corporation’s common stock were sold. Of the total shares sold since inception, 7.0 million were sold through forward sales agreements. There were 0.6 million shares remaining under open forward sales agreements as of March 31, 2021, with a weighted average forward settlement price of $36.17 per share and a final settlement date of September 8, 2021. In November 2020, the Board of Directors approved a new $500.0 million ATM Program, and the Corporation terminated its 2016 ATM program. Since inception of the 2020 ATM Program through March 31, 2021, 4.9 million shares of the Company’s common stock have been sold, of which 1.4 million were sold during the three months ended March 31, 2021. All 4.9 million shares sold since inception were through forward sale agreements, all of which remained open as of March 31, 2021, with a weighted average forward settlement price of $38.17 per share. The forward contracts have final settlement dates as follows: • 2.1 million shares have a final settlement date of December 2, 2021, • 1.4 million shares have a final settlement date of November 9, 2021, • 1.0 million shares have a final settlement date of March 8, 2022, and • the remainder have a final settlement date of February 23, 2022. Approximately $313.2 million remained available under the program as of March 31, 2021. Preferred Stock As of March 31, 2021, the Company had 6.9 million shares of 6.00% Series A Preferred Stock outstanding. The Series A Preferred Stock pays cumulative cash dividends at the rate of 6.00% per annum on the liquidation preference of $25.00 per share (equivalent to $0.375 per share on a quarterly basis and $1.50 per share on an annual basis). Dividends Declared For the three months ended March 31, 2021, the Company's Board of Directors declared the following dividends: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date Common Stock February 17, 2021 $ 0.625 March 31, 2021 $ 71,837 April 15, 2021 Preferred Stock February 17, 2021 $ 0.375 March 15, 2021 $ 2,588 March 31, 2021 The common stock dividend declared on February 17, 2021 is included in accounts payable, accrued expenses and other liabilities in the consolidated balance sheets as of March 31, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 6. COMMITMENTS AND CONTINGENCIES The Company is periodically subject to claims or litigation in the ordinary course of business, including claims generated from business conducted by tenants on real estate owned by the Company. In these instances, the Company is typically indemnified by the tenant against any losses that might be suffered, and the Company and/or the tenant are typically insured against such claims. The Company is contingently liable for $5.7 million of debt owed by one of its former tenants until the maturity of the debt on March 15, 2022. The Company has accrued the full $5.7 million liability in accounts payable, accrued expenses and other liabilities in the consolidated balance sheet as of both March 31, 2021 and December 31, 2020. The Company estimates future costs for known environmental remediation requirements when it is probable that the Company has incurred a liability and the related costs can be reasonably estimated. The Company considers various factors when estimating its environmental liabilities, and adjustments are made when additional information becomes available that affects the estimated costs to study or remediate any environmental issues. When only a wide range of estimated amounts can be reasonably established and no other amount within the range is better than another, the low end of the range is recorded in the consolidated financial statements. As of March 31, 2021, no accruals have been made. As of March 31, 2021, there were no outstanding claims against the Company that are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. Purchase and Capital Improvement Commitments As of March 31, 2021, the Company had commitments totaling $194.3 million, of which $173.8 million relates to future acquisitions, with the remainder to fund improvements on properties the Company currently owns. Commitments related to acquisitions contain standard cancellation clauses contingent on the results of due diligence. $184.1 million of these commitments are expected to be funded during fiscal year 2021, with the remainder to be funded by the end of 2022. Lessee Contracts The Company leases its current corporate office space and certain office equipment, which are classified as operating leases. The Company's lease of its corporate office space has an initial term that expires on January 31, 2027 and is renewable at the Company's option for two additional periods of five years each after the initial term. The corporate office lease contains a variable lease cost related to the lease of parking spaces and a non-lease component related to the reimbursement of certain common area maintenance expenses, both of which are recognized as incurred. As of March 31, 2021, the Company is also a lessee under four long-term, non-cancellable ground leases under which it is obligated to pay monthly rent. For all four of the ground leases, rental expenses are reimbursed by unrelated third parties, and the corresponding rental revenue is recorded in rental income on the accompanying consolidated statements of operations. All leases are classified as operating leases and have a weighted average remaining lease term of 6.7 years. As of March 31, 2021, the Company had a right-of-use lease asset balance of $4.3 million and total operating lease liabilities of $6.0 million for these lessee contracts. |
Derivative and Hedging Activiti
Derivative and Hedging Activities | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative and Hedging Activities | NOTE 7. DERIVATIVE AND HEDGING ACTIVITIES The Company may use interest rate derivative contracts to manage its exposure to changes in interest rates on its variable rate debt. These derivatives are considered cash flow hedges and are recorded on a gross basis at fair value. Assessments of hedge effectiveness are performed quarterly using either a qualitative or quantitative approach. The Company recognizes the entire change in the fair value in AOCL and the change is reflected as cash flow hedge changes in fair value in the supplemental disclosures of non-cash investing and financing activities in the consolidated statement of cash flows. Amounts will subsequently be reclassified to earnings when the hedged item affects earnings. The Company does not enter into derivative contracts for speculative or trading purposes and does not have derivative netting arrangements. In December 2018, the Company entered into interest rate swap agreements. In the third quarter of 2019, the Company terminated those interest rate swaps and accelerated the reclassification of a loss of $12.5 million from AOCL to termination of interest rate swaps as a result of a portion of the hedged forecasted transactions becoming probable not to occur. There were no events of default related to the interest rate swaps prior to their termination. Given that a portion of the hedged transactions remained probable to occur, $12.3 million of the loss was deferred in other comprehensive loss and will be amortized over the remaining initial term of the interest rate swaps, which ends March 31, 2024. As of , the unamortized portion of loss in AOCL related to terminated interest rate swaps was $8.0 million. The amount of loss reclassified from AOCL to interest expense was $0.7 million for both the three months ended March 31, 2021 and 2020. During the next 12 months, we estimate that approximately |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 8. FAIR VALUE MEASUREMENTS Nonrecurring Fair Value Measurements Fair value measurement of an asset on a nonrecurring basis occurs when events or changes in circumstances related to an asset indicate that the carrying amount of the asset is no longer recoverable. Real estate assets and their related intangible assets are evaluated for impairment based on certain indicators including, but not limited to: the asset being held for sale, vacant, tenant bankruptcy or delinquency, and leases expiring in 60 days or less. The fair values of real estate and intangible assets were determined using the following information, depending on availability, in order of preference: signed purchase and sale agreements (“PSA”) or letters of intent (“LOI”); broker opinions of value (“BOV”); recently quoted bid or ask prices, or market prices for comparable properties; estimates of discounted cash flows, which consider, among other things, contractual and forecasted rental revenues, leasing assumptions, expenses based upon market conditions and capitalization rates; and expectations for the use of the real estate. The following table sets forth the Company’s assets that were accounted for at fair value on a nonrecurring basis as of their respective measurement dates (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at March 31, 2021 Impaired at March 31, 2021 $ 5,339 $ — $ — $ 5,339 Assets held at December 31, 2020 Impaired at March 31, 2020 $ 36,491 $ — $ — $ 36,491 Impaired at June 30, 2020 $ 8,055 $ — $ — $ 8,055 Impaired at September 30, 2020 $ 10,027 $ — $ — $ 10,027 Impaired at December 31, 2020 $ 14,259 $ — $ — $ 14,259 As of March 31, 2021, the Company held nine properties that were impaired during 2021. As of December 31, 2020, the Company held 23 properties that were impaired during 2020. For one of the properties held at December 31, 2020, the Company estimated fair value using a capitalization rate of 10.06% based on comparative capitalization rates from market comparables. For the remaining properties, the Company estimated property fair value using price per square foot from unobservable inputs and, for the properties valued using comparable properties during 2020, the price per square foot includes a discount of 0-10% to account for the market impact of COVID-19. The unobservable inputs for the remaining properties are as follows: Unobservable Input Asset Type Property Count Price Per Square Foot Range Weighted Average Price Per Square Foot Square Footage March 31, 2021 PSA, LOI or BOV Retail 6 $24.67 - $353.00 $ 42.87 76,968 Comparable Properties Retail 3 $29.35 - $483.09 $ 51.62 41,743 December 31, 2020 PSA, LOI or BOV Retail 11 $16.67 - $338.98 $ 43.32 577,945 Comparable Properties Retail 10 $4.35 - $282.08 $ 57.62 431,563 Comparable Properties Office 1 $79.80 - $103.79 $ 89.25 28,804 Estimated Fair Value of Financial Instruments Financial assets and liabilities for which the carrying values approximate their fair values include cash and cash equivalents, restricted cash and escrow deposits, and accounts receivable and payable. Generally, these assets and liabilities are short-term in duration and are recorded at cost, which approximates fair value, on the accompanying consolidated balance sheets. In addition, companies are required to disclose the estimated fair values of all financial instruments, even if they are not carried at their fair values. The fair values of financial instruments are estimates based upon market conditions and perceived risks at measurement date. These estimates require management’s judgment and may not be indicative of the future fair values of the assets and liabilities. The estimated fair values of these financial instruments have been derived either based on (i) market quotes for identical or similar instruments in markets that are not active or (ii) discounted cash flow analyses using estimates of the amount and timing of future cash flows, market rates and credit spreads. These measurements are classified as Level 2 of the fair value hierarchy. The following table discloses fair value information for these financial instruments (in thousands): March 31, 2021 December 31, 2020 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value 2019 Credit Facility $ — $ — $ — $ — 2020 Term Loans, net (1) — — 177,309 177,884 Senior Unsecured Notes, net (1) 2,715,814 2,821,832 1,927,348 2,122,409 Mortgages payable, net (1) 5,956 6,238 212,582 226,240 Convertible Notes, net (1) 189,992 195,627 189,102 194,124 (1) |
Incentive Award Plan
Incentive Award Plan | 3 Months Ended |
Mar. 31, 2021 | |
Compensation Related Costs [Abstract] | |
Incentive Award Plan | NOTE 9. INCENTIVE AWARD PLAN Amended Incentive Award Plan During the three months ended March 31, 2021, portions of awards of restricted common stock and market-based share awards granted to certain of the Company’s officers, directors and other employees vested. The vesting of these awards, granted pursuant to the Amended Incentive Award Plan, resulted in federal and state income tax liabilities for the recipients. As permitted by the terms of the Amended Incentive Award Plan and the award grants, certain executive officers and employees elected to surrender 98 thousand shares of common valued at $3.8 million, solely to pay the associated statutory tax withholdings during the three months ended March 31, 2021. Restricted Share Awards During the three months ended March 31, 2021, the Company granted 91 thousand restricted shares under the Amended Incentive Award Plan to certain employees. The Company recorded $3.4 million in deferred compensation associated with these grants. Deferred compensation for restricted shares will be recognized in expense over the requisite service period. As of March 31, 2021, there were approximately 239 thousand unvested restricted shares outstanding. Market-Based Awards During the three months ended March 31, 2021, the Board of Directors, or committee thereof, approved target grants of 170 thousand market-based awards to executive officers of the Company. The performance period of these grants runs primarily through December 31, 2023. Potential shares of the Corporation’s common stock that each participant is eligible to receive is based on the initial target number of shares granted, multiplied by a percentage range between 0% and 375%. Grant date fair value of the market-based share awards was calculated using the Monte Carlo simulation model, which incorporated stock price volatility of the Company and each of the Company’s peers and other variables over the time horizons matching the performance periods. Significant inputs for the calculation were expected volatility of the Company of 42.8% and expected volatility of the Company's peers, ranging from 29.5% to 64.2%, with an average volatility of 39.3% and a risk-free interest rate of 0.19%. The fair value of the market-based award per share was $77.57 as of the grant date. Stock-based compensation expense associated with unvested market-based share awards is recognized on a straight-line basis over the minimum required service period, which is generally three years. Approximately $1.5 million and $2.3 million in dividend rights have been accrued as of March 31, 2021 and December 31, 2020, respectively. For outstanding non-vested awards at March 31, 2021, 0.7 million shares would have been released based on the Corporation’s TSR relative to the specified peer groups through that date. Stock-based Compensation Expense For the three months ended March 31, 2021 and 2020, the Company recognized $3.4 million and $3.5 million, respectively, in stock-based compensation expense, which is included in general and administrative expenses in the accompanying consolidated statements of operations. Stock-based compensation is recognized on a straight-line basis over the minimum required service period of each applicable award. As of March 31, 2021, the remaining unamortized stock-based compensation expense totaled $25.4 million, comprised of $8.0 million related to restricted stock awards and $17.4 million related to market-based awards. As of December 31, 2020, the unamortized stock-based compensation expense totaled $12.3 million, comprised of $6.4 million related to restricted stock awards and $5.9 million related to market-based awards. |
Income Per Share
Income Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Income Per Share | NOTE 10. INCOME PER SHARE Income per share has been computed using the two-class method, which is computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares of common stock outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both shares of common stock and participating securities based on the weighted average shares outstanding during the period. Classification of the Company's unvested restricted stock, which contain rights to receive nonforfeitable dividends, are deemed participating securities under the two-class method. Under the two-class method, earnings attributable to unvested restricted shares are deducted from income from continuing operations in the computation of net income attributable to common stockholders. The table below is a reconciliation of the numerator and denominator used in the computation of basic and diluted net loss Three Months Ended March 31, 2021 2020 Basic and diluted loss: Loss from continuing operations $ (1,469 ) $ (15,847 ) Less: dividends paid to preferred stockholders (2,588 ) (2,588 ) Less: dividends attributable to unvested restricted stock (144 ) (207 ) Net loss attributable to common stockholders used in basic and diluted loss per share $ (4,201 ) $ (18,642 ) Basic weighted average shares of common stock outstanding: Weighted average shares of common stock outstanding 114,949,691 102,551,315 Less: unvested weighted average shares of restricted stock (276,473 ) (321,168 ) Basic weighted average shares of common stock outstanding 114,673,218 102,230,147 Net loss per share attributable to common stockholders - basic $ (0.04 ) $ (0.18 ) Diluted weighted average shares of common stock outstanding: (1) Diluted weighted average shares of common stock outstanding 114,673,218 102,230,147 Net loss per share attributable to common stockholders - diluted $ (0.04 ) $ (0.18 ) Potentially dilutive shares of common stock related to: Unvested shares of restricted stock 99,864 133,839 Unsettled shares under open forward equity contracts 411,074 — Unvested shares of market-based awards 188,510 377,449 (1) Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. The Corporation intends to satisfy its exchange obligation for the principal amount of the |
Related Party Transactions and
Related Party Transactions and Arrangements | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Arrangements | Note 11. Related Party Transactions and Arrangements On May 31, 2018, the Company completed the spin-off (the "Spin-Off") of certain assets into an independent, publicly traded REIT, Spirit MTA REIT ("SMTA"). In conjunction with the Spin-Off, the Company entered into the Asset Management Agreement to provide various management services to SMTA. Effective September 20, 2019, the Asset Management Agreement was terminated and simultaneously replaced with the Interim Management Agreement, which was subsequently terminated on September 4, 2020. Asset From the Spin-Off through September 4, 2020, the Company had continuing involvement with SMTA through related party agreements. The Company had cash inflows from SMTA of $0.3 million and cash outflows to SMTA of $4 thousand for the three months ended March 31, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying consolidated financial statements of the Company have been prepared pursuant to the rules and regulations of the SEC. In the opinion of management, the consolidated financial statements include the normal, recurring adjustments necessary for a fair statement of the information required to be set forth therein. The results for interim periods are not necessarily indicative of the results for the entire year. Certain information and note disclosures, normally included in financial statements prepared in accordance with GAAP, have been condensed or omitted from these statements pursuant to SEC rules and regulations and, accordingly, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements as filed with the SEC in its Annual Report on Form 10-K for the year ended December 31, 2020. |
Consolidation | The consolidated financial statements of the Company include the accounts of the Corporation and its wholly-owned subsidiaries, including the Operating Partnership. All significant intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements include certain special purpose entities that were formed to acquire and hold real estate encumbered by indebtedness (see Note 4). Each special purpose entity is a separate legal entity and is the sole owner of its assets and responsible for its liabilities. The assets of these special purpose entities are not available to pay, or otherwise satisfy obligations to, the creditors of any affiliate or owner of another entity unless the special purpose entities have expressly agreed and are permitted to do so under their governing documents. As of March 31, 2021 and December 31, 2020, net assets totaling $11.7 million and $343.4 million, respectively, were held, and net liabilities totaling $5.8 million and $215.9 million, respectively, were owed by these encumbered special purpose entities and are included in the accompanying consolidated balance sheets. |
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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates. |
Segment Reporting | Segment Reporting The Company views its operations as one segment, which consists of net leasing operations. The Company has no other reportable segments. |
Revenue Recognition | Revenue Recognition Rental Income: Cash and Straight-line Rent The Company primarily leases real estate to its tenants under long-term, triple-net leases that are classified as operating leases. To evaluate lease classification, the Company assesses the terms and conditions of the lease to determine the appropriate lease term. The Company does not include options to extend, terminate or purchase in its evaluation for lease classification purposes or for recognizing rental income unless the Company is reasonably certain the tenant will exercise the option. Another component of lease classification that requires judgment is the residual value of the property at the end of the lease term. For acquisitions, the Company assumes a value that is equal to the tangible value of the property at the date of the assessment. For lease modifications, the Company generally uses sales comparables or a direct capitalization approach to determine fair value. For lease concessions related to the COVID-19 pandemic, the Company made the election to account for these concessions consistent with ASC 842 as though enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the contract) The Company’s leases generally provide for rent escalations throughout the term of the lease. For leases with fixed rent escalators, rental income is recognized on a straight-line basis to produce a constant periodic rent over the term of the lease. Accordingly, accrued rental revenue, calculated as the aggregate difference between the rental revenue recognized on a straight-line basis and scheduled rents, represents unbilled rent receivables that the Company will receive only if the tenants make all rent payments required through the expiration of the initial term of the leases. For leases with contingent rent escalators, rental income typically increases at a multiple of any increase in the CPI over a specified period and may adjust over a one-year Some of the Company’s leases also provide for contingent rent based on a percentage of the tenant’s gross sales, which is recognized as rental income when the change in the factor on which the contingent lease payment is based actually occurs. Rental income is subject to an evaluation for collectability, which includes management’s estimates of amounts that will not be realized based on an assessment of the risks inherent in the portfolio, considering historical experience, as well as the tenant's payment history and financial condition. The Company does not recognize rental income for amounts that are not probable of collection. For lease concessions granted in conjunction with the COVID-19 pandemic, management reviewed all amounts recognized on a tenant-by-tenant basis for collectability. Rental Income: Tenant Reimbursement Revenue Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Certain leases contain additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, which are non-lease components. The Company has elected to combine all its non-lease components, which were determined to have the same pattern of transfer as the related operating lease component, into a single combined lease component. Tenant reimbursement revenue is variable and is recognized as revenue in the period in which the related expenses are incurred, with the related expenses included in property costs (including reimbursable) on the Company’s consolidated statements of operations. Tenant reimbursements are recorded on a gross basis in instances when our tenants reimburse us for property costs which we incur. Tenant receivables are reduced for amounts that are not probable of collection. Rental Income: Intangible Amortization Initial direct costs associated with the origination of a lease are deferred and amortized as an adjustment to rental revenue. Above-market and below-market lease intangibles are amortized as a decrease and increase, respectively, to rental revenue. In-place lease intangibles are amortized on a straight-line basis and included in depreciation and amortization expense. All lease intangibles are amortized over the remaining term of the respective leases, which includes the initial term of the lease and may also include the renewal periods if the Company believes it is reasonably certain the tenant will exercise the renewal option. If the Company subsequently determines it is reasonably certain that the tenant will not exercise the renewal option, the unamortized portion of any related lease intangible is accelerated over the remaining initial term of the lease. If the Company believes the intangible balance is no longer recoverable, the unamortized portion of any related lease intangible is immediately recognized in impairments in the Company’s consolidated statements of operations . |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash and highly liquid investment securities with maturities at acquisition of three months or less. The Company invests cash primarily in money market funds of major financial institutions with fund investments consisting of highly-rated money market instruments and other short-term investments. Restricted cash is classified within deferred costs and other assets, net in the accompanying consolidated balance sheets. Cash, cash equivalents and restricted cash consisted of the following (in thousands): March 31, 2021 December 31, 2020 March 31, 2020 Cash and cash equivalents $ 261,889 $ 70,303 $ 216,692 Restricted cash: Collateral deposits (1) — 335 381 Tenant improvements, repairs and leasing commissions (2) — 12,660 11,324 Total cash, cash equivalents and restricted cash $ 261,889 $ 83,298 $ 228,397 (1) (2) |
Tenant Receivables | Tenant Receivables The Company reviews its rent and other tenant receivables for collectability on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates, and economic conditions in the area in which the tenant operates. If the collectability of a receivable with respect to any tenant is not probable of collection, a direct write-off of the specific receivable will be made. The Company had accounts receivable balances of $24.9 million and $29.5 million at March 31, 2021 and December 31, 2020, respectively, after the impact of $12.2 million and $13.1 million of receivables, respectively, were deemed not probable of collection. Receivables are recorded within deferred cost and other assets, net in the accompanying consolidated balance sheets. For receivable balances related to the straight-line method of reporting rental revenue, the collectability is generally assessed in conjunction with the evaluation of rental income as described above. The Company had straight-line rent receivables of $98.7 million and $93.1 million at March 31, 2021 and December 31, 2020, respectively, after the impact of $15.6 million and $14.5 million of receivables, respectively, were deemed not probable of collection. These receivables are recorded within deferred costs and other assets, net in the accompanying consolidated balance sheets. |
Goodwill | Goodwill Goodwill arises from business combinations as the excess of the cost of an acquired entity over the net fair value amounts that were assigned to the identifiable assets acquired and the liabilities assumed. Goodwill is tested for impairment at the reporting unit level annually or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company performs a qualitative assessment to determine if the quantitative impairment test is necessary. The quantitative impairment test, if deemed necessary, compares the fair value of each reporting unit with its carrying amount and impairment is recognized as the amount by which the carrying amount exceeds the reporting unit’s fair value. No impairment was recorded for the periods presented. |
Forward Equity Sale Agreements | Forward Equity Sale Agreements The Corporation may enter into forward sale agreements for the sale and issuance of shares of its common stock, either through an underwritten public offering or through our ATM Program. These agreements may be physically settled in stock, settled in cash, or net share settled at the Corporation’s election. The Company evaluated the forward sale agreements and concluded they meet the conditions to be classified within stockholders’ equity. Prior to settlement, a forward sale agreement will be reflected in our diluted earnings per share calculations using the treasury stock method. Under this method, the number of shares of the Corporation’s common stock used in diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of the Corporation’s common stock that would be issued upon full physical settlement of such forward sale agreement over the number of shares of the Corporation’s common stock that could be purchased by the Company in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). Consequently, prior to settlement of a forward sale agreement, there will be no dilutive effect on the Company’s earnings per share except during periods when the average market price of the Corporation’s common stock is above the adjusted forward sale price. However, upon settlement of a forward sales agreement, if the Corporation elects to physically settle or net share settle such forward sale agreement, delivery of the Corporation’s shares will result in dilution to the Company’s earnings per share. |
Income Taxes | Income Taxes The Corporation has elected to be taxed as a REIT under the Code. As a REIT, the Corporation generally will not be subject to federal income tax provided it continues to satisfy certain tests concerning the Company’s sources of income, the nature of the Company’s assets, the amounts distributed to the Corporation’s stockholders and the ownership of Corporation stock. Management believes the Corporation has qualified and will continue to qualify as a REIT. Even if the Corporation qualifies for taxation as a REIT, it may be subject to state and local income and franchise taxes, and to federal income tax and excise tax on its undistributed income. Taxable income earned by any of the Company's taxable REIT subsidiaries, including from non-REIT activities, is subject to federal, state and local taxes. Taxable income from non-REIT activities managed through any of the Company's taxable REIT subsidiaries is subject to federal, state, and local taxes, which are not material. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | Cash, cash equivalents and restricted cash consisted of the following (in thousands): March 31, 2021 December 31, 2020 March 31, 2020 Cash and cash equivalents $ 261,889 $ 70,303 $ 216,692 Restricted cash: Collateral deposits (1) — 335 381 Tenant improvements, repairs and leasing commissions (2) — 12,660 11,324 Total cash, cash equivalents and restricted cash $ 261,889 $ 83,298 $ 228,397 (1) (2) |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Summary of Real Estate Activity | During the three months ended March 31, 2021, the Company had the following real estate activity, net of accumulated depreciation and amortization (dollars in thousands): Number of Properties Dollar Amount of Investments Held in Use Held for Sale Total Held in Use Held for Sale Total Gross balance, December 31, 2020 1,853 7 1,860 $ 6,777,673 $ 27,764 $ 6,805,437 Acquisitions/improvements (1) 25 — 25 193,581 — 193,581 Dispositions of real estate (2) (3 ) (2 ) (5 ) (4,410 ) (7,758 ) (12,168 ) Transfers to Held for Sale (3 ) 3 — (5,413 ) 5,413 — Transfers from Held for Sale 1 (1 ) — 1,683 (1,683 ) — Impairments (3) — — — (6,727 ) (3 ) (6,730 ) Reset of gross balances (4) — — — (5,050 ) (107 ) (5,157 ) Other — — — (27 ) — (27 ) Gross balance, March 31, 2021 1,873 7 1,880 6,951,310 23,626 6,974,936 Accumulated depreciation and amortization (1,032,994 ) (167 ) (1,033,161 ) Net balance, March 31, 2021 (5) $ 5,918,316 $ 23,459 $ 5,941,775 (1) Includes investments of $2.1 million of non-revenue producing capitalized expenditures during the three months ended March 31, 2021. ( 2 ) For the three months ended March 31, 2021, the net gain on disposal of assets for properties held in use and held for sale was $0.6 million and $1.2 million, respectively. (3) Impairments on owned real estate is comprised of real estate and intangible asset impairment. ( 4 ) Represents write-off of gross investment balances against the related accumulated depreciation and amortization balances as a result of basis reset due to impairment or intangibles which have been fully amortized. (5) Reconciliation of total owned investments to the accompanying consolidated balance sheet at March 31, 2021 is as follows: Net investments $ 6,061,913 Intangible lease liabilities, net (120,138 ) Net balance $ 5,941,775 |
Schedule of Operating Lease Income | The following table summarizes the components of rental income recognized on these operating leases in the accompanying consolidated statements of operations (in thousands): Three Months Ended March 31, 2021 2020 Base cash rent (1) $ 125,197 $ 116,546 Variable cash rent (including reimbursables) 3,014 3,389 Straight-line rent, net of uncollectible reserve (2) 5,673 1,094 Amortization of above- and below- market lease intangibles, net (3) 774 334 Total rental income $ 134,658 $ 121,363 (1) Includes net impact of amounts not deemed probable of collection of $1.1 million and $0.8 million for the three months ended March 31, 2021 and 2020. (2) Includes net impact of amounts not deemed probable of collection of $2.2 million and $4.2 million (3) Excludes amortization of in-place leases of $9.1 million and $8.8 million for the three months ended March 31, 2021 and 2020, respectively, which is included in depreciation and amortization expense in the accompanying consolidated statements of operations. |
Schedule of Minimum Future Rent to be Received from Operating Lease | Scheduled minimum future rent to be received under the remaining non-cancellable term of these operating leases (including contractual fixed rent increases occurring on or after April 1, 2021) at March 31, 2021 are as follows (in thousands): March 31, 2021 Remainder of 2021 $ 385,831 2022 508,863 2023 491,595 2024 470,723 2025 458,644 Thereafter 3,430,654 Total future minimum rentals $ 5,746,310 |
Schedule of Lease Intangible Assets and Liabilities, Net of Accumulated Amortization | The following table details lease intangible assets and liabilities, net of accumulated amortization (in thousands): March 31, 2021 December 31, 2020 In-place leases $ 478,712 $ 473,062 Above-market leases 82,545 83,185 Less: accumulated amortization (195,520 ) (188,258 ) Intangible lease assets, net $ 365,737 $ 367,989 Below-market leases $ 179,006 $ 178,614 Less: accumulated amortization (58,868 ) (56,712 ) Intangible lease liabilities, net $ 120,138 $ 121,902 |
Summary of Impairment and Credit Losses Recognized | The following table summarizes total impairments and allowance for credit losses recognized in the accompanying consolidated statements of operations (in thousands): Three Months Ended March 31, 2021 2020 Real estate asset impairment $ 6,034 $ 37,521 Intangible asset impairment 696 2,643 Allowance for credit losses on direct financing leases — 304 Allowance for credit losses on loans receivable — 306 Total impairment loss $ 6,730 $ 40,774 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The Company's debt is summarized below (dollars in thousands): Weighted Average Effective Interest Rates (1) Weighted Average Stated Interest Rates (2) Weighted Average Remaining Years to Maturity (3) March 31, 2021 December 31, 2020 Revolving credit facilities 3.30% — 2.0 $ — $ — Term loans 1.96% — — — 178,000 Senior Unsecured Notes 3.61% 3.25% 8.2 2,750,000 1,950,000 Mortgages payable 4.48% 5.83% 9.6 5,723 214,237 Convertible Notes 5.64% 3.75% 0.1 190,426 190,426 Total debt 3.80% 3.28% 7.7 2,946,149 2,532,663 Debt discount, net (12,078 ) (7,807 ) Deferred financing costs, net (4) (22,309 ) (18,515 ) Total debt, net $ 2,911,762 $ 2,506,341 (1) Includes amortization of debt discount/premium, amortization of deferred financing costs, facility fees, and non-utilization fees, where applicable, calculated for the three months ended March 31, 2021 and based on the average principal balance outstanding during the period. (2) Represents the weighted average stated interest rate based on the outstanding principal balance as of March 31, 2021. (3) Represents the weighted average remaining years to maturity based on the outstanding principal balance as of March 31, 2021. (4) Excludes deferred financing costs for the revolving credit facilities. |
Summary of Senior Unsecured Notes | The following is a summary of the Senior Unsecured Notes outstanding (dollars in thousands): Maturity Date Interest Payment Dates Stated Interest Rate March 31, 2021 December 31, 2020 2026 Senior Notes September 15, 2026 March 15 and September 15 4.45% $ 300,000 $ 300,000 2027 Senior Notes January 15, 2027 January 15 and July 15 3.20% 300,000 300,000 2028 Senior Notes March 15, 2028 March 15 and September 15 2.10% 450,000 — 2029 Senior Notes July 15, 2029 January 15 and July 15 4.00% 400,000 400,000 2030 Senior Notes January 15, 2030 January 15 and July 15 3.40% 500,000 500,000 2031 Senior Notes February 15, 2031 February 15 and August 15 3.20% 450,000 450,000 2032 Senior Notes February 15, 2032 February 15 and August 15 2.70% 350,000 — Total Senior Unsecured Notes 3.25% $ 2,750,000 $ 1,950,000 |
Schedule of Debt Maturities | As of March 31, 2021, scheduled debt maturities, including balloon payments, were as follows (in thousands): Scheduled Principal Balloon Payment Total Remainder of 2021 $ 374 $ 190,426 $ 190,800 2022 525 — 525 2023 556 — 556 2024 590 — 590 2025 610 16 626 Thereafter 3,000 2,750,052 2,753,052 Total $ 5,655 $ 2,940,494 $ 2,946,149 |
Summary of Components of Interest Expense Related to Borrowings | The following table is a summary of the components of interest expense related to the Company's borrowings (in thousands): Three Months Ended March 31, 2021 2020 Interest expense – revolving credit facilities (1) $ 795 $ 2,056 Interest expense – term loans 24 — Interest expense – Senior Unsecured Notes 19,057 13,988 Interest expense – mortgages payable 2,264 3,013 Interest expense – Convertible Notes 1,785 3,234 Non-cash interest expense: Amortization of deferred financing costs 1,111 1,142 Amortization of debt discount, net 886 1,224 Amortization of net losses related to interest rate swaps 702 702 Total interest expense $ 26,624 $ 25,359 (1) Includes facility fees of approximately $0.5 million and $0.4 million |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Summary of Dividends Declared | For the three months ended March 31, 2021, the Company's Board of Directors declared the following dividends: Declaration Date Dividend Per Share Record Date Total Amount (in thousands) Payment Date Common Stock February 17, 2021 $ 0.625 March 31, 2021 $ 71,837 April 15, 2021 Preferred Stock February 17, 2021 $ 0.375 March 15, 2021 $ 2,588 March 31, 2021 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Nonrecurring | The following table sets forth the Company’s assets that were accounted for at fair value on a nonrecurring basis as of their respective measurement dates (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at March 31, 2021 Impaired at March 31, 2021 $ 5,339 $ — $ — $ 5,339 Assets held at December 31, 2020 Impaired at March 31, 2020 $ 36,491 $ — $ — $ 36,491 Impaired at June 30, 2020 $ 8,055 $ — $ — $ 8,055 Impaired at September 30, 2020 $ 10,027 $ — $ — $ 10,027 Impaired at December 31, 2020 $ 14,259 $ — $ — $ 14,259 |
Fair Value Inputs of Long-Lived Assets Held and Used and Held for Sale | For the remaining properties, the Company estimated property fair value using price per square foot from unobservable inputs and, for the properties valued using comparable properties during 2020, the price per square foot includes a discount of 0-10% to account for the market impact of COVID-19. The unobservable inputs for the remaining properties are as follows: Unobservable Input Asset Type Property Count Price Per Square Foot Range Weighted Average Price Per Square Foot Square Footage March 31, 2021 PSA, LOI or BOV Retail 6 $24.67 - $353.00 $ 42.87 76,968 Comparable Properties Retail 3 $29.35 - $483.09 $ 51.62 41,743 December 31, 2020 PSA, LOI or BOV Retail 11 $16.67 - $338.98 $ 43.32 577,945 Comparable Properties Retail 10 $4.35 - $282.08 $ 57.62 431,563 Comparable Properties Office 1 $79.80 - $103.79 $ 89.25 28,804 |
Schedule of Carrying Amount and Estimated Fair Value of Financial Instruments | The following table discloses fair value information for these financial instruments (in thousands): March 31, 2021 December 31, 2020 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value 2019 Credit Facility $ — $ — $ — $ — 2020 Term Loans, net (1) — — 177,309 177,884 Senior Unsecured Notes, net (1) 2,715,814 2,821,832 1,927,348 2,122,409 Mortgages payable, net (1) 5,956 6,238 212,582 226,240 Convertible Notes, net (1) 189,992 195,627 189,102 194,124 (1) |
Income Per Share (Tables)
Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Numerator and Denominator Used in the Computation of Basic and Diluted Loss Per Share | The table below is a reconciliation of the numerator and denominator used in the computation of basic and diluted net loss Three Months Ended March 31, 2021 2020 Basic and diluted loss: Loss from continuing operations $ (1,469 ) $ (15,847 ) Less: dividends paid to preferred stockholders (2,588 ) (2,588 ) Less: dividends attributable to unvested restricted stock (144 ) (207 ) Net loss attributable to common stockholders used in basic and diluted loss per share $ (4,201 ) $ (18,642 ) Basic weighted average shares of common stock outstanding: Weighted average shares of common stock outstanding 114,949,691 102,551,315 Less: unvested weighted average shares of restricted stock (276,473 ) (321,168 ) Basic weighted average shares of common stock outstanding 114,673,218 102,230,147 Net loss per share attributable to common stockholders - basic $ (0.04 ) $ (0.18 ) Diluted weighted average shares of common stock outstanding: (1) Diluted weighted average shares of common stock outstanding 114,673,218 102,230,147 Net loss per share attributable to common stockholders - diluted $ (0.04 ) $ (0.18 ) Potentially dilutive shares of common stock related to: Unvested shares of restricted stock 99,864 133,839 Unsettled shares under open forward equity contracts 411,074 — Unvested shares of market-based awards 188,510 377,449 (1) Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be anti-dilutive. |
Organization - Narrative (Detai
Organization - Narrative (Details) - Operating Partnership | 3 Months Ended |
Mar. 31, 2021 | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
General partner ownership of operating partnership | 1.00% |
Limited partner ownership of operating partnership | 99.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 3 Months Ended | |
Mar. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||
Net assets | $ 6,695,188,000 | $ 6,396,786,000 |
Net liabilities | $ 3,170,132,000 | 2,795,666,000 |
Number of segments | segment | 1 | |
Deferred rent recognized related to COVID19 pandemic | $ 2,700,000 | |
Rent escalators adjustment period | 1 year | |
Accounts receivable | $ 24,900,000 | 29,500,000 |
Accounts receivable, deemed not probable of collection | 12,200,000 | 13,100,000 |
Deferred rental revenue receivables | 98,700,000 | 93,100,000 |
Deferred rent receivables, deemed not probable of collection | 15,600,000 | 14,500,000 |
Goodwill impairment | 0 | |
Special Purpose Entity | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Net assets | 11,700,000 | 343,400,000 |
Net liabilities | $ 5,800,000 | $ 215,900,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | $ 261,889 | $ 70,303 | $ 216,692 | |
Total cash, cash equivalents and restricted cash | 261,889 | 83,298 | 228,397 | $ 26,023 |
Collateral deposits | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 0 | 335 | 381 | |
Tenant improvements, repairs and leasing commissions | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 0 | $ 12,660 | $ 11,324 |
Investments - Narrative (Detail
Investments - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)StateProperty | Mar. 31, 2020USD ($)Property | Dec. 31, 2020USD ($)Property | |
Real Estate Properties [Line Items] | |||
Gross investment in owned real estate properties | $ 7,000,000 | ||
Portfolio diversity, number of states | State | 48 | ||
Minimum real estate investment in state for disclosure | 10.00% | ||
Sales-type and direct financing leases minimum future payments to be received | $ 3,400 | ||
Direct financing leases, reserve | 0 | $ 304 | $ 100 |
Direct financing leases, net investment balance | 7,500 | ||
Remaining reserve against net investment | $ 100 | ||
Texas | |||
Real Estate Properties [Line Items] | |||
Investment in real estate properties | 10.70% | ||
Property Subject To Operating Lease | |||
Real Estate Properties [Line Items] | |||
Number of properties | Property | 1,869 | 1,760 | 1,852 |
Property Subject To Direct Financing Lease | |||
Real Estate Properties [Line Items] | |||
Number of properties | Property | 1 |
Investments - Summary of Owned
Investments - Summary of Owned Real Estate Activity (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)Property | Mar. 31, 2020USD ($) | |
Dollar Amount of Investments | ||
Impairments | $ (6,730) | $ (40,774) |
Ending balance | 7,000,000 | |
Net balance | $ 5,941,775 | |
Held in Use | ||
Number of Properties | ||
Beginning balance (in properties) | Property | 1,853 | |
Acquisitions/improvements (in properties) | Property | 25 | |
Dispositions of real estate (in properties) | Property | (3) | |
Transfers to Held for Sale (in properties) | Property | (3) | |
Transfers from Held for Sale (in properties) | Property | 1 | |
Impairments (in properties) | Property | 0 | |
Reset of gross balances (in properties) | Property | 0 | |
Other (in properties) | Property | 0 | |
Ending balance (in properties) | Property | 1,873 | |
Dollar Amount of Investments | ||
Beginning balance | $ 6,777,673 | |
Acquisitions | 193,581 | |
Dispositions | (4,410) | |
Transfers to Held for Sale | (5,413) | |
Transfers from Held for Sale | 1,683 | |
Impairments | (6,727) | |
Reset of gross balances | (5,050) | |
Other | (27) | |
Ending balance | 6,951,310 | |
Accumulated depreciation and amortization | (1,032,994) | |
Net balance | $ 5,918,316 | |
Held for Sale | ||
Number of Properties | ||
Beginning balance (in properties) | Property | 7 | |
Acquisitions/improvements (in properties) | Property | 0 | |
Dispositions of real estate (in properties) | Property | (2) | |
Transfers to Held for Sale (in properties) | Property | 3 | |
Transfers from Held for Sale (in properties) | Property | (1) | |
Impairments (in properties) | Property | 0 | |
Reset of gross balances (in properties) | Property | 0 | |
Other (in properties) | Property | 0 | |
Ending balance (in properties) | Property | 7 | |
Dollar Amount of Investments | ||
Beginning balance | $ 27,764 | |
Acquisitions | 0 | |
Dispositions | (7,758) | |
Transfers to Held for Sale | 5,413 | |
Transfers from Held for Sale | (1,683) | |
Impairments | (3) | |
Reset of gross balances | (107) | |
Other | 0 | |
Ending balance | 23,626 | |
Accumulated depreciation and amortization | (167) | |
Net balance | $ 23,459 | |
Total | ||
Number of Properties | ||
Beginning balance (in properties) | Property | 1,860 | |
Acquisitions/improvements (in properties) | Property | 25 | |
Dispositions of real estate (in properties) | Property | (5) | |
Transfers to Held for Sale (in properties) | Property | 0 | |
Transfers from Held for Sale (in properties) | Property | 0 | |
Impairments (in properties) | Property | 0 | |
Reset of gross balances (in properties) | Property | 0 | |
Other (in properties) | Property | 0 | |
Ending balance (in properties) | Property | 1,880 | |
Dollar Amount of Investments | ||
Beginning balance | $ 6,805,437 | |
Acquisitions | 193,581 | |
Dispositions | (12,168) | |
Transfers to Held for Sale | 0 | |
Transfers from Held for Sale | 0 | |
Impairments | (6,730) | |
Reset of gross balances | (5,157) | |
Other | (27) | |
Ending balance | 6,974,936 | |
Accumulated depreciation and amortization | (1,033,161) | |
Net balance | $ 5,941,775 |
Investments - Summary of Owne_2
Investments - Summary of Owned Real Estate Activity (Footnote) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Real Estate [Line Items] | ||
Non-revenue producing capitalized expenditures | $ 2,100 | |
Net investments | 6,061,913 | $ 5,943,530 |
Intangible lease liabilities, net | (120,138) | $ (121,902) |
Net balance | 5,941,775 | |
Held-in-use | ||
Real Estate [Line Items] | ||
Gain on disposal of assets for properties | 600 | |
Held-for-sale | ||
Real Estate [Line Items] | ||
Gain on disposal of assets for properties | $ 1,200 |
Investments - Operating Lease I
Investments - Operating Lease Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lessor, Lease, Description [Line Items] | ||
Base cash rent | $ 125,197 | $ 116,546 |
Variable cash rent (including reimbursables) | 3,014 | 3,389 |
Straight-line rent, net of uncollectible reserve | 5,673 | 1,094 |
Amortization of above- and below- market lease intangibles, net | 774 | 334 |
Total rental income | 134,658 | 121,363 |
Base cash rent (amounts not deemed probable of collection)/amounts recovered | (1,100) | (800) |
Straight-line rent (amounts not deemed probable of collection)/amounts recovered | (2,200) | (4,200) |
In-place leases | ||
Lessor, Lease, Description [Line Items] | ||
Leases amortization expenses | $ 9,100 | $ 8,800 |
Investments - Schedule of Minim
Investments - Schedule of Minimum Future Rent to be Received from Operating Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Operating Leases, Future Contractual Rent Receivable | |
Remainder of 2021 | $ 385,831 |
2022 | 508,863 |
2023 | 491,595 |
2024 | 470,723 |
2025 | 458,644 |
Thereafter | 3,430,654 |
Total future minimum rentals | $ 5,746,310 |
Investments - Schedule of Lease
Investments - Schedule of Lease Intangible Assets and Liabilities, Net of Accumulated Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Lessor, Lease, Description [Line Items] | ||
Less: accumulated amortization | $ (195,520) | $ (188,258) |
Intangible lease assets, net | 365,737 | 367,989 |
Below-market leases | 179,006 | 178,614 |
Less: accumulated amortization | (58,868) | (56,712) |
Intangible lease liabilities, net | 120,138 | 121,902 |
In-place leases | ||
Lessor, Lease, Description [Line Items] | ||
Intangible lease assets, gross | 478,712 | 473,062 |
Above-market leases | ||
Lessor, Lease, Description [Line Items] | ||
Intangible lease assets, gross | $ 82,545 | $ 83,185 |
Investments - Summary of Impair
Investments - Summary of Impairment and Credit Losses Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Real Estate [Abstract] | |||
Real estate asset impairment | $ 6,034 | $ 37,521 | |
Intangible asset impairment | 696 | 2,643 | |
Allowance for credit losses on direct financing leases | 0 | 304 | $ 100 |
Allowance for credit losses on loans receivable | 0 | 306 | |
Total impairment loss | $ 6,730 | $ 40,774 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Aug. 06, 2020 | |
Debt Instrument [Line Items] | |||
Effective Interest Rates | 3.80% | ||
Stated Interest Rate | 3.28% | ||
Remaining Years to Maturity | 7 years 8 months 12 days | ||
Total debt, gross | $ 2,946,149,000 | $ 2,532,663,000 | |
Debt discount, net | (12,078,000) | (7,807,000) | |
Deferred financing costs, net | (22,309,000) | (18,515,000) | |
Total debt, net | $ 2,911,762,000 | 2,506,341,000 | |
Revolving credit facilities | |||
Debt Instrument [Line Items] | |||
Effective Interest Rates | 3.30% | ||
Remaining Years to Maturity | 2 years | ||
Term loans | |||
Debt Instrument [Line Items] | |||
Effective Interest Rates | 1.96% | ||
Remaining Years to Maturity | 0 years | ||
Total debt, gross | 178,000,000 | ||
Deferred financing costs, net | $ (1,000,000) | ||
Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
Effective Interest Rates | 3.61% | ||
Stated Interest Rate | 3.25% | ||
Remaining Years to Maturity | 8 years 2 months 12 days | ||
Total debt, gross | $ 2,750,000,000 | 1,950,000,000 | |
Deferred financing costs, net | $ (22,200,000) | (15,600,000) | |
Mortgages Payable | |||
Debt Instrument [Line Items] | |||
Effective Interest Rates | 4.48% | ||
Stated Interest Rate | 5.83% | ||
Remaining Years to Maturity | 9 years 7 months 6 days | ||
Total debt, gross | $ 5,723,000 | 214,237,000 | |
Deferred financing costs, net | $ 0 | (1,900,000) | |
Convertible Notes | |||
Debt Instrument [Line Items] | |||
Effective Interest Rates | 5.64% | ||
Stated Interest Rate | 3.75% | ||
Remaining Years to Maturity | 1 month 6 days | ||
Total debt, gross | $ 190,426,000 | $ 190,426,000 |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facilities - Narrative (Details) - Credit Facility 2019 - Revolving credit facilities - Unsecured Debt | Jan. 14, 2019USD ($)ExtensionOption | Mar. 31, 2021USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 800,000,000 | |||
Number of extension options | ExtensionOption | 2 | |||
Term of extension option | 6 months | |||
Increased borrowing capacity under accordion feature | $ 400,000,000 | |||
Credit facility maturity date | Mar. 31, 2023 | |||
Description of variable rate basis | 1-Month LIBOR | |||
Facility fee percentage | 0.20% | |||
Unamortized deferred financing costs | $ 2,300,000 | $ 2,300,000 | $ 2,600,000 | |
Line of credit facility remaining borrowing capacity | 800,000,000 | 800,000,000 | ||
Letters of credit outstanding | $ 0 | $ 0 | ||
LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate | 0.90% |
Debt - Term Loans - Narrative (
Debt - Term Loans - Narrative (Details) - USD ($) | Aug. 06, 2020 | Apr. 02, 2020 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||||
Repayments under term loans | $ 0 | |||||
Unamortized deferred financing costs | $ 22,309,000 | $ 18,515,000 | ||||
Term loans | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 200,000,000 | |||||
Credit facility maturity date | Apr. 2, 2022 | |||||
Accordion feature fully exercised | $ 200,000,000 | |||||
Deferred financing costs | $ 2,500,000 | |||||
Repayments under term loans | $ 222,000,000 | $ 178,000,000 | ||||
Unamortized deferred financing costs | $ 1,000,000 | |||||
Term loans | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.50% |
Debt - Summary of Senior Unsecu
Debt - Summary of Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.28% | |
Total Debt | $ 2,946,149 | $ 2,532,663 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.25% | |
Total Debt | $ 2,750,000 | 1,950,000 |
Senior Notes | Weighted Average | ||
Debt Instrument [Line Items] | ||
Stated Interest Rate | 3.25% | |
Senior Notes | 2026 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Sep. 15, 2026 | |
Interest Payment Dates | March 15 and September 15 | |
Stated Interest Rate | 4.45% | |
Total Debt | $ 300,000 | 300,000 |
Senior Notes | 2027 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jan. 15, 2027 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 3.20% | |
Total Debt | $ 300,000 | 300,000 |
Senior Notes | 2028 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Mar. 15, 2028 | |
Interest Payment Dates | March 15 and September 15 | |
Stated Interest Rate | 2.10% | |
Total Debt | $ 450,000 | |
Senior Notes | 2029 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jul. 15, 2029 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 4.00% | |
Total Debt | $ 400,000 | 400,000 |
Senior Notes | 2030 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jan. 15, 2030 | |
Interest Payment Dates | January 15 and July 15 | |
Stated Interest Rate | 3.40% | |
Total Debt | $ 500,000 | 500,000 |
Senior Notes | 2031 Unsecured Senior Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 15, 2031 | |
Interest Payment Dates | February 15 and August 15 | |
Stated Interest Rate | 3.20% | |
Total Debt | $ 450,000 | $ 450,000 |
Senior Notes | 2032 Senior Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 15, 2032 | |
Interest Payment Dates | February 15 and August 15 | |
Stated Interest Rate | 2.70% | |
Total Debt | $ 350,000 |
Debt - Senior Unsecured Notes -
Debt - Senior Unsecured Notes - Narrative (Details) - USD ($) $ in Thousands | Mar. 03, 2021 | Aug. 06, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 794,842 | |||
Unamortized deferred financing costs | 22,309 | $ 18,515 | ||
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Unamortized discount | $ 12,000 | 7,000 | ||
Redemption price, percent of principal amount | 100.00% | |||
Unamortized deferred financing costs | $ 22,200 | $ 15,600 | ||
Senior Notes | 2031 Unsecured Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount of debt | $ 450,000 | |||
Proceeds from issuance of debt | 441,300 | |||
Deferred financing costs | 4,200 | |||
Unamortized discount | $ 4,500 | |||
Senior Notes | 2028 and 2032 Senior Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount of debt | $ 800,000 | |||
Proceeds from issuance of debt | 787,700 | |||
Deferred financing costs | 7,100 | |||
Unamortized discount | 5,200 | |||
Senior Notes | 2028 Senior Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount of debt | 450,000 | |||
Senior Notes | 2032 Senior Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount of debt | $ 350,000 |
Debt - Mortgages Payable - Narr
Debt - Mortgages Payable - Narrative (Details) | Mar. 31, 2021USD ($)Propertyloan | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | ||
Stated interest rate | 3.28% | |
Unamortized deferred financing costs | $ 22,309,000 | $ 18,515,000 |
Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Number of loans secured by mortgage on leased properties and related assets | loan | 3 | |
Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Number of loans secured by mortgage on leased properties and related assets | loan | 2 | |
Stated interest rate | 5.83% | |
Number of properties securing borrowings | Property | 1 | |
Unamortized deferred financing costs | $ 0 | 1,900,000 |
Unamortized net offering premium | $ 200,000 | $ 200,000 |
Mortgages Payable | Minimum | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.80% | |
Mortgages Payable | Maximum | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.00% |
Debt - Convertible Notes (Detai
Debt - Convertible Notes (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended |
May 31, 2014USD ($) | Mar. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||
Stated interest rate | 3.28% | ||
Unamortized deferred financing costs | $ 22,309,000 | $ 18,515,000 | |
Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 3.75% | ||
Equity component of the conversion feature | $ 55,100,000 | 55,100,000 | |
Convertible Senior Notes | Convertible Senior Notes Due 2021 | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount of debt | $ 345,000,000 | ||
Stated interest rate | 3.75% | ||
Debt instrument, maturity date | May 15, 2021 | ||
Repurchased of convertible notes | 154,600,000 | ||
Debt conversion ratio | 17.4458 | ||
Anti-dilutive cash dividends, exceeding (in USD per share) | $ / shares | $ 0.73026 | ||
Unamortized discount | $ 300,000 | 1,000,000 | |
Unamortized deferred financing costs | $ 100,000 | $ 300,000 |
Debt - Debt Extinguishment - Na
Debt - Debt Extinguishment - Narrative (Details) | Aug. 06, 2020USD ($) | Mar. 31, 2021USD ($)Propertyloan | Mar. 31, 2020USD ($) |
Debt Instrument [Line Items] | |||
Debt extinguished | $ 0 | ||
Gain (Loss) on extinguishment of debt | $ (29,177,000) | ||
Mortgages Payable | |||
Debt Instrument [Line Items] | |||
Number of loans secured by mortgage on leased properties and related assets | loan | 2 | ||
Number of properties securing borrowings | Property | 1 | ||
CMBS | Mortgages Payable | |||
Debt Instrument [Line Items] | |||
Debt extinguished | $ 207,400,000 | ||
Gain (Loss) on extinguishment of debt | $ (28,500,000) | ||
Number of loans secured by mortgage on leased properties and related assets | loan | 3 | ||
Number of properties securing borrowings | Property | 86 | ||
Term loans | |||
Debt Instrument [Line Items] | |||
Debt extinguished | $ 222,000,000 | $ 178,000,000 | |
Gain (Loss) on extinguishment of debt | $ (700,000) |
Debt - Schedule of Debt Maturit
Debt - Schedule of Debt Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Scheduled Debt Maturities | ||
Remainder of 2021 | $ 190,800 | |
2022 | 525 | |
2023 | 556 | |
2024 | 590 | |
2025 | 626 | |
Thereafter | 2,753,052 | |
Total debt, net | 2,946,149 | $ 2,532,663 |
Scheduled Principal | ||
Scheduled Debt Maturities | ||
Remainder of 2021 | 374 | |
2022 | 525 | |
2023 | 556 | |
2024 | 590 | |
2025 | 610 | |
Thereafter | 3,000 | |
Total debt, net | 5,655 | |
Balloon Payment | ||
Scheduled Debt Maturities | ||
Remainder of 2021 | 190,426 | |
2025 | 16 | |
Thereafter | 2,750,052 | |
Total debt, net | $ 2,940,494 |
Debt - Summary of Components of
Debt - Summary of Components of Interest Expense Related to Borrowings (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Non-cash interest expense: | ||
Amortization of deferred financing costs | $ 1,111 | $ 1,142 |
Amortization of debt discount, net | 886 | 1,224 |
Amortization of net losses related to interest rate swaps | 702 | 702 |
Total interest expense | 26,624 | 25,359 |
Revolving credit facilities | ||
Schedule Of Interest Expenses [Line Items] | ||
Facility fees | 500 | 400 |
Interest expense | 795 | 2,056 |
Term loans | ||
Schedule Of Interest Expenses [Line Items] | ||
Interest expense | 24 | |
Senior Unsecured Notes | ||
Schedule Of Interest Expenses [Line Items] | ||
Interest expense | 19,057 | 13,988 |
Mortgages payable | ||
Schedule Of Interest Expenses [Line Items] | ||
Interest expense | 2,264 | 3,013 |
Convertible Notes | ||
Schedule Of Interest Expenses [Line Items] | ||
Interest expense | $ 1,785 | $ 3,234 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) | 3 Months Ended | 5 Months Ended | 49 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2021 | Nov. 30, 2020 | Dec. 31, 2020 | |
Class Of Stock [Line Items] | ||||
Preferred stock, shares outstanding | 6,900,000 | 6,900,000 | 6,900,000 | |
Dividend rate | 6.00% | |||
Liquidation value (in USD per share) | $ 25 | $ 25 | ||
Dividend rate, quarterly basis (in USD per share) | 0.375 | |||
Dividend rate, annual basis (in USD per share) | $ 1.50 | |||
ATM Program, November 2016 | ||||
Class Of Stock [Line Items] | ||||
Common stock authorized | $ 500,000,000 | |||
Common stock sold | 8,800,000 | |||
Forward sale agreements, shares of common stock | 7,000,000 | |||
Number of remaining open forward sales agreements | 600,000 | 600,000 | ||
Final settlement date | Sep. 8, 2021 | |||
ATM Program, November 2016 | Weighted Average | ||||
Class Of Stock [Line Items] | ||||
Forward sale agreements, price per share | $ 36.17 | |||
ATM Program, November 2020 | ||||
Class Of Stock [Line Items] | ||||
Common stock authorized | $ 500,000,000 | |||
Common stock sold | 1,400,000 | 4,900,000 | ||
Forward sale agreements, shares of common stock | 4,900,000 | |||
Gross proceeds capacity remaining | $ 313,200,000 | $ 313,200,000 | ||
ATM Program, November 2020 | Tranche One | ||||
Class Of Stock [Line Items] | ||||
Number of remaining open forward sales agreements | 1,400,000 | 1,400,000 | ||
Final settlement date | Nov. 9, 2021 | |||
ATM Program, November 2020 | Tranche Two | ||||
Class Of Stock [Line Items] | ||||
Number of remaining open forward sales agreements | 2,100,000 | 2,100,000 | ||
Final settlement date | Dec. 2, 2021 | |||
ATM Program, November 2020 | Tranche Three | ||||
Class Of Stock [Line Items] | ||||
Number of remaining open forward sales agreements | 1,000,000 | 1,000,000 | ||
Final settlement date | Mar. 8, 2022 | |||
ATM Program, November 2020 | Weighted Average | ||||
Class Of Stock [Line Items] | ||||
Forward sale agreements, price per share | $ 38.17 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 17, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Equity [Abstract] | |||
Common stock, dividend per share (in USD per share) | $ 0.625 | $ 0.6250 | $ 0.6250 |
Common stock, total amount | $ 71,837 | $ 71,837 | $ 64,338 |
Preferred stock, dividend per share (in USD per share) | $ 0.375 | ||
Preferred stock, total amount | $ 2,588 | $ 2,588 | $ 2,588 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 3 Months Ended | |
Mar. 31, 2021USD ($)tenantclaimground_lease | Dec. 31, 2020USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | ||
Contingently liable amount of debt owed by tenant | $ 5,700,000 | $ 5,700,000 |
Number of tenants indemnified by | tenant | 1 | |
Accruals made for environmental remediation | $ 0 | |
Outstanding claims | claim | 0 | |
Total commitments | $ 194,300,000 | |
Total commitments relating to future acquisitions | 173,800,000 | |
Commitments expected to be funded in remainder of year | $ 184,100,000 | |
Operating lease renewal option | two | |
Operating lease renewal term | 5 years | |
Number of long-term non-cancelable ground leases | ground_lease | 4 | |
Operating lease, weighted average remaining lease term | 6 years 8 months 12 days | |
Operating lease, right-of-use assets | $ 4,300,000 | |
Operating lease liabilities | $ 6,000,000 |
Derivative and Hedging Activi_2
Derivative and Hedging Activities - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Sep. 30, 2019 | Dec. 31, 2020 | |
Derivative [Line Items] | ||||
Accumulated other comprehensive loss | $ (7,952) | $ (8,654) | ||
Amount reclassified as an increase to interest expense related to terminated hedges of existing floating-rate debt within the next 12 months | 2,800 | |||
Interest Expense | ||||
Derivative [Line Items] | ||||
Amount of loss reclassified from AOCL to interest expense | 700 | $ 700 | ||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Accumulated other comprehensive loss | $ 8,000 | |||
Designated as Hedging Instrument | Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Termination of interest rate swaps | $ 12,500 | |||
Deferred loss on termination of interest rate swaps | $ 12,300 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - Property | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Measurement Input, Price Per Square Foot | Minimum | Impact of COVID-19 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Price per square foot, discount rate | 0.00% | |
Measurement Input, Price Per Square Foot | Maximum | Impact of COVID-19 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Price per square foot, discount rate | 10.00% | |
Fair Value, Measurements, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Impairment of lease, expiration period (or less) | 60 days | |
Number Of Properties Accounted For At Fair Value | 9 | 23 |
Fair Value, Measurements, Nonrecurring | Fair Value Estimated Using Capitalization Rate | Measurement Input Capitalization Rate | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Number Of Properties Accounted For At Fair Value | 1 | |
Fair Value Input, capitalization rate | 10.06% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets at Fair Value on Nonrecurring Basis (Details) - Fair Value, Measurements, Nonrecurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets Held Impaired At March 31, 2021 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 5,339 | |
Assets Held Impaired At March 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 36,491 | |
Assets Held Impaired At June 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 8,055 | |
Assets Held Impaired At September 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 10,027 | |
Assets Held Impaired At December 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 14,259 | |
Level 1 | Assets Held Impaired At March 31, 2021 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 1 | Assets Held Impaired At March 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 1 | Assets Held Impaired At June 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 1 | Assets Held Impaired At September 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 1 | Assets Held Impaired At December 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 2 | Assets Held Impaired At March 31, 2021 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 2 | Assets Held Impaired At March 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 2 | Assets Held Impaired At June 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 2 | Assets Held Impaired At September 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 2 | Assets Held Impaired At December 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 0 | |
Level 3 | Assets Held Impaired At March 31, 2021 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 5,339 | |
Level 3 | Assets Held Impaired At March 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 36,491 | |
Level 3 | Assets Held Impaired At June 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 8,055 | |
Level 3 | Assets Held Impaired At September 30, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | 10,027 | |
Level 3 | Assets Held Impaired At December 31, 2020 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Impaired Fair Value Disclosure | $ 14,259 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Inputs of Long-Lived Assets Held and Used (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021ft²Property$ / ft² | Dec. 31, 2020ft²Property$ / ft² | |
Fair Value Estimated Using Listing Price or Broker Opinion of Value | Retail | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Number Of Properties Accounted For At Fair Value | Property | 6 | 11 |
Fair Value Estimated Using Listing Price or Broker Opinion of Value | Retail | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 24.67 | 16.67 |
Fair Value Estimated Using Listing Price or Broker Opinion of Value | Retail | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 353 | 338.98 |
Fair Value Estimated Using Listing Price or Broker Opinion of Value | Retail | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 42.87 | 43.32 |
Fair Value Estimated Using Listing Price or Broker Opinion of Value | Retail | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Square Footage | ft² | 76,968 | 577,945 |
Fair Value Estimated Using Comparable Properties | Retail | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Number Of Properties Accounted For At Fair Value | Property | 3 | 10 |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 29.35 | 4.35 |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 483.09 | 282.08 |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 51.62 | 57.62 |
Fair Value Estimated Using Comparable Properties | Retail | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Square Footage | ft² | 41,743 | 431,563 |
Fair Value Estimated Using Comparable Properties | Office | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Number Of Properties Accounted For At Fair Value | Property | 1 | |
Fair Value Estimated Using Comparable Properties | Office | Measurement Input, Price Per Square Foot | Minimum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 79.80 | |
Fair Value Estimated Using Comparable Properties | Office | Measurement Input, Price Per Square Foot | Maximum | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 103.79 | |
Fair Value Estimated Using Comparable Properties | Office | Measurement Input, Price Per Square Foot | Weighted Average | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Price per square foot | 89.25 | |
Fair Value Estimated Using Comparable Properties | Office | Measurement Input Square Footage | ||
Impaired Long Lived Assets Held Used And Held For Sale Properties [Line Items] | ||
Square Footage | ft² | 28,804 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Carrying Amount and Estimated Fair Value Of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loans, net | $ 177,309 | |
Senior Unsecured Notes, net | $ 2,715,814 | 1,927,348 |
Mortgages payable, net | 5,956 | 212,582 |
Convertible Notes, net | 189,992 | 189,102 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
2020 Term Loans, net | 177,884 | |
Senior Unsecured Notes, net | 2,821,832 | 2,122,409 |
Mortgages payable, net | 6,238 | 226,240 |
Convertible Notes, net | $ 195,627 | $ 194,124 |
Incentive Award Plan - Narrativ
Incentive Award Plan - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares withheld for taxes | 98 | ||
Value of shares surrendered for payment of federal and state with holding taxes | $ 3,843 | $ 2,349 | |
Unamortized stock-based compensation expense | 25,400 | $ 12,300 | |
General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 3,400 | $ 3,500 | |
Non-vested Shares of Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants in period (in shares) | 91 | ||
Deferred compensation expense | $ 3,400 | ||
Outstanding unvested shares | 239 | ||
Unamortized stock-based compensation expense | $ 8,000 | 6,400 | |
Market-Based Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants in period (in shares) | 170 | ||
Expected volatility | 42.80% | ||
Minimum required service period | 3 years | ||
Average volatility rate | 39.30% | ||
Risk free interest rate | 0.19% | ||
Market-based award, grant date fair value | $ 77.57 | ||
Accrued dividend rights | $ 1,500 | 2,300 | |
Shares released for awards | 700 | ||
Unamortized stock-based compensation expense | $ 17,400 | $ 5,900 | |
Market-Based Awards | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percent multiplier for shares granted | 0.00% | ||
Market-Based Awards | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percent multiplier for shares granted | 375.00% | ||
Market-Based Awards | Group of Industry Peers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Volatility rate, minimum | 29.50% | ||
Volatility rate, maximum | 64.20% |
Income Per Share - Schedule of
Income Per Share - Schedule of Reconciliation of the Numerator and Denominator Used in the Computation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Basic and diluted loss: | ||
Loss from continuing operations | $ (1,469) | $ (15,847) |
Less: dividends paid to preferred stockholders | (2,588) | (2,588) |
Less: dividends attributable to unvested restricted stock | (144) | (207) |
Net loss attributable to common stockholders used in basic and diluted loss per share | $ (4,201) | $ (18,642) |
Basic weighted average shares of common stock outstanding: | ||
Weighted average shares of common stock outstanding | 114,949,691 | 102,551,315 |
Less: unvested weighted average shares of restricted stock | (276,473) | (321,168) |
Basic weighted average shares of common stock outstanding | 114,673,218 | 102,230,147 |
Net loss per share attributable to common stockholders - basic | $ (0.04) | $ (0.18) |
Diluted weighted average shares of common stock outstanding: | ||
Diluted weighted average shares of common stock outstanding | 114,673,218 | 102,230,147 |
Net loss per share attributable to common stockholders - diluted | $ (0.04) | $ (0.18) |
Unsettled shares under open forward equity contracts | ||
Potentially dilutive shares of common stock related to: | ||
Dilutive shares | 411,074 | |
Non-vested Shares of Restricted Stock | ||
Potentially dilutive shares of common stock related to: | ||
Dilutive shares | 99,864 | 133,839 |
Market-Based Awards | ||
Potentially dilutive shares of common stock related to: | ||
Dilutive shares | 188,510 | 377,449 |
Income Per Share - Narrative (D
Income Per Share - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Potentially dilutive shares, convertible debt | 0 | 0 |
Related Party Transactions an_2
Related Party Transactions and Arrangements - Narrative (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Related Party Transaction [Line Items] | |
Related party fee income | $ 250 |
Spirit MTA REIT | |
Related Party Transaction [Line Items] | |
Cash inflow from SMTA from the spin-off | 300 |
Cash outflow to SMTA from the spin-off | 4 |
Asset Management Fees | Spirit MTA REIT | |
Related Party Transaction [Line Items] | |
Related party fee income | $ 300 |