Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 06, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Dividend Capital Diversified Property Fund Inc. | |
Entity Central Index Key | 1,327,978 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Class E | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 158,430,848 | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,389,239 | |
Class W | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,292,108 | |
Class I | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 21,968,417 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
ASSETS | |||
Investments in real property | $ 2,199,150 | $ 2,442,509 | |
Accumulated depreciation and amortization | (473,526) | (513,083) | |
Total net investments in real property | [1] | 1,725,624 | 1,929,426 |
Debt related investments, net | 56,548 | 94,951 | |
Total net investments | 1,782,172 | 2,024,377 | |
Cash and cash equivalents | 28,919 | 14,461 | |
Restricted cash | 19,026 | 27,452 | |
Other assets, net | 47,223 | 59,916 | |
Assets held for sale | [2] | 21,927 | |
Total Assets | 1,877,340 | 2,148,133 | |
Liabilities: | |||
Accounts payable and accrued expenses | 73,089 | 49,974 | |
Mortgage notes and other secured borrowings | [3] | 574,043 | 853,267 |
Unsecured borrowings | 250,000 | 345,000 | |
Intangible lease liabilities, net | 54,994 | 86,243 | |
Other liabilities | 26,371 | 47,789 | |
Liabilities associated with assets held for sale | 1,880 | ||
Total Liabilities | 978,497 | 1,384,153 | |
Stockholders' equity: | |||
Common stock, $0.01 par value; 1,000,000,000 shares authorized; 182,067,150 and 178,399,679 shares issued and outstanding, as of June 30, 2015 and December 31, 2014, respectively | [4] | 1,821 | 1,784 |
Additional paid-in capital | 1,607,115 | 1,586,444 | |
Distributions in excess of earnings | (802,620) | (893,791) | |
Accumulated other comprehensive loss | (9,405) | (10,120) | |
Total stockholders' equity | 796,911 | 684,317 | |
Noncontrolling interests | 101,932 | 79,663 | |
Total Equity | 898,843 | 763,980 | |
Total Liabilities and Equity | $ 1,877,340 | $ 2,148,133 | |
[1] | Includes approximately $83.3 million and $82.7 million, after accumulated depreciation and amortization, in consolidated real property variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. | ||
[2] | Includes other assets and restricted cash related to properties classified as held for sale in the accompanying balance sheet as of December 31, 2014. | ||
[3] | Includes approximately $58.8 million and $59.4 million in consolidated mortgage notes in variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. | ||
[4] | Includes 157,819,161 shares of Class E common stock, 1,362,971 shares of Class A common stock, 1,193,192 shares of Class W common stock, and 21,691,826 shares of Class I common stock issued and outstanding as of June 30, 2015, and 163,067,835 shares of Class E common stock, 1,187,215 shares of Class A common stock, 1,116,698 shares of Class W common stock, and 13,027,931 shares of Class I common stock issued and outstanding as of December 31, 2014. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||
Common stock, shares issued | 182,067,150 | 178,399,679 | [1] | |
Common stock, shares outstanding | [1] | 182,067,150 | 178,399,679 | |
Investment in real property | [2] | $ 1,725,624 | $ 1,929,426 | |
Class E | ||||
Common stock, shares issued | 157,819,161 | 163,067,835 | ||
Class A | ||||
Common stock, shares issued | 1,362,971 | 1,187,215 | ||
Class W | ||||
Common stock, shares issued | 1,193,192 | 1,116,698 | ||
Class I | ||||
Common stock, shares issued | 21,691,826 | 13,027,931 | ||
Variable interest entity investments | ||||
Investment in real property | $ 83,300 | $ 82,700 | ||
Mortgage notes | $ 58,800 | $ 59,400 | ||
[1] | Includes 157,819,161 shares of Class E common stock, 1,362,971 shares of Class A common stock, 1,193,192 shares of Class W common stock, and 21,691,826 shares of Class I common stock issued and outstanding as of June 30, 2015, and 163,067,835 shares of Class E common stock, 1,187,215 shares of Class A common stock, 1,116,698 shares of Class W common stock, and 13,027,931 shares of Class I common stock issued and outstanding as of December 31, 2014. | |||
[2] | Includes approximately $83.3 million and $82.7 million, after accumulated depreciation and amortization, in consolidated real property variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
REVENUE: | |||||
Rental revenue | $ 51,075 | $ 55,080 | $ 110,454 | $ 110,140 | |
Debt related income | 1,584 | 1,760 | 4,787 | 3,773 | |
Total Revenue | 52,659 | 56,840 | 115,241 | 113,913 | |
EXPENSES: | |||||
Rental expense | 13,407 | 11,796 | 28,536 | 25,143 | |
Real estate depreciation and amortization expense | 19,738 | 22,213 | 40,554 | 44,562 | |
General and administrative expenses | [1] | 3,123 | 3,125 | 5,861 | 5,944 |
Advisory fees, related party | 4,497 | 3,853 | 8,796 | 7,595 | |
Acquisition-related expenses | 179 | 252 | 602 | 252 | |
Impairment of real estate property | [2] | 224 | 1,624 | ||
Total Operating Expenses | 41,168 | 41,239 | 85,973 | 83,496 | |
Other Income (Expenses): | |||||
Interest and other income | 163 | 341 | 797 | 263 | |
Interest expense | (11,275) | (15,105) | (25,256) | (31,273) | |
Loss on extinguishment of debt and financing commitments | (272) | (1,168) | (63) | ||
Gain on sale of real property | [3] | 2,837 | 128,667 | 6,462 | |
Income from continuing operations | 107 | 3,674 | 132,308 | 5,806 | |
Discontinued operations | [4] | 142 | 29,999 | ||
Net Income | 107 | 3,816 | 132,308 | 35,805 | |
Net income attributable to noncontrolling interests | (37) | (330) | (8,655) | (4,880) | |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 70 | $ 3,486 | $ 123,653 | $ 30,925 | |
Net income per basic and diluted common share: | |||||
Continuing operations | $ 0 | $ 0.02 | $ 0.68 | $ 0.03 | |
Discontinued operations | 0 | 0.14 | |||
NET INCOME PER BASIC AND DILUTED COMMON SHARE | $ 0 | $ 0.02 | $ 0.68 | $ 0.17 | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | |||||
Basic | 183,157 | 177,529 | 181,247 | 177,202 | |
Diluted | 196,267 | 190,386 | 194,029 | 190,190 | |
Distributions declared per common share | $ 0.0896 | $ 0.0873 | $ 0.1793 | $ 0.1747 | |
[1] | Includes approximately $1.8 million and $1.6 million paid to our Advisor and its affiliates for reimbursable expenses during the three months ended June 30, 2015 and 2014, respectively, and approximately $3.5 million and $3.3 million paid to our Advisor and its affiliates for reimbursable expenses during the six months ended June 30, 2015 and 2014, respectively. | ||||
[2] | Includes approximately $125,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three and six months ended June 30, 2015. | ||||
[3] | Includes approximately $65,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three months ended June 30, 2014, and approximately $4.5 million and $328,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2015 and 2014, respectively. | ||||
[4] | Includes approximately $1.6 million paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2014. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
General and administrative expenses | [1] | $ 3,123,000 | $ 3,125,000 | $ 5,861,000 | $ 5,944,000 |
Impairment of real estate property | [2] | 224,000 | 1,624,000 | ||
Gains Losses On Sales Of Investment Real Estate | [3] | 2,837,000 | 128,667,000 | 6,462,000 | |
Discontinued operations | [4] | 142,000 | 29,999,000 | ||
Affiliated Entity [Member] | |||||
General and administrative expenses | $ 1,800,000 | 1,600,000 | 3,500,000 | 3,300,000 | |
Advisory Fees Related to the Disposition Of Real Properties [Member] | |||||
Impairment of real estate property | 125,000 | ||||
Gains Losses On Sales Of Investment Real Estate | $ 65,000 | $ 4,500,000 | 328,000 | ||
Discontinued operations | $ 1,600,000 | ||||
[1] | Includes approximately $1.8 million and $1.6 million paid to our Advisor and its affiliates for reimbursable expenses during the three months ended June 30, 2015 and 2014, respectively, and approximately $3.5 million and $3.3 million paid to our Advisor and its affiliates for reimbursable expenses during the six months ended June 30, 2015 and 2014, respectively. | ||||
[2] | Includes approximately $125,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three and six months ended June 30, 2015. | ||||
[3] | Includes approximately $65,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three months ended June 30, 2014, and approximately $4.5 million and $328,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2015 and 2014, respectively. | ||||
[4] | Includes approximately $1.6 million paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2014. |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Net Income | $ 107 | $ 3,816 | $ 132,308 | $ 35,805 |
Other Comprehensive (Loss) Income: | ||||
Net unrealized change from available-for-sale securities | (211) | |||
Unrealized change from cash flow hedging derivatives | 2,572 | (92) | 765 | 229 |
Comprehensive income | 2,679 | 3,724 | 133,073 | 35,823 |
Comprehensive income attributable to noncontrolling interests | (206) | (324) | (8,705) | (4,776) |
COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 2,473 | $ 3,400 | $ 124,368 | $ 31,047 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Distributions in Excess of Earnings | Accumulated Other Comprehensive (Loss) Income | Noncontrolling Interests | Total | |
Beginning Balances (in shares) at Dec. 31, 2014 | 178,400,000 | 178,399,679 | [1] | ||||
Beginning Balances at Dec. 31, 2014 | $ 1,784 | $ 1,586,444 | $ (893,791) | $ (10,120) | $ 79,663 | $ 763,980 | |
Comprehensive income (loss): | |||||||
Net income | 123,653 | 8,655 | 132,308 | ||||
Unrealized change from cash flow hedging derivatives | 710 | 55 | 765 | ||||
Common stock: | |||||||
Issuance of common stock, net of offering costs (in shares) | 10,289,000 | ||||||
Issuance of common stock, net of offering costs | $ 103 | 70,051 | 70,154 | ||||
Issuance of common stock, stock-based compensation plans (in shares) | 177,000 | ||||||
Issuance of common stock, stock-based compensation plans | $ 2 | 635 | 637 | ||||
Redemptions of common stock (in shares) | (6,799,000) | ||||||
Redemptions of common stock | $ (68) | (50,080) | (50,148) | ||||
Amortization of stock based compensation | 16 | 16 | |||||
Distributions declared on common stock | (32,482) | (32,482) | |||||
Noncontrolling interests: | |||||||
Contributions of noncontrolling interests | 16,517 | 16,517 | |||||
Distributions declared to noncontrolling interests | (2,316) | (2,316) | |||||
Redemptions of noncontrolling interests | 49 | 5 | (642) | $ (588) | |||
Ending Balances (in shares) at Jun. 30, 2015 | 182,067,000 | 182,067,150 | [1] | ||||
Ending Balances at Jun. 30, 2015 | $ 1,821 | $ 1,607,115 | $ (802,620) | $ (9,405) | $ 101,932 | $ 898,843 | |
[1] | Includes 157,819,161 shares of Class E common stock, 1,362,971 shares of Class A common stock, 1,193,192 shares of Class W common stock, and 21,691,826 shares of Class I common stock issued and outstanding as of June 30, 2015, and 163,067,835 shares of Class E common stock, 1,187,215 shares of Class A common stock, 1,116,698 shares of Class W common stock, and 13,027,931 shares of Class I common stock issued and outstanding as of December 31, 2014. |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | ||
OPERATING ACTIVITIES: | |||
Net Income | $ 132,308 | $ 35,805 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Real estate depreciation and amortization expense | 40,554 | 44,562 | |
Gain on disposition of real property | (128,667) | (36,140) | |
Impairment real estate property | [1] | 1,624 | |
Loss on extinguishment of debt and financing commitments | 1,168 | 63 | |
Other adjustments to reconcile net income to net cash provided by operating activities | 1,473 | 5,880 | |
Changes in operating assets and liabilities | (592) | (11,154) | |
Net cash provided by operating activities | 47,868 | 39,016 | |
INVESTING ACTIVITIES: | |||
Acquisition of real property | (132,221) | (12,316) | |
Capital expenditures in real property | (7,210) | (6,317) | |
Proceeds from disposition of real property | 323,030 | 96,602 | |
Principal collections on debt related investments | 30,394 | 23,330 | |
Other investing activities | (7,077) | (154) | |
Net cash provided by investing activities | 206,916 | 101,145 | |
FINANCING ACTIVITIES: | |||
Mortgage note principal repayments | (68,905) | (45,614) | |
Defeasance of mortgage note borrowings | (53,267) | ||
Net repayments of revolving line of credit borrowings | (75,000) | (30,000) | |
Repayment of term loan | (20,000) | ||
Repayment of other secured borrowings | (25,796) | (571) | |
Redemption of common shares | (27,412) | (27,821) | |
Distributions on common stock | (21,180) | (20,571) | |
Proceeds from sale of common stock | 62,138 | 28,236 | |
Offering costs for issuance of common stock | (2,577) | (2,193) | |
Distributions to noncontrolling interest holders | (2,193) | (7,222) | |
Other financing activities | (6,135) | (6,303) | |
Net cash used in financing activities | (240,327) | (112,059) | |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 14,457 | 28,102 | |
CASH AND CASH EQUIVALENTS, beginning of period | 14,461 | 24,778 | |
CASH AND CASH EQUIVALENTS, end of period | 28,919 | 52,880 | |
Supplemental Disclosure of Cash Flow Information: | |||
Cash paid for interest | 24,211 | 28,923 | |
Supplemental Disclosure of Noncash Investing and Financing Activities: | |||
Common stock issued pursuant to the distribution reinvestment plan | 10,585 | 10,411 | |
Issuances of OP Units for beneficial interests | 7,324 | ||
Non-cash investment in real property | 12,232 | ||
Non-cash principal collection on debt related investments | [2] | 11,228 | 7,125 |
Non-cash disposition of real property | [2] | 128,008 | 94,011 |
Non-cash repayment of mortgage note and other secured borrowings | [2] | $ 139,236 | $ 101,136 |
[1] | Includes approximately $125,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three and six months ended June 30, 2015. | ||
[2] | Represents the amount of sales proceeds and debt repayments from the disposition of real property or the repayment of borrowings that we did not receive or pay in cash, primarily due to the repayment or assumption of related borrowings by the purchaser or borrower at closing. |
Organization
Organization | 6 Months Ended |
Jun. 30, 2015 | |
Organization [Abstract] | |
Organization | 1. ORGANIZATION Dividend Capital Diversified Property Fund Inc. is a Maryland corporation formed on April 11, 2005 to invest in a diverse portfolio of real property and real estate related investments. As used herein, “the Company,” “we,” “our” and “us” refer to Dividend Capital Diversified Property Fund Inc. and its consolidated subsidiaries and partnerships except where the context otherwise requires. We operate in such a manner so as to qualify as a real estate investment trust (“REIT”) for federal income tax purposes, and we utilize an Umbrella Partnership Real Estate Investment Trust (“UPREIT”) organizational structure to hold all or substantially all of our assets through our operating partnership, Dividend Capital Total Realty Operating Partnership, L.P. (our “Operating Partnership”). We are the sole general partner of our Operating Partnership. In addition, we have contributed 100% of the proceeds received from our offerings of common stock to our Operating Partnership in exchange for partnership units (“OP Units”) representing our interest as a limited partner of the Operating Partnership. As of June 30, 2015 and December 31, 2014, we owned approximately 93.3% and 93.6% , respectively, of the limited partnership interests in our Operating Partnership, and the remaining limited partnership interests in our Operating Partnership were owned by third-party investors. Our Operating Partnership has classes of OP Units that correspond to our four classes of common stock: Class E OP Units, Class A OP Units, Class W OP Units, and Class I OP Units. As of June 30, 2015 and December 31, 2014, our Operating Partnership had issued and outstanding approximately 13.1 million and 12.1 million Class E OP Units held by third party investors, respectively, which represent limited partnership interests issued in connection with its private placement offerings. As of June 30, 2015 and December 31, 2014, such Class E OP Units had a maximum approximate redemption value of $96.5 million and $87.0 million, respectively, based on the most recent selling price of our common stock pursuant to our primary offering. Furthermore, during the six months ended June 30, 2015, we exercised our option to acquire, at fair value, previously sold fractional interests in a retail property in the Jacksonville, FL market for a combination of (i) approximately 1.0 million Class E OP Units issued at a price of $7.18 per OP Unit, representing approximately $7.3 million of the aggregate purchase price and (ii) approximately $783,000 in cash. The result of this activity was a net decrease in our financing obligations of approximately $17.9 million and a net increase in our noncontrolling interests of $16.2 million. Dividend Capital Total Advisors LLC (our “Advisor”), a related party, manages our day-to-day activities under the terms and conditions of an advisory agreement (as amended from time to time, the “Advisory Agreement”). Our Advisor and its affiliates receive various forms of compensation, reimbursements and fees for services relating to the investment and management of our real estate assets. We are currently offering shares of our common stock to the public pursuant to a public offering and to our stockholders pursuant to an amended and restated distribution reinvestment plan. During the six months ended June 30, 2015, we raised gross proceeds of approximately $74.8 million from the sale of approximately 10.3 million shares, including approximately $10.6 million raised through our distribution reinvestment plan. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Interim Financial Statements The accompanying interim condensed consolidated financial statements (herein referred to as “financial statements,” “balance sheets,” “statements of income,” “statement of equity,” or “statements of comprehensive income”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with the Securities and Exchange Commission (the “Commission”) instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial statements. Accordingly, these financial statements do not include all the information and disclosure required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments and eliminations, consisting only of normal recurring items necessary for their fair presentation in conformity with GAAP. Interim results are not necessarily indicative of operating results for a full year. The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with our audited financial statements and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2014, filed with the Commission on March 3, 2015. There have been no significant changes to the Company’s significant accounting policies during the six months ended June 30, 2015 other than the updates described below. Reclassifications Certain amounts included in the accompanying financial statements for 2014 have been reclassified to conform to the 2015 financial statements presentation. Statements of income amounts for properties disposed of or classified as held for sale as of December 31, 2013, have been reclassified to discontinued operations for all periods presented. Amounts in our segment disclosures in Note 10 reflect the reclassification of amounts related to properties that have been disposed of or classified as held for sale as of December 31, 2013. New Accounting Pronouncements In June 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update 2015-10 (“ASU 2015-10”), which (i) made technical corrections and improvements to ASC Topic 815, Derivatives and Hedging (“ASC Topic 815”), which became effective upon the issuance of ASU 2015-10, and (ii) made technical corrections and improvements to ASC Topic 820, Fair Value Measurement and Disclosures (“ASC Topic 820”), which is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015, with early adoption permitted, including adoption in an interim period. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. In April 2015, the FASB issued Accounting Standards Update 2015-03 (“ASU 2015-03”), which simplifies the presentation of debt issuance costs in financial statements. The guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs is not affected by this guidance. ASU 2015-03 is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015 and will require retrospective application. Early adoption is permitted for financial statements that have not been previously issued. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. In May 2014, the FASB issued Accounting Standards Update 2014-09 (“ASU 2014-09”), which provides new guidance outlining a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that supersedes most current revenue recognition guidance. This guidance requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, this guidance expands related disclosure requirements. The new guidance specifically excludes revenue associated with lease contracts. In June 2015, the FASB agreed to defer the effective date of this guidance for a year from the original effective date outlined in ASU 2014-09, and as a result, the guidance will be effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2017 and will require full or modified retrospective application. Early adoption is permitted for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. |
Investments in Real Property
Investments in Real Property | 6 Months Ended |
Jun. 30, 2015 | |
Investments in Real Property [Abstract] | |
Investments in Real Property | 3. INVESTMENTS IN REAL PROPERTY Currently, our consolidated investments in real property consist of investments in office, industrial and retail properties. The following tables summarize our consolidated investments in real property as of June 30, 2015 and December 31, 2014 (amounts in thousands): Real Property Land Building and Improvements Intangible Lease Assets Total Investment Amount Intangible Lease Liabilities Net Investment Amount As of June 30, 2015: Office $ $ $ $ $ $ Industrial Retail Total gross book value Accumulated depreciation/amortization — Total net book value $ $ $ $ $ $ As of December 31, 2014: Office (1) $ $ $ $ $ $ Industrial Retail Total gross book value Accumulated depreciation/amortization — Total net book value $ $ $ $ $ $ __________________ (1) Includes $4.1 million in land, $19.3 million in building and improvements, and $7.0 million in intangible lease assets before accumulated depreciation of $10.2 million, related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. Acquisitions The following table summarizes our acquisitions of real properties during the six months ended June 30, 2015 (dollar amounts and square footage in thousands): Real Property Market Property Type Number of Properties Date of Acquisition Acquired Ownership Acquisition Price Net Rentable Square Feet Percent Leased City View Austin, TX Office 1 April 24, 2015 100% $ South Cape Greater Boston (1) Retail 1 March 18, 2015 100% Rialto Austin, TX Office 1 January 15, 2015 100% Total 2015 real property acquisitions 3 $ __________________ (1) Our Greater Boston market comprises the greater metro area around Boston, MA. As of June 30, 2015, properties in our Greater Boston market are located in the following states: Massachusetts, Connecticut, New Hampshire, and Rhode Island. The following table summarizes the allocation of the fair value of our acquired real properties during the six months ended June 30, 2015 (dollar amounts in thousands): Weighted-average Amortization Period (Years) Real Property Land Building and Improvements Intangible Lease Assets Intangible Lease Liabilities Total Fair Value Prorations and Credits Contract Price Intangible Lease Assets Intangible Lease Liabilities City View $ $ $ $ $ $ $ South Cape — Rialto Total 2015 real property acquisitions $ $ $ $ $ $ $ For the three and six months ended June 30, 2015, our consolidated statements of income include aggregate revenue and net operating income (“NOI”) attributable to our acquired real properties during the six months ended June 30, 2015 as shown in the table below (amounts in thousands): For the Three Months Ended June 30, 2015 For the Six Months Ended June 30, 2015 Revenue NOI (1) Revenue NOI (1) Real Property City View $ $ $ $ South Cape Rialto Total $ $ $ $ __________________ (1) For a discussion as to why we view NOI to be an appropriate supplemental performance measure and a reconciliation to GAAP net income, refer to Note 10. Dispositions On March 11, 2015, we completed the sale of a portfolio of twelve wholly owned office and industrial properties comprising approximately 2.7 million net rentable square feet (the “Portfolio”) to an unrelated third party, for a gross sales price of approximately $398.6 million. We incurred closing costs and fees of approximately $7.8 million upon the closing of this transaction, including approximately $4.0 million in advisory fees related to the disposition of real property paid to our Advisor. See Note 5 for information regarding financing related to the disposition of the Portfolio. During the six months ended June 30, 2015, we disposed of the following properties (dollar amounts and square footage in thousands): Type of Property Market DPF Ownership Building Square Feet Disposition Date Contract Sales Price Gain on Sale Retail Pittsburgh, PA 100% May 5, 2015 $ $ — Office and Industrial Portfolio (1) Various (1) 100% March 11, 2015 Office Dallas, TX 100% January 16, 2015 $ $ __________________ (1) The Portfolio includes (i) six office properties comprising 1.1 million net rentable square feet located in the following markets: Los Angeles, CA ( three properties, of which one disposed property was a single building from a two -building office property), Northern New Jersey, Miami, FL, and Dallas, TX, and (ii) six industrial properties comprising 1.6 million net rentable square feet located in the following markets: Los Angeles, CA, Dallas, TX, Cleveland, OH, Chicago, IL, Houston, TX, and Denver, CO. For the three and six months ended June 30, 2015, our consolidated statements of income include $0 and $6.3 million of aggregate revenue, respectively, and $0 and $6.1 million of NOI attributable to the Portfolio. For the three and six months ended June 30, 2014, our consolidated statements of income include $8.6 million and $16.9 million of aggregate revenue, respectively, and $8.4 million and $16.6 million of NOI, respectively, attributable to the Portfolio. Assets Held for Sale We did not have any assets or related liabilities classified as held for sale as of June 30, 2015. As of December 31, 2014, we had agreed to dispose of an office property to an unrelated third party. Accordingly, the assets and liabilities related to this property were classified as held for sale in the accompanying balance sheet as of December 31, 2014. We sold the property on January 16, 2015. The following table summarizes the carrying amounts of the major classes of assets and liabilities classified as held for sale as of December 31, 2014 (amounts in thousands): As of December 31, 2014 Land $ Building and improvements Intangible lease assets Accumulated depreciation Other assets, net Assets held for sale $ Other liabilities Liabilities related to assets held for sale $ Real Property Impairment During the three and six months ended June 30, 2015, we recorded $224,000 and $1.6 million of impairment charges, respectively, related to one of our wholly-owned retail properties in the Pittsburgh, PA market, which was classified as held for sale as of March 31, 2015. As of March 31, 2015, the net book value of this retail property exceeded our estimate of the fair value of the property less the cost to sell by $1.4 million. Accordingly, we recorded an impairment to reduce the net book value of the property to our estimate of its fair value less the cost to sell. During the three months ended June 30, 2015, we recorded an additional impairment of $224,000 related to this retail property primarily due to additional capital expenditures and transaction costs incurred during the three months ended June 30, 2015. Discontinued Operations We present the results of operations and the respective aggregate net gains (losses), of (i) any property or group of properties that were disposed or classified as held for sale as of December 31, 2013 when the operations and cash flows have been (or will be) eliminated from our ongoing operations and we will not have any significant continuing involvement, and (ii) any property or group of properties, the disposal of which would represent a strategic shift that has (or will have) a major effect on our operations and financial results, when such property (or group of properties) have been disposed of or classified as held for sale, as discontinued operations in our accompanying statements of income. Interest expense is included in discontinued operations only if it is directly attributable to these operations or properties. Discontinued operations for the three and six months ended June 30, 2014 include the results of operations and net gain on the disposition of 12 properties classified as held for sale as of December 31, 2013. Properties sold or classified as held for sale after December 31, 2013 are not classified as discontinued operations unless the sale or classification as held for sale meets the new accounting requirements pursuant to Accounting Standards Update 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, issued by the FASB in April 2014. We did not have any discontinued operations for the three and six months ended June 30, 2015. The following table summarizes amounts recorded as discontinued operations for the three and six months ended June 30, 2014 (amounts in thousands): For the Three Months Ended June 30, 2014 For the Six Months Ended June 30, 2014 Revenues $ $ Rental expense Interest expense — Other expenses Income from discontinued operations Gain on disposition Discontinued operations Discontinued operations attributable to noncontrolling interests Discontinued operations attributable to common stockholders $ $ We did not record any capital expenditures related to our discontinued operations during the three or six months ended June 30, 2014. We did not record any significant operating or investing noncash items related to our discontinued operations during the three months ended June 30, 2014. The following table summarizes significant operating and investing noncash items related to our discontinued operations for the six months ended June 30, 2014 (amounts in thousands): For the Six Months Ended June 30, 2014 Noncash items: Straight-line rent adjustments $ Non-cash disposition of real property Rental Revenue The following table summarizes the adjustments to rental revenue related to the amortization of above-market lease assets, below-market lease liabilities, and straight-line rental adjustments for the three and six months ended June 30, 2015 and 2014. In addition, the following table summarizes tenant recovery income received from tenants for real estate taxes, insurance and other property operating expenses and recognized as rental revenue (amounts in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Straight-line rent adjustments $ $ $ $ Above-market lease assets Below-market lease liabilities Total increase to rental revenue $ $ $ $ Tenant recovery income (1) $ $ $ $ __________________ (1) Tenant recovery income presented in this table excludes real estate taxes that were paid directly by our tenants that are subject to triple net lease contracts. Such payments totaled approximately $1.5 million and $3.1 million during the three months ended June 30, 2015 and 2014, respectively, and approximately $4.1 million and $6.2 million during the six months ended June 30, 2015 and 2014, respectively. Concentration of Credit Risk Concentration of credit risk with respect to our sources of revenue currently exists due to a number of tenants whose rental payments to us make up a relatively high percentage of our rental revenue. The following is a summary of the top five tenants as a percentage of consolidated annual base rent and square feet as of June 30, 2015 (dollar amounts and square feet in thousands): Tenant Locations Industry Annualized Base Rent (1) % of Total Annualized Base Rent Square Feet % of Total Portfolio Square Feet Charles Schwab & Co., Inc. Securities, Commodities, Fin. Inv./Rel. Activities $ Sybase Publishing Information (except Internet) Northrop Grumman Professional, Scientific and Technical Services Stop & Shop Food and Beverage Stores Novo Nordisk Chemical Manufacturing $ __________________ (1) Annualized base rent represents the annualized monthly base rent of executed leases as of June 30, 2015. Rental revenue from our lease with Charles Schwab & Co., Inc., as master tenant of one of our office properties, represented approximately $13.0 million, or 11.3% , of our total revenue for the six months ended June 30, 2015. Our properties in Massachusetts, New Jersey, California, Texas, and Virginia accounted for approximately 20% , 17% , 16% , 12% , and 10% , respectively, of our total gross investment in real property portfolio as of June 30, 2015. A deterioration of general economic or other relevant conditions, changes in governmental laws and regulations, acts of nature, demographics or other factors in any of those states or the geographical region in which they are located could result in the loss of a tenant, a decrease in the demand for our properties and a decrease in our revenues from those markets, which in turn may have a disproportionate and material adverse effect on our results of operations and financial condition. |
Debt Related Investments
Debt Related Investments | 6 Months Ended |
Jun. 30, 2015 | |
Debt Related Investments [Abstract] | |
Debt Related Investments | 4. DEBT RELATED INVESTMENTS As of June 30 , 2015 and December 31, 2014, we had invested in seven and 11 debt related investments, respectively. The weighted average maturity of our debt related investments structured as mortgage notes as of June 30 , 2015 was 3.1 years, based on our recorded net investments. As discussed in Note 11, we received full repayment of a mezzanine debt investment s ubsequent to June 30, 2015. The following table describes our debt related income for the three and six months ended June 30 , 2015 and 2014 (dollar amounts in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Weighted Average Yield as of Investment Type 2015 2014 2015 2014 June 30, 2015 (1) Mortgage notes (2) $ $ $ $ 5.8% Mezzanine debt 16.7% Total $ $ $ $ 10.0% __________________ (1) Weighted average yield is calculated on an unlevered basis using the amount invested, current interest rates and accretion of premiums or discounts realized upon the initial investment for each investment type as of June 30, 2015. As of June 30, 2015, all of our debt related investments bear interest at fixed rates. (2) We had three debt related investments repaid in full during the six months ended June 30, 2015 and 2014. During the three and six months ended June 30, 2015 and 2014, amounts recorded include early repayment fees received and accelerated amortization of origination fees offset by accelerated amortization of deferred due diligence costs related to certain of these repayments. Repayments During the six months ended June 30 , 2015, we received full repayment s of three debt related investment s , which were structured as mortgage note s . We received cash proceeds from the repayment s of approximately $31.0 million, which comprised principal repayment s of $41.1 million and an early repayment fee of $1.1 million, partially offset by the repayment s of borrowing s secured by these and other debt related investment s of approximately $11.2 million. Impairment We review each of our debt related investments on a quarterly basis, and more frequently when such an evaluation is warranted, to determine if impairment exists. Accordingly, we do not group our debt related investments into classes by credit quality indicator. A debt related investment is impaired when, based on current information and events (including economic, industry and geographical factors), it is probable that we will be unable to collect all amounts due, both principal and interest, according to the contractual terms of the agreement. When an investment is deemed impaired, the impairment is measured based on the expected future cash flows discounted at the investment’s effective interest rate. As a practical expedient, we may measure impairment based on the fair value of the collateral of an impaired collateral-dependent debt related investment. Regardless of the measurement method, we measure impairment based on the fair value of the collateral when it is determined that foreclosure is probable. We had recorded an allowance for loan loss of $3.0 million as of December 31, 2014. Based on our review during the three months ended June 30, 2015, we determined that the impaired debt related investment did not have any value and therefore recorded a direct write-off of the allowance for loan loss of $3.0 million. We did not record any current period provision for loan loss or recoveries of amounts previously charged off during the three and six months ended June 30, 2015. We had one B-note debt related investment on non-accrual status as of December 31, 2014. We did not have any debt related investment on non-accrual status as of June 30, 2015. When a debt related investment is on non-accrual status, we record income on the investment using the cash basis of accounting. All of our debt related investments that were past due 90 days or more were on non-accrual status as of December 31, 2014. As of December 31, 2014, we had one impaired debt related investment with an unpaid principal balance of approximately $3.0 million. The following table describes our recorded investment in debt related investments before allowance for loan loss, and the related allowance for loan loss (amounts in thousands): Debt Related Investments Individually Evaluated for Impairment as of June 30, 2015 December 31, 2014 Debt related investments $ $ Less: Allowance for loan losses — Total $ $ As of December 31, 2014, o ur imp aired debt related investment was a subordinate debt related investment. As of December 31, 2014, we had a gross recorded investment in impaired debt related investments of $3.0 million, with a related allowance for loan loss of $3.0 million. As of June 30 , 2015 and December 31, 2014, we did not have any impaired loans for which we have not recorded an allowance for loan loss. We did not record any interest income related to our impaired debt related investment during the three and six months ended June 30 , 2015 or 2014. |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Debt Obligations [Abstract] | |
Debt Obligations | 5. DEBT OBLIGATIONS The following table describes our borrowings as of June 30, 2015 and December 31, 2014 (dollar amounts in thousands): Weighted Average Stated Interest Rate as of Outstanding Balance as of (1) Gross Investment Amount Securing Borrowings as of (2) June 30, 2015 December 31, 2014 June 30, 2015 December 31, 2014 June 30, 2015 December 31, 2014 Fixed-rate mortgages 5.9% 5.8% $ $ $ $ Floating-rate mortgages (3) 3.2% 3.2% Total mortgage notes 5.9% 5.8% Repurchase facility (4) N/A 2.8% — — Total secured borrowings 5.9% 5.6% Line of credit (5) (6) N/A 2.6% — N/A N/A Term loans (5) (7) 2.2% 2.7% N/A N/A Total unsecured borrowings 2.2% 2.7% N/A N/A Total borrowings 4.8% 4.8% $ $ N/A N/A __________________ (1) Amounts are presented on a GAAP basis and are net of (i) unamortized premiums to the face value of our outstanding fixed-rate mortgages of $1.4 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively, and (ii) GAAP principal amortization related to troubled debt restructurings of $2.7 million and $2.3 million as of June 30, 2015 and December 31, 2014, respectively. (2) “Gross Investment Amount” as used here and throughout this document represents the allocated gross basis of real property and debt related investments, after certain adjustments. Gross Investment Amount for real property (i) includes the effect of intangible lease liabilities, (ii) excludes accumulated depreciation and amortization, and (iii) includes the impact of impairments. Amounts reported for debt related investments represent our net accounting basis of the debt related investments, which includes (i) unpaid principal balances, (ii) unamortized discounts, premiums, and deferred charges, and (iii) allowances for loan loss. (3) As of June 30, 2015 and December 31, 2014, our floating rate mortgage note was subject to an interest rate spread of 3.00% over one-month LIBOR. (4) As of December 31, 2014, borrowings under our repurchase facility were subject to interest at a floating rate of 2.25% over one-month LIBOR. However, we had effectively fixed the interest rate of the borrowings using interest rate swaps at 2.84% for the term of the borrowings. (5) As of June 30, 2015, we had entered into interest rate swap agreements with total notional of $333.8 million which we entered into to fix the LIBOR component of the interest rate of our unsecured borrowings. Of these swaps, $200.0 million mature in December 2016 and fix the LIBOR rate at 0.64% , $33.8 million mature in May 2017 and fix the LIBOR rate at 0.59% , and $100.0 million mature in January 2022 and fix the LIBOR rate at 1.96% . We are obligated to pay our counterparties under these swap agreements regardless of the level of the related borrowings. (6) As of December 31, 2014, borrowings under our line of credit were subject to interest at a floating rate of 1.75% over one-month LIBOR. However, we had effectively fixed the interest rate of approximately $30.0 million of the total of $75.0 million in borrowings using interest rate swaps at 3.60% , resulting in a weighted average interest rate on the total line of credit of 2.56% . (7) As of June 30, 2015 and December 31, 2014, borrowings under our term loans were subject to interest at weighted average floating rate s of 1.47% and 1.70% , respectively, over one-month LIBOR. However, we had effectively fixed the interest rate s of the borrowings using interest rate swaps at 2.22% and 2.69% as of June 30, 2015 and December 31, 2014, respectively. As of June 30, 2015, nine mortgage notes were interest-only and 13 mortgage notes were fully amortizing with outstanding principal balances of approximately $273.8 million and $301.5 million, respectively. None of our mortgage notes are recourse to us. Assumption and Defeasance of Mortgage Note As discussed in Note 3, we completed the sale of the Portfolio on March 11, 2015. Upon the disposition of the Portfolio, the buyer assumed approximately $128.0 million of a mortgage note borrowing, which is scheduled to mature in July 2020 and bears interest at 5.46% . In addition, we were released of our obligations on $44.8 million of the mortgage note borrowing that was not assumed by the buyer through a defeasance process. Accordingly, we incurred defeasance costs of approximately $8.6 million, which are included within gain on sale of real property in the accompanying statements of income. Upon such defeasance, we derecognized the associated borrowing, which was assumed by an unrelated successor borrower. Repayment of Mortgage Notes an d Repurchase Facility During the six months ended June 30, 2015, we repaid four mortgage note borrowings in full prio r to their scheduled maturities and repaid the borrowings under our repurchase facility in full using proceeds from our term loans and our revolving credit facility as discussed below. The following table describes our repayment of the borrowings during the six months ended June 30, 2015 (dollar amounts in thousands): Debt Obligation Repayment Date Balance Repaid Stated Interest Rate (1) Contractual Maturity Date Collateral Type Collateral Market Campus Road April 10, 2015 $ 4.75% July 10, 2015 Office Property Princeton, NJ Mansfield April 1, 2015 6.03% October 1, 2015 Retail Property Greater Boston Orleans January 2, 2015 6.02% July 1, 2015 Retail Property Greater Boston Whitman January 2, 2015 6.02% July 1, 2015 Retail Property Greater Boston Total/weighted average mortgage notes 5.35% Repurchase facility May 29, 2015 2.84% May 29, 2015 Debt Related Investments Various Total/weighted average borrowings $ 4.42% __________________ (1) We had effectively fixed the stated interest rates of certain of our borrowings by using interest rate swaps. Recast of Credit Facility On January 13, 2015 , we amended and restated our $620 million senior unsecured term loan and revolving line of credit (the “Old Facility”) to provide for a $550 million senior unsecured term loan and revolving line of credit (the “Amended Facility”) with a syndicate of 14 lenders led by Bank of America, N.A., as Administrative Agent. The Amended Facility provides us with the ability from time to time to increase the size of the Amended Facility up to a total of $900 million less the amount of any prepayments under the term loan component of the Amended Facility, subject to receipt of lender commitments and other conditions. Because many members of the lending group participated as lenders in the Old Facility, the credit agreement for the Amended Facility is an amended and restated form of the credit agreement for the Old Facility. The $550 million Amended Facility consists of a $400 million revolving credit facility (the “Revolving Credit Facility”) and a $150 million term loan (the “$150 Million Term Loan”). The Revolving Credit Facility contains a sublimit of $50 million for letters of credit and a sublimit of $50 million for swing line loans. The primary interest rate for the Revolving Credit Facility is based on LIBOR, plus a margin ranging from 1.40% to 2.30% , depending on our consolidated leverage ratio. The maturity date of the Revolving Credit Facility is January 31, 2019 and contains one 12 -month extension option that we may exercise upon (i) payment of an extension fee equal to 0.15% of the sum of the amount outstanding under the Revolving Credit Facility and the unused portion of the Revolving Credit Facility at the time of the extension, and (ii) compliance with the other conditions set forth in the credit agreement. The primary interest rate within the $150 Million Term Loan is based on LIBOR, plus a margin ranging from 1.35% to 2.20% , depending on our consolidated leverage ratio. The maturity date of the $150 Million Term Loan is January 31, 2018 and contains two 12 -month extension options that we may exercise upon (i) payment of an extension fee equal to 0.125% of the sum of the amount outstanding under the $150 Million Term Loan at the time of each extension, and (ii) compliance with the other conditions set forth in the credit agreement. Borrowings under the Amended Facility are available for general business purposes including, but not limited to, refinancing of existing indebtedness and financing the acquisition of permitted investments, including commercial properties. Upon entering into the Amended Facility on January 13, 2015, we borrowed $280 million on the Revolving Credit Facility and $100 million on the $150 Million Term Loan. We primarily used the proceeds from the Amended Facility to repay $380 million of outstanding bor rowings under the Old Facility. We accounted for the amendment and restatement of the Old Facility as a modification of debt, and recognized approximately $896,000 within loss on extinguishment of debt and financing commitments during the six months ended June 30, 2015, primarily resulting from the write-off of a portion of the deferred financing costs incurred in connection with the issuance of the Old Facility. Term Loan Credit Agreement On February 27, 2015 , we entered into a $200 million seven -year term loan credit agreement (the “$200 Million Term Loan”) with a syndicate of six lenders led by Wells Fargo Bank, National Association as Administrative Agent and Regions Bank as Syndication Agent. The primary interest rate within the $200 Million Term Loan is based on LIBOR, plus a margin ranging from 1.65% to 2.55% , depending on our consolidated leverage ratio. The maturity date of the $200 Million Term Loan is February 27, 2022 with no extension options. Borrowings under the $200 Million Term Loan are available for general business purposes including, but not limited to financing the acquisition of permitted investments, including commercial properties. Pursuant to the terms of the $200 Million Term Loan, we may draw up to the maximum $200.0 million on or before August 26, 2015. As of June 30, 2015, we had outstanding borrowings of $150.0 million under the $150 Million Term Loan component of our Amended Facility and did not have any outstanding borrowings under the Revolving Credit Facility component of our Amended Facility. As of June 30, 2015, we had outstanding borrowings of $100.0 million under the $200 Million Term Loan. As of June 30, 2015, the unused portion of our Amended Facility and our $200 Million Term Loan collectively was approximately $497.8 million, of which approximately $450.0 million was available due to covenant constraints. As of December 31, 2014, we had outstanding borrowings of $270.0 million and $75.0 million under the term loan and revolving credit facility components of the Old Facility, respectively, and $189.4 million was available for us to borrow due to covenant constraints under the revolving credit facility component of the Old Facility. The following table reflects our contractual debt maturities as of June 30, 2015, specifically our obligations under secured borrowings and unsecured borrowings (dollar amounts in thousands): As of June 30, 2015 Mortgage Notes and Other Secured Borrowings Unsecured Borrowings Total Year Ending December 31, Number of Borrowings Maturing Outstanding Principal Balance Number of Borrowings Maturing Outstanding Principal Balance (1) Outstanding Principal Balance (2) 2015 1 $ — $ — $ 2016 12 — — 2017 6 — — 2018 — 1 2019 — — — 2020 — — — 2021 — — — 2022 1 1 2023 — — — 2024 — — — Thereafter 2 — — Total 22 $ 2 $ $ __________________ (1) Unsecured borrowings presented include (i) borrowings under the $150 Million Term Loan of $150.0 million, which are scheduled to mature in 2018, subject to two one-year extension options, and (ii) borrowings under the $200 Million Term Loan of $100.0 million, which are scheduled to mature in 2022 with no extension options. (2) Outstanding balance represents expected cash outflows for contractual amortization and scheduled balloon payment maturities and does not include the GAAP principal amortization of our restructured mortgage note of approximately $2.7 million that does not reduce the contractual amount due of the related mortgage note as of June 30, 2015, partially offset by the mark-to-market premium on assumed debt of $1.4 million as of June 30, 2015. |
Derivatives And Hedging Activit
Derivatives And Hedging Activities | 6 Months Ended |
Jun. 30, 2015 | |
Derivatives And Hedging Activities [Abstract] | |
Derivatives And Hedging Activities | 6. DERIVATIVES AND HEDGING ACTIVITIES Risk Management Objective of Using Derivatives We maintain risk management control systems to monitor interest rate risk attributable to both our outstanding and forecasted debt obligations. We generally seek to limit the impact of interest rate changes on earnings and cash flows by selectively utilizing derivative instruments to hedge exposures to changes in interest rates on loans secured by our assets. While this hedging strategy is designed to minimize the impact on our net income and cash provided by operating activities from changes in interest rates, the overall returns on our investments may be reduced. Our board of directors has established policies and procedures regarding our use of derivative instruments for hedging or other purposes to achieve these risk management objectives. Cash Flow Hedges of Interest Rate Risk Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps and caps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium payment. We have entered into and plan to enter into certain interest rate derivatives with the goal of mitigating our exposure to adverse fluctuations in the interest payments on our one-month LIBOR-indexed debt. Certain of our floating rate borrowings are not hedged and therefore, to an extent, we have ongoing exposure to interest rate movements. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges under ASC Topic 815 is recorded in accumulated other comprehensive income (loss) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the next 12 months, we estimate that approximately $2.1 million will be reclassified as an increase to interest expense related to active effective hedges of existing floating-rate debt , and we estimate that approximately $1.8 million will be reclassified as an increase to interest expense related to effective forward started interest rate swaps where the hedging instrument has been terminated . The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. The table below presents a reconciliation of the beginning and ending balances, between December 31, 2014 and June 30, 2015, of our accumulated other comprehensive loss (“OCI”), net of amounts attributable to noncontrolling interests related to the effective portion of our cash flow hedges as presented on our financial statements, as well as amounts related to our available-for-sale securities (amounts in thousands): Gains and Losses on Cash Flow Hedges Unrealized Losses on Available-For- Sale Securities Accumulated Other Comprehensive Loss Beginning balance as of December 31, 2014: $ $ $ Other comprehensive income: Amortization of OCI into interest expense (effective portion) (net of tax benefit of $0) — Change in fair value recognized in OCI (effective portion) (net of tax benefit of $0) — Net current-period other comprehensive income — Attribution of and other adjustments to OCI attributable to noncontrolling interests — Ending balance as of June 30, 2015: $ $ $ Fair Values of Derivative Instruments The table below presents the gross fair value of our derivative financial instruments as well as their classification on our accompanying balance sheets as of June 30, 2015 and December 31, 2014 (amounts in thousands): Fair Value of Asset Derivatives as of Fair Value of Liability Derivatives as of Balance Sheet June 30, December 31, Balance Sheet June 30, December 31, Location 2015 2014 Location 2015 2014 Derivatives designated as hedging instruments under ASC Topic 815 Interest rate contracts Other assets, net (1 ) $ $ Other liabilities ( 1) $ $ Total derivatives $ $ $ $ __________________ (1) Although our derivative contracts are subject to master netting arrangements which serve as credit mitigants to both us and our counterparties under certain situations, we do not net our derivative fair values or any existing rights or obligations to cash collateral on the consolidated balance sheet. The majority of the inputs used to value our derivative instruments fall within Level 2 of the fair value hierarchy. However, the credit valuation adjustments associated with our derivative instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of potential default by us and our counterparties. As of June 30, 2015, we had assessed the significance of the impact of the credit valuation adjustments and had determined that it was not significant to the overall valuation of our derivative instruments. As a result, we have determined that the significant inputs for all of our derivative valuations are classified in Level 2 of the fair value hierarchy. Designated Derivatives As of June 30, 2015 and December 31, 2014, we had 11 outstanding interest rate swaps that were designated as cash flow hedges of interest rate risk, with a total notional amount of $333.8 million and $339.2 million, respectively. In addition, as of June 30, 2015, we had two interest rate swaps, which will become effective in December 2016 and mature in January 2020, with a total notional amount of $100.0 million that were designated as cash flow hedges of interest rate risk. Non-Designated Derivatives Derivatives not designated as hedges are not speculative and are used to hedge our exposure to interest rate movements and other identified risks but do not meet hedge accounting requirements. As of both June 30, 2015 and December 31, 2014 , we did not have any outstanding derivatives that were not designated as hedges. Effect of Derivative Instruments on the Statements of Comprehensive Income The table below presents the effect of our derivative financial instruments on our accompanying financial statements for the three and six months ended June 30, 2015 and 2014 (amounts in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Derivatives Designated as Hedging Instruments Derivative type Interest rate contracts Interest rate contracts Interest rate contracts Interest rate contracts Amount of gain (loss) recognized in OCI (effective portion) $ $ $ $ Location of loss reclassified from accumulated OCI into income (effective portion) Interest expense Interest expense Interest expense Interest expense Amount of loss reclassified from accumulated OCI into income (effective portion) $ $ $ $ Location of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) Interest and other income (expense) Interest and other income (expense) Interest and other income (expense) Interest and other income (expense) Amount of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) $ $ $ $ |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments | 7. FAIR VALUE OF FINANCIAL INSTRUMENTS We are required to disclose an estimate of fair value of our financial instruments for which it is practicable to estimate the value. The fair value of a financial instrument is the amount at which such financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. For certain of our financial instruments, fair values are not readily available since there are no active trading markets as characterized by current exchanges between willing parties. Accordingly, we derive our estimated fair value using various valuation techniques, such as computing the present value of estimated future cash flows using discount rates commensurate with the risks involved. However, the determination of estimated cash flows may be subjective and imprecise and changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In that regard, the fair value estimates may not be substantiated by comparison to independent markets, and in many cases, may not be realized in immediate settlement of the instrument. ASC Topic 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC Topic 820 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements; accordingly, the standard does not require any new fair value measurements of reported balances. ASC Topic 820 emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC Topic 820 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liabilities, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. We use the framework established in ASC Topic 820 to measure the fair value of our financial instruments as disclosed in the table below. The fair values estimated below are indicative of certain interest rate and other assumptions as of June 30, 2015 and December 31, 2014, and may not take into consideration the effects of subsequent interest rate or other assumption fluctuations, or changes in the values of underlying collateral. The fair values of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued expenses approximate their carrying values because of the short-term nature of these instruments. The carrying amounts and estimated fair values of our other financial instruments as of June 30, 2015 and December 31, 2014 were as follows (amounts in thousands): As of June 30, 2015 As of December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets: Investments in real estate securities $ $ $ $ Fixed-rate debt related investments, net Floating-rate debt related investments, net — — Derivative instruments Liabilities: Fixed-rate mortgage notes $ $ $ $ Floating-rate mortgage notes Floating-rate other secured borrowings — — Floating-rate unsecured borrowings Derivative liabilities The methodologies used and key assumptions made to estimate fair values of the financial instruments, other than derivatives disclosed in Note 6, described in the above table are as follows: Debt Related Investments — The fair value of our performing debt related investments are estimated using a discounted cash flow methodology. This method discounts estimated future cash flows using rates management determines best reflect current market interest rates that would be offered for loans with similar characteristics and credit quality. Credit spreads and market interest rates used to determine the fair value of these instruments are based on unobservable Level 3 inputs which management has determined to be its best estimate of current market values. Mortgage Notes and Other Secured Borrowings Carried at Amortized Cost — The fair value of our mortgage notes and other secured borrowings are estimated using a discounted cash flow analysis, based on our estimate of market interest rates. Credit spreads relating to the underlying instruments are based on unobservable Level 3 inputs, which we have determined to be our best estimate of current market spreads of similar instruments. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. RELATED PARTY TRANSACTIONS Our day-to-day activities are managed by our Advisor, a related party, under the terms and conditions of the Advisory Agreement. Our Advisor is considered to be a related party as certain indirect owners and employees of our Advisor serve as two of our directors and all of our executive officers. The responsibilities of our Advisor cover all facets of our business, and include the selection and underwriting of our real property and debt related investments, the negotiations for these investments, the asset management and financing of these investments and the oversight of real property dispositions. Dividend Capital Securities LLC, which we refer to as the “Dealer Manager,” is distributing the shares of our common stock in our public o ffering on a “best efforts” basis. The Dealer Manager is an entity related to the Advisor and is a member of the Financial Industry Regulatory Authority, Inc., or FINRA. The Dealer Manager coordinates our distribution effort and manages our relationships with participating broker-dealers and financial advisors and provides assistance in connection with compliance matters relating to marketing our public o ffering. The Company and the Dealer Manager previously entered into a certain Amended and Restated Dealer Manager Agreement dated February 8, 2013, as amended by Amendment No. 1 dated May 31, 2013 (“Amendment No. 1”), Amendment No. 2 dated June 26, 2013 and Amendment No. 3 dated March 20, 2014. Amendment No. 1 provides that from time to time we may pay the Dealer Manager a primary dealer fee in the amount of up to 5.0% of the gross proceeds raised from the sale of Class I shares in the primary portion of our public o ffering, provided that the total gross proceeds raised with respect to which the primary dealer fee will apply may not exceed $300,000,000 . Pursuant to this amendment, the Dealer Manager retains 0.5% of such gross proceeds and reallows the remainder of the primary dealer fee to the participating broker-dealers involved in selling such Class I shares based on the portion of the gross proceeds raised from their customers. The primary dealer fee is considered underwriting compensation (as defined in accordance with, and subject to the underwriting compensation limits of, applicable FINRA rules). On March 26, 2015, we notified the Dealer Manager that we would pay a primary dealer fee in the amount of up to 5.0% of the gross proceeds raised from the sale of Class I shares in the primary portion of our public o ffering from March 26, 2015 through June 19, 2015 (the “Third Managed Offering Term”), but only with respect to sales made by participating broker-dealers specifically approved by us as being eligible (“Primary Dealers”). We have approved four participating broker-dealers as being eligible to participate, generally through selected dealer agreements entered into between the Primary Dealers and the Dealer Manager. In addition, we, the Dealer Manager and the Advisor entered into a new selected dealer agreement (the “Third Managed Offering Selected Dealer Agreement”) with one of the four approved Primary Dealers, Raymond James & Associates, Inc. (“Raymond James”), pursuant to which Raymond James will use its best efforts to sell Class I shares in transactions entitling it to primary dealer fees during the Third Managed Offering Term. Pursuant to this agreement, Raymond James may sell Class I shares in the primary portion of our public o ffering up to $50 million in total gross proceeds, provided that we may unilaterally elect to increase the limit up to $100 million. During the Third Managed Offering Term, we may allow other participating broker-dealers to join as Primary Dealers eligible to receive primary dealer fees. During the three and six months ended June 30, 201 5 , we incurred primary dealer fees earned from the gross proceeds raised during the Third Managed Offering Term of approximately $2.5 million , of which approximately $254,000 was retained by the Dealer Manager . During the three and six months ended June 30, 2014, we incurred primary dealer fees earned pursuant to Amendment No. 1 of approximately $549,000 , of which approximately $55,000 was retained by the Dealer Manager. As of June 30, 2015 and December 31, 2014, we owed approximately $2.2 million and $1.9 million to our Advisor and affiliates of our Advisor for such services and reimbursement of certain expenses, respectively. Pursuant to the Advisory Agreement, we accrue the advisory fee on a daily basis and pay our Advisor amounts due subsequent to each month-end. Restricted Stock Unit Agreements We have entered into Restricted Stock Unit Agreements (the “Advisor RSU Agreements”) with our Advisor. The purposes of the Advisor RSU Agreements are to promote an alignment of interests among our stockholders, the Advisor and the personnel of our Advisor and its affiliates, and to promote retention of the personnel of our Advisor and its affiliates. Pursuant to the terms of the Advisor RSU Agreements, we have granted approximately 441,000 restricted stock units (“Company RSUs”) to the Advisor that remain unvested and unsettled as of June 30, 2015. Each Company RSU will , upon vesting, be settled in one share of our Class I common stock. The Company RSUs are subject to specified vesting and settlement provisions and, upon settlement in Class I shares of Company common stock, require offsets of advisory fees and expenses otherwise payable from the Company to the Advisor based on a value of the net asset value (“ NAV ”) per Class I share on the grant date of the applicable Company RSU (the weighted average grant-date NAV per Class I share with respect to the unsettled Company RSUs is $7.06 as of June 30, 2015). As of Ju ne 30, 2015, the Advisor had 115 , 000 shares of Class I common stock issued upon settlement of Company RSUs that remained subject to fee offset. Vesting and Payment Offset The chart below shows the grant dates, vesting dates and Class I NAV on the grant dates of the unvested Company RSUs as of June 30, 2015 (share amounts are in thousands) . Award Grant Date Vesting Dates Number of Unvested Shares Applicable Grant Date NAV per Share Company RSU April 7, 2014 April 15, 2016, April 15, 2017 $ Company RSU February 25, 2015 April 15, 2016, April 15, 2017 Company RSU February 25, 2015 April 15, 2018 $ On each vesting date, an offset amount will be calculated and deducted on a pro rata basis over the next 12 months from the cash payments otherwise due and payable to the Advisor under our then-current Advisory Agreement for any fees or expense reimbursements. Each offset amount will equal the number of Company RSUs vesting on such date multiplied by the grant-date NAV per Class I share. For each Company RSU, the offset amount will always be calculated based on the grant-date NAV per Class I share, even beyond the initial grant and vesting dates. At the end of each 12-month period following each vesting date, if the offset amount has not been fully realized by offsets from the cash payments otherwise due and payable to the Advisor under the Advisory Agreement, the Advisor will promptly pay any shortfall to us. Termination The Advisor RSU Agreements will automatically terminate upon termination or non-renewal of the Advisory Agreement by any party for any reason. In addition, upon a change in control of us, then either the Advisor or we may immediately terminate the Advisor RSU Agreements. Further, the Advisor may immediately terminate the Advisor RSU Agreements if we exercise certain rights under the Advisor RSU Agreements to replace the Company RSUs with another form of compensation. Upon termination of the Advisor RSU Agreements, the Advisor will promptly pay any unused offset amounts to us or, at the Advisor’s election, return Class I shares in equal value based on the Class I NAV as of the date of termination of the Advisor RSU Agreements. In addition, upon termination of the Advisor RSU Agreements, all unvested Company RSUs will be forfeited except that, unless the Advisor RSU Agreements were terminated at the election of the Advisor following a change in control of us or as a result of a premature termination of the Advisory Agreement at our election for cause (as defined in the Advisory Agreement) or upon the bankruptcy of the Advisor, then following such forfeiture of Company RSUs, the Advisor will have the right to acquire from us the number of Class I shares equal to the number of Company RSUs forfeited, in return for a purchase price equal to such number of Class I shares multiplied by the grant-date NAV per Class I share. The Advisor must notify us of its election to exercise the foregoing acquisition right within 30 days following the termination of the Advisor RSU Agreements, and the parties will close the transaction within 60 days following the termination of the Advisor RSU Agreements. Dividend Equivalent Payments If our board of directors declares and we pay a cash dividend on Class I shares for any period in which the Company RSUs are outstanding (regardless of whether such Company RSUs are then vested), the Advisor will be entitled to dividend equivalents with respect to that cash dividend equal to the cash dividends that would have been payable on the same number of Class I shares as the number of Company RSUs subject to the Advisor RSU Agreements had such Class I shares been outstanding during the same portion of such period as the Company RSUs were unpaid and outstanding. Any such dividend equivalents may be paid in cash or Class I shares, at the Advisor’s election. Summary of Fees and Other Amounts The following table summarizes fees and other amounts earned by our Advisor and its related parties in connection with services performed for us during the three and six months ended June 30, 2015 and 2014 (amounts in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Advisory fees (1) $ $ $ $ Other reimbursements paid to our Advisor (2) Other reimbursements paid to our Dealer Manager Advisory fees related to the disposition of real properties Development management fee Primary dealer fee Selling commissions, dealer manager, and distribution fees Total $ $ $ $ __________________ (1) Amounts reported for the three months ended June 30, 2015 include approximately $280,000 in consideration of the issuance of approximately 153,000 shares of our Class I common stock to the Advisor. Such shares were issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. Amounts reported for the six months ended June 30, 2015 include approximately $502,000 in consideration of the issuance of approximately 276,000 shares of our Class I common stock to the Advisor. Such shares include (i) approximately 153,000 shares issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and (ii) 123,000 shares issued on April 15, 2014 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014. Such Class I shares are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. (2) Includes reimbursements paid to our Advisor, which primarily comprise salary, bonus, and overhead reimbursements. |
Net Income Per Common Share
Net Income Per Common Share | 6 Months Ended |
Jun. 30, 2015 | |
Net Income Per Common Share [Abstract] | |
Net Income Per Common Share | 9. NET INCOME PER COMMON SHARE Reconciliations of the numerator and denominator used to calculate basic net income per common share to the numerator and denominator used to calculate diluted net income per common share for the three and six months ended June 30, 2015 and 2014 are described in the following table (amounts in thousands, except per share information): For the Three Months Ended June 30, For the Six Months Ended June 30, Numerator 2015 2014 2015 2014 Income from continuing operations $ $ $ $ Income from continuing operations attributable to noncontrolling interests Income from continuing operations attributable to common stockholders Dilutive noncontrolling interests share of income from continuing operations Numerator for diluted earnings per share – adjusted income from continuing operations Income from discontinued operations — — Income from discontinued operations attributable to noncontrolling interests — — Income from discontinued operations attributable to common stockholders — — Dilutive noncontrolling interests share of discontinued operations — — Numerator for diluted earnings per share – adjusted income from discontinued operations $ — $ $ — $ Denominator Weighted average shares outstanding-basic Incremental weighted average shares effect of conversion of OP units Weighted average shares outstanding-diluted INCOME PER COMMON SHARE-BASIC AND DILUTED Net income from continuing operations $ $ $ $ Net income from discontinued operations — — Net income $ $ $ $ |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Information [Abstract] | |
Segment Information | 10. SEGMENT INFORMATION We have four reportable operating segments, which include our three real property operating sectors (office, industrial, and retail) and debt related investments. We organize and analyze the operations and results of each of these segments independently, due to inherently different considerations for each segment. Such considerations include, but are not limited to, the nature and characteristics of the investment, and investment strategies and objectives. For example, the physical characteristics of our buildings, the related operating characteristics, the geographic markets, and the type of tenants are inherently different for each of our segments. The following table s set forth revenue and the components of net operating income (“NOI”) of our segments for the three and six months ended June 30, 2015 and 2014 (amounts in thousands): For the Three Months Ended June 30, Revenues NOI 2015 2014 2015 2014 Real property (1) Office $ $ $ $ Industrial Retail Debt related investments Total $ $ $ $ For the Six Months Ended June 30, Revenues NOI 2015 2014 2015 2014 Real property (1) Office $ $ $ $ Industrial Retail Debt related investments Total $ $ $ $ __________________ (1) Excludes results of operations of real properties categorized as discontinued operations. We consider NOI to be an appropriate supplemental financial performance measure because NOI reflects the specific operating performance of our real properties and debt related investments, and excludes certain items that are not considered to be controllable in connection with the management of each property, such as depreciation and amortization, general and administrative expenses, advisory fees, acquisition-related expenses, interest and other income, interest expense, loss on extinguishment of debt and financing commitments, gain on the sale of real property and noncontrolling interests. However, NOI should not be viewed as an alternative measure of our financial performance as a whole, since it excludes such items that could materially impact our results of operations. Further, our NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating NOI. Therefore, we believe net income, as defined by GAAP, to be the most appropriate measure to evaluate our overall financial performance. The following table is a reconciliation of our NOI to our reported net income attributable to common stockholders for the three and six months ended June 30, 2015 and 2014 (amounts in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Net operating income $ $ $ $ Real estate depreciation and amortization expense General and administrative expenses Advisory fees, related party Acquisition-related expenses Impairment of real estate property — — Interest and other income Interest expense Loss on extinguishment of debt and financing commitments — Gain on sale of real property — Discontinued operations — — Net income attributable to noncontrolling interests Net income attributable to common stockholders $ $ $ $ The following table reflects our total assets by business segment as of June 30, 2015 and December 31, 2014 (amounts in thousands): As of June 30, 2015 December 31, 2014 Segment assets: Net investments in real property Office (1) $ $ Industrial Retail Debt related investments, net Total segment assets, net Non-segment assets: Cash and cash equivalents Other non-segment assets (2) Assets held for sale (3) — Total assets $ $ __________________ (1) Includes approximately $20.3 million of net investments in real property related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. (2) Other non-segment assets primarily consist of corporate assets including restricted cash and receivables, including straight-line rent receivable. (3) Includes other assets and restricted cash related to properties classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. SUBSEQUENT EVENTS We have evaluated subsequent events for the period from June 30 , 2015, the date of these financial statements, through the date these financial statements are issued. Self- Tender Offer On July 7, 2015, we commenced a self-tender offer to purchase for cash up to $115 million of our unclassified shares of common stock, which we refer to as “ Class E ” shares, subject to our ability to increase the number of shares accepted for payment in the offer by up to but not more than 2% of our outstanding Class E shares (resulting in a commensurate increase in the dollar volume by up to approximately $23 million) without amending or extending the offer in accordance with rules promulgated by the Commission, at a price specified by the tendering stockholders of not greater than $7.36 per share, which equals the NAV per share determined in accordance with our valuation procedures as of July 6, 2015, or less than $6.65 per s hare, net to the seller in cash, less any applicable withholding taxes and without interest. The offer was made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated July 7, 2015, and in the related Letter of Transmittal, filed with the Commission on Schedule T O on July 7, 2015 . T he offer expire d at 5:00 p.m. Central Time, on Wednesday, August 5, 2015. In ac cordance with the terms of the o ffer, o n August 12, 2015, we accepted for purchase approximately 17.2 million Class E shares at a purchase price of $7.25 per share for an aggregate cost of approximately $124.3 million. We funded the purchase with a $115.0 million draw on our R evolving C redit F acility and existing cash. Repayment of Debt Related Investment s Subsequent to June 30, 2015, we received full repayment s of two debt related investments , which were structured as a mezzanine debt and a mortgage note . We received c ash proceeds from the repayments of approximately $29.3 million. Repayment of Mortgage Notes Subsequent to June 30, 2015, we repaid two mortgage note borrowings in full prior to their scheduled maturit ies . Our “Preston Sherry” mortgage note had a balance of approximately $22.3 million as of June 30, 2015, with an interest rate of 5.85% and a maturity date of September 1, 2015, and was secured by an office property in the Dallas, TX market. Our “Austin-Mueller” mortgage note had a balance of approximately $17.1 million as of June 30, 2015, with an interest rate of 7.50% and a maturity date of January 1, 2016, and was secured by an office property in the Austin , TX market. Both mortgage notes were repaid in full within the open prepayment period using proceeds from our Revolving Credit Facility. Acquisition of Real Property On August 6, 2015, we acquired a retail property in Davie, FL comprising approximately 124,000 net rentable square feet from an unaffiliated third party, for a gross purchase price of approximately $32.7 million. At acquisition, the property was approximately 99% leased to 40 tenants. The property is subject to a $10.9 million mortgage loan with a maturity date of September 1, 2021 . We acquired the property using existing cash and proceeds from our Revolving Credit Facility. On August 6, 2015, we also acquired a three -building office property in Hollywood, FL comprising approximately 253,000 net rentable square feet from an unaffiliated third party, for a gross purchase price of approximately $45.8 million. At acquisition, the property was approximately 97% leased to 29 tenants. We acquired the property using existing cash and proceeds from our Revolving Credit Facility. The purchase price allocations for these acquisitions have not been completed as of the date of this report and will be based on the Company’s estimate of the fair value determined from all available information. The purchase price allocations will be finalized within the measurement period, which will not exceed 12 months from the acquisition dates. Disposition of Real Property On July 20, 2015, we disposed of a vacant office property in Los Angeles, CA comprising approximately 111,000 net rentable square feet to an unaffiliated third party. We sold the property, which had a net investment basis of approximately $9.1 million as of June 30, 2015, for a total contract sales price of $12.5 million. The property did not meet our criteria to be classified as held for sale as of June 30, 2015. Termination of Purchase Option As discussed in Item 1 A and Item 2 of Part I of our Annual Report on Form 10-K for the year ended December 31, 2014, filed with the Commission on March 3, 2015, “Harborside,” an office property l ocated in Northern New Jersey, wa s subject to a purchase option held by a third party with an exercise price that we estimate d to be approximately $239.4 million and an exercise date in May 2016. On August 5 , 2015, we paid the option holder to terminate the option. As a result, the option is no longer outstanding. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policy) | 6 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Interim Financial Statements | Interim Financial Statements The accompanying interim condensed consolidated financial statements (herein referred to as “financial statements,” “balance sheets,” “statements of income,” “statement of equity,” or “statements of comprehensive income”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with the Securities and Exchange Commission (the “Commission”) instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial statements. Accordingly, these financial statements do not include all the information and disclosure required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments and eliminations, consisting only of normal recurring items necessary for their fair presentation in conformity with GAAP. Interim results are not necessarily indicative of operating results for a full year. The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with our audited financial statements and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2014, filed with the Commission on March 3, 2015. There have been no significant changes to the Company’s significant accounting policies during the six months ended June 30, 2015 other than the updates described below. |
Reclassifications | Reclassifications Certain amounts included in the accompanying financial statements for 2014 have been reclassified to conform to the 2015 financial statements presentation. Statements of income amounts for properties disposed of or classified as held for sale as of December 31, 2013, have been reclassified to discontinued operations for all periods presented. Amounts in our segment disclosures in Note 10 reflect the reclassification of amounts related to properties that have been disposed of or classified as held for sale as of December 31, 2013. |
New Accounting Pronouncements | New Accounting Pronouncements In June 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update 2015-10 (“ASU 2015-10”), which (i) made technical corrections and improvements to ASC Topic 815, Derivatives and Hedging (“ASC Topic 815”), which became effective upon the issuance of ASU 2015-10, and (ii) made technical corrections and improvements to ASC Topic 820, Fair Value Measurement and Disclosures (“ASC Topic 820”), which is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015, with early adoption permitted, including adoption in an interim period. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. In April 2015, the FASB issued Accounting Standards Update 2015-03 (“ASU 2015-03”), which simplifies the presentation of debt issuance costs in financial statements. The guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs is not affected by this guidance. ASU 2015-03 is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015 and will require retrospective application. Early adoption is permitted for financial statements that have not been previously issued. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. In May 2014, the FASB issued Accounting Standards Update 2014-09 (“ASU 2014-09”), which provides new guidance outlining a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers that supersedes most current revenue recognition guidance. This guidance requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, this guidance expands related disclosure requirements. The new guidance specifically excludes revenue associated with lease contracts. In June 2015, the FASB agreed to defer the effective date of this guidance for a year from the original effective date outlined in ASU 2014-09, and as a result, the guidance will be effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2017 and will require full or modified retrospective application. Early adoption is permitted for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. We are currently evaluating the impact this guidance will have on our financial statements as well as the expected adoption method. |
Investments in Real Property (T
Investments in Real Property (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Investments in Real Property [Abstract] | |
Schedule of Consolidated Investments in Real Property | Real Property Land Building and Improvements Intangible Lease Assets Total Investment Amount Intangible Lease Liabilities Net Investment Amount As of June 30, 2015: Office $ $ $ $ $ $ Industrial Retail Total gross book value Accumulated depreciation/amortization — Total net book value $ $ $ $ $ $ As of December 31, 2014: Office (1) $ $ $ $ $ $ Industrial Retail Total gross book value Accumulated depreciation/amortization — Total net book value $ $ $ $ $ $ __________________ (1) Includes $4.1 million in land, $19.3 million in building and improvements, and $7.0 million in intangible lease assets before accumulated depreciation of $10.2 million, related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Schedule of Acquisitions of Real Property | Real Property Market Property Type Number of Properties Date of Acquisition Acquired Ownership Acquisition Price Net Rentable Square Feet Percent Leased City View Austin, TX Office 1 April 24, 2015 100% $ South Cape Greater Boston (1) Retail 1 March 18, 2015 100% Rialto Austin, TX Office 1 January 15, 2015 100% Total 2015 real property acquisitions 3 $ __________________ (1) Our Greater Boston market comprises the greater metro area around Boston, MA. As of June 30, 2015, properties in our Greater Boston market are located in the following states: Massachusetts, Connecticut, New Hampshire, and Rhode Island. |
Schedule of Allocation of the Fair Value of Acquired Real Properties | Weighted-average Amortization Period (Years) Real Property Land Building and Improvements Intangible Lease Assets Intangible Lease Liabilities Total Fair Value Prorations and Credits Contract Price Intangible Lease Assets Intangible Lease Liabilities City View $ $ $ $ $ $ $ South Cape — Rialto Total 2015 real property acquisitions $ $ $ $ $ $ $ |
Schedule of Revenue and Net Operating Income of Properties Acquired During 2014 | For the Three Months Ended June 30, 2015 For the Six Months Ended June 30, 2015 Revenue NOI (1) Revenue NOI (1) Real Property City View $ $ $ $ South Cape Rialto Total $ $ $ $ __________________ (1) For a discussion as to why we view NOI to be an appropriate supplemental performance measure and a reconciliation to GAAP net income, refer to Note 10. |
Schedule Of Disposed Properties [Table Text Block] | Type of Property Market DPF Ownership Building Square Feet Disposition Date Contract Sales Price Gain on Sale Retail Pittsburgh, PA 100% May 5, 2015 $ $ — Office and Industrial Portfolio (1) Various (1) 100% March 11, 2015 Office Dallas, TX 100% January 16, 2015 $ $ __________________ (1) The Portfolio includes (i) six office properties comprising 1.1 million net rentable square feet located in the following markets: Los Angeles, CA ( three properties, of which one disposed property was a single building from a two -building office property), Northern New Jersey, Miami, FL, and Dallas, TX, and (ii) six industrial properties comprising 1.6 million net rentable square feet located in the following markets: Los Angeles, CA, Dallas, TX, Cleveland, OH, Chicago, IL, Houston, TX, and Denver, CO. |
Carrying Amounts of Major Classes of Assets and Liabilities Included in Discontinued Operations and Classified as Held for Sale | As of December 31, 2014 Land $ Building and improvements Intangible lease assets Accumulated depreciation Other assets, net Assets held for sale $ Other liabilities Liabilities related to assets held for sale $ |
Schedule of Amounts Recorded as Discontinued Operations | For the Three Months Ended June 30, 2014 For the Six Months Ended June 30, 2014 Revenues $ $ Rental expense Interest expense — Other expenses Income from discontinued operations Gain on disposition Discontinued operations Discontinued operations attributable to noncontrolling interests Discontinued operations attributable to common stockholders $ $ |
Capital Expenditures and Signficant Operating and Investing Noncash Items Related to Discontinued Operations | For the Six Months Ended June 30, 2014 Noncash items: Straight-line rent adjustments $ Non-cash disposition of real property |
Schedule of Adjustments to Rental Revenue Related to Amortization of Above-Market Lease Assets, Below-Market Lease Liabilities, and for Straight-Line Rental Adjustments | For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Straight-line rent adjustments $ $ $ $ Above-market lease assets Below-market lease liabilities Total increase to rental revenue $ $ $ $ Tenant recovery income (1) $ $ $ $ __________________ (1) Tenant recovery income presented in this table excludes real estate taxes that were paid directly by our tenants that are subject to triple net lease contracts. Such payments totaled approximately $1.5 million and $3.1 million during the three months ended June 30, 2015 and 2014, respectively, and approximately $4.1 million and $6.2 million during the six months ended June 30, 2015 and 2014, respectively. |
Schedule of Top Five Tenants as Percentage of Consolidated Annual Base Rent and Square Feet | Tenant Locations Industry Annualized Base Rent (1) % of Total Annualized Base Rent Square Feet % of Total Portfolio Square Feet Charles Schwab & Co., Inc. Securities, Commodities, Fin. Inv./Rel. Activities $ Sybase Publishing Information (except Internet) Northrop Grumman Professional, Scientific and Technical Services Stop & Shop Food and Beverage Stores Novo Nordisk Chemical Manufacturing $ __________________ (1) Annualized base rent represents the annualized monthly base rent of executed leases as of June 30, 2015. |
Debt Related Investments (Table
Debt Related Investments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Related Investments [Abstract] | |
Details of Debt Related Income | For the Three Months Ended June 30, For the Six Months Ended June 30, Weighted Average Yield as of Investment Type 2015 2014 2015 2014 June 30, 2015 (1) Mortgage notes (2) $ $ $ $ 5.8% Mezzanine debt 16.7% Total $ $ $ $ 10.0% __________________ (1) Weighted average yield is calculated on an unlevered basis using the amount invested, current interest rates and accretion of premiums or discounts realized upon the initial investment for each investment type as of June 30, 2015. As of June 30, 2015, all of our debt related investments bear interest at fixed rates. (2) We had three debt related investments repaid in full during the six months ended June 30, 2015 and 2014. During the three and six months ended June 30, 2015 and 2014, amounts recorded include early repayment fees received and accelerated amortization of origination fees offset by accelerated amortization of deferred due diligence costs related to certain of these repayments. |
Recorded Investment in Debt Related Investments before Allowance for Loan Loss, and Related Allowance for Loan Loss | Debt Related Investments Individually Evaluated for Impairment as of June 30, 2015 December 31, 2014 Debt related investments $ $ Less: Allowance for loan losses — Total $ $ |
Debt Obligations (Tables)
Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Obligations [Abstract] | |
Schedule of Borrowings | Weighted Average Stated Interest Rate as of Outstanding Balance as of (1) Gross Investment Amount Securing Borrowings as of (2) June 30, 2015 December 31, 2014 June 30, 2015 December 31, 2014 June 30, 2015 December 31, 2014 Fixed-rate mortgages 5.9% 5.8% $ $ $ $ Floating-rate mortgages (3) 3.2% 3.2% Total mortgage notes 5.9% 5.8% Repurchase facility (4) N/A 2.8% — — Total secured borrowings 5.9% 5.6% Line of credit (5) (6) N/A 2.6% — N/A N/A Term loans (5) (7) 2.2% 2.7% N/A N/A Total unsecured borrowings 2.2% 2.7% N/A N/A Total borrowings 4.8% 4.8% $ $ N/A N/A __________________ (1) Amounts are presented on a GAAP basis and are net of (i) unamortized premiums to the face value of our outstanding fixed-rate mortgages of $1.4 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively, and (ii) GAAP principal amortization related to troubled debt restructurings of $2.7 million and $2.3 million as of June 30, 2015 and December 31, 2014, respectively. (2) “Gross Investment Amount” as used here and throughout this document represents the allocated gross basis of real property and debt related investments, after certain adjustments. Gross Investment Amount for real property (i) includes the effect of intangible lease liabilities, (ii) excludes accumulated depreciation and amortization, and (iii) includes the impact of impairments. Amounts reported for debt related investments represent our net accounting basis of the debt related investments, which includes (i) unpaid principal balances, (ii) unamortized discounts, premiums, and deferred charges, and (iii) allowances for loan loss. (3) As of June 30, 2015 and December 31, 2014, our floating rate mortgage note was subject to an interest rate spread of 3.00% over one-month LIBOR. (4) As of December 31, 2014, borrowings under our repurchase facility were subject to interest at a floating rate of 2.25% over one-month LIBOR. However, we had effectively fixed the interest rate of the borrowings using interest rate swaps at 2.84% for the term of the borrowings. (5) As of June 30, 2015, we had entered into interest rate swap agreements with total notional of $333.8 million which we entered into to fix the LIBOR component of the interest rate of our unsecured borrowings. Of these swaps, $200.0 million mature in December 2016 and fix the LIBOR rate at 0.64% , $33.8 million mature in May 2017 and fix the LIBOR rate at 0.59% , and $100.0 million mature in January 2022 and fix the LIBOR rate at 1.96% . We are obligated to pay our counterparties under these swap agreements regardless of the level of the related borrowings. (6) As of December 31, 2014, borrowings under our line of credit were subject to interest at a floating rate of 1.75% over one-month LIBOR. However, we had effectively fixed the interest rate of approximately $30.0 million of the total of $75.0 million in borrowings using interest rate swaps at 3.60% , resulting in a weighted average interest rate on the total line of credit of 2.56% . (7) As of June 30, 2015 and December 31, 2014, borrowings under our term loans were subject to interest at weighted average floating rate s of 1.47% and 1.70% , respectively, over one-month LIBOR. However, we had effectively fixed the interest rate s of the borrowings using interest rate swaps at 2.22% and 2.69% as of June 30, 2015 and December 31, 2014, respectively. |
Schedule Of Repayment Of Mortgage Notes And Repurchase Facility | Debt Obligation Repayment Date Balance Repaid Stated Interest Rate (1) Contractual Maturity Date Collateral Type Collateral Market Campus Road April 10, 2015 $ 4.75% July 10, 2015 Office Property Princeton, NJ Mansfield April 1, 2015 6.03% October 1, 2015 Retail Property Greater Boston Orleans January 2, 2015 6.02% July 1, 2015 Retail Property Greater Boston Whitman January 2, 2015 6.02% July 1, 2015 Retail Property Greater Boston Total/weighted average mortgage notes 5.35% Repurchase facility May 29, 2015 2.84% May 29, 2015 Debt Related Investments Various Total/weighted average borrowings $ 4.42% __________________ (1) We had effectively fixed the stated interest rates of certain of our borrowings by using interest rate swaps. |
Schedule of Borrowings Reflects Contractual Debt Maturities | As of June 30, 2015 Mortgage Notes and Other Secured Borrowings Unsecured Borrowings Total Year Ending December 31, Number of Borrowings Maturing Outstanding Principal Balance Number of Borrowings Maturing Outstanding Principal Balance (1) Outstanding Principal Balance (2) 2015 1 $ — $ — $ 2016 12 — — 2017 6 — — 2018 — 1 2019 — — — 2020 — — — 2021 — — — 2022 1 1 2023 — — — 2024 — — — Thereafter 2 — — Total 22 $ 2 $ $ __________________ (1) Unsecured borrowings presented include (i) borrowings under the $150 Million Term Loan of $150.0 million, which are scheduled to mature in 2018, subject to two one-year extension options, and (ii) borrowings under the $200 Million Term Loan of $100.0 million, which are scheduled to mature in 2022 with no extension options. Outstanding balance represents expected cash outflows for contractual amortization and scheduled balloon payment maturities and does not include the GAAP principal amortization of our restructured mortgage note of approximately $2.7 million that does not reduce the contractual amount due of the related mortgage note as of June 30, 2015, partially offset by the mark-to-market premium on assumed debt of $1.4 million as of June 30, 2015. |
Derivatives And Hedging Activ24
Derivatives And Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivatives And Hedging Activities [Abstract] | |
Reconciliation of Accumulated Other Comprehensive Loss | Gains and Losses on Cash Flow Hedges Unrealized Losses on Available-For- Sale Securities Accumulated Other Comprehensive Loss Beginning balance as of December 31, 2014: $ $ $ Other comprehensive income: Amortization of OCI into interest expense (effective portion) (net of tax benefit of $0) — Change in fair value recognized in OCI (effective portion) (net of tax benefit of $0) — Net current-period other comprehensive income — Attribution of and other adjustments to OCI attributable to noncontrolling interests — Ending balance as of June 30, 2015: $ $ $ |
Gross Fair Value of Derivative Financial Instruments as Well as Their Classification | Fair Value of Asset Derivatives as of Fair Value of Liability Derivatives as of Balance Sheet June 30, December 31, Balance Sheet June 30, December 31, Location 2015 2014 Location 2015 2014 Derivatives designated as hedging instruments under ASC Topic 815 Interest rate contracts Other assets, net (1 ) $ $ Other liabilities ( 1) $ $ Total derivatives $ $ $ $ __________________ (1) Although our derivative contracts are subject to master netting arrangements which serve as credit mitigants to both us and our counterparties under certain situations, we do not net our derivative fair values or any existing rights or obligations to cash collateral on the consolidated balance sheet. |
Effect of Derivative Financial Instruments on Financial Statements | For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Derivatives Designated as Hedging Instruments Derivative type Interest rate contracts Interest rate contracts Interest rate contracts Interest rate contracts Amount of gain (loss) recognized in OCI (effective portion) $ $ $ $ Location of loss reclassified from accumulated OCI into income (effective portion) Interest expense Interest expense Interest expense Interest expense Amount of loss reclassified from accumulated OCI into income (effective portion) $ $ $ $ Location of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) Interest and other income (expense) Interest and other income (expense) Interest and other income (expense) Interest and other income (expense) Amount of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) $ $ $ $ |
Fair Value of Financial Instr25
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Schedule of Carrying Amount and Fair Values of Other Financial Instruments | As of June 30, 2015 As of December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets: Investments in real estate securities $ $ $ $ Fixed-rate debt related investments, net Floating-rate debt related investments, net — — Derivative instruments Liabilities: Fixed-rate mortgage notes $ $ $ $ Floating-rate mortgage notes Floating-rate other secured borrowings — — Floating-rate unsecured borrowings Derivative liabilities |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule Of RSU Grants | Award Grant Date Vesting Dates Number of Unvested Shares Applicable Grant Date NAV per Share Company RSU April 7, 2014 April 15, 2016, April 15, 2017 $ Company RSU February 25, 2015 April 15, 2016, April 15, 2017 Company RSU February 25, 2015 April 15, 2018 $ |
Schedule of Fees and Other Amounts Earned by Advisor | For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Advisory fees (1) $ $ $ $ Other reimbursements paid to our Advisor (2) Other reimbursements paid to our Dealer Manager Advisory fees related to the disposition of real properties Development management fee Primary dealer fee Selling commissions, dealer manager, and distribution fees Total $ $ $ $ __________________ (1) Amounts reported for the three months ended June 30, 2015 include approximately $280,000 in consideration of the issuance of approximately 153,000 shares of our Class I common stock to the Advisor. Such shares were issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. Amounts reported for the six months ended June 30, 2015 include approximately $502,000 in consideration of the issuance of approximately 276,000 shares of our Class I common stock to the Advisor. Such shares include (i) approximately 153,000 shares issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and (ii) 123,000 shares issued on April 15, 2014 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014. Such Class I shares are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. (2) Includes reimbursements paid to our Advisor, which primarily comprise salary, bonus, and overhead reimbursements. |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Net Income Per Common Share [Abstract] | |
Details of Numerator and Denominator Used to Calculate Diluted Net Income Per Common Share | For the Three Months Ended June 30, For the Six Months Ended June 30, Numerator 2015 2014 2015 2014 Income from continuing operations $ $ $ $ Income from continuing operations attributable to noncontrolling interests Income from continuing operations attributable to common stockholders Dilutive noncontrolling interests share of income from continuing operations Numerator for diluted earnings per share – adjusted income from continuing operations Income from discontinued operations — — Income from discontinued operations attributable to noncontrolling interests — — Income from discontinued operations attributable to common stockholders — — Dilutive noncontrolling interests share of discontinued operations — — Numerator for diluted earnings per share – adjusted income from discontinued operations $ — $ $ — $ Denominator Weighted average shares outstanding-basic Incremental weighted average shares effect of conversion of OP units Weighted average shares outstanding-diluted INCOME PER COMMON SHARE-BASIC AND DILUTED Net income from continuing operations $ $ $ $ Net income from discontinued operations — — Net income $ $ $ $ |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Information [Abstract] | |
Revenue and Components of Net Operating Income | For the Three Months Ended June 30, Revenues NOI 2015 2014 2015 2014 Real property (1) Office $ $ $ $ Industrial Retail Debt related investments Total $ $ $ $ For the Six Months Ended June 30, Revenues NOI 2015 2014 2015 2014 Real property (1) Office $ $ $ $ Industrial Retail Debt related investments Total $ $ $ $ __________________ (1) Excludes results of operations of real properties categorized as discontinued operations. |
Reconciliation of Net Operating Income to Reported Net Income (Loss) | For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Net operating income $ $ $ $ Real estate depreciation and amortization expense General and administrative expenses Advisory fees, related party Acquisition-related expenses Impairment of real estate property — — Interest and other income Interest expense Loss on extinguishment of debt and financing commitments — Gain on sale of real property — Discontinued operations — — Net income attributable to noncontrolling interests Net income attributable to common stockholders $ $ $ $ |
Summary of Total Assets by Business Segment | As of June 30, 2015 December 31, 2014 Segment assets: Net investments in real property Office (1) $ $ Industrial Retail Debt related investments, net Total segment assets, net Non-segment assets: Cash and cash equivalents Other non-segment assets (2) Assets held for sale (3) — Total assets $ $ __________________ (1) Includes approximately $20.3 million of net investments in real property related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. (2) Other non-segment assets primarily consist of corporate assets including restricted cash and receivables, including straight-line rent receivable. (3) Includes other assets and restricted cash related to properties classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Organization (Details)
Organization (Details) - USD ($) | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |||
Organization [Line Items] | |||||
Percentage of proceeds received from public offerings of common stock contributed to our Operating Partnership | 100.00% | ||||
Redemption value | [1] | $ 1,821,000 | $ 1,784,000 | ||
Units issued | 182,067,150 | 178,399,679 | [1] | ||
Units issued, price per share | $ 7.18 | ||||
Net decrease in financing obligations | $ (6,135,000) | $ (6,303,000) | |||
Proceeds from issuance, DRIP | $ 10,585,000 | $ 10,411,000 | |||
Operating Partnership Units | |||||
Organization [Line Items] | |||||
Limited partnership interest owned in Operating Partnership | 93.30% | 93.60% | |||
Units issued | 1,000,000 | ||||
Class E OP Units [Member] | |||||
Organization [Line Items] | |||||
Operating Partnership units issued | 13,100,000 | 12,100,000 | |||
Operating Partnership units outstanding | 13,100,000 | 12,100,000 | |||
Redemption value | $ 96,500,000 | $ 87,000,000 | |||
NAV Offering [Member] | |||||
Organization [Line Items] | |||||
Gross proceeds from sale of shares in the Offering | $ 74,800,000 | ||||
Shares issued | 10,300,000 | ||||
Proceeds from issuance, DRIP | $ 10,600,000 | ||||
Retail Property, Jacksonville, FL Market [Member] | |||||
Organization [Line Items] | |||||
Purchase of beneficial interests | 783,000 | ||||
Decrease in liabilities due to OP unit issuance | 17,900,000 | ||||
Increase in noncontrolling interest | 16,200,000 | ||||
Retail Property, Jacksonville, FL Market [Member] | Operating Partnership Units | |||||
Organization [Line Items] | |||||
Value of OP Units issued | $ 7,300,000 | ||||
[1] | Includes 157,819,161 shares of Class E common stock, 1,362,971 shares of Class A common stock, 1,193,192 shares of Class W common stock, and 21,691,826 shares of Class I common stock issued and outstanding as of June 30, 2015, and 163,067,835 shares of Class E common stock, 1,187,215 shares of Class A common stock, 1,116,698 shares of Class W common stock, and 13,027,931 shares of Class I common stock issued and outstanding as of December 31, 2014. |
Investments in Real Property (N
Investments in Real Property (Narrative) (Details) ft² in Thousands | Mar. 11, 2015USD ($)ft²property | Jun. 30, 2015USD ($)ft² | Mar. 31, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)ft² | Jun. 30, 2014USD ($) | Dec. 31, 2014property | Dec. 31, 2013property | |
Real Estate Properties [Line Items] | |||||||||
Number of properties sold | property | 12 | ||||||||
Number of properties classified as held for sale | property | 1 | 12 | |||||||
Rentable square feet | ft² | 2,700 | 2,623 | 2,623 | ||||||
Gross sales price | $ 398,600,000 | $ 457,735,000 | |||||||
Impairment charges | [1] | $ 224,000 | 1,624,000 | ||||||
Closing costs and fees | 7,800,000 | ||||||||
Rental revenue | $ 51,075,000 | $ 55,080,000 | $ 110,454,000 | $ 110,140,000 | |||||
Massachusetts | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross investments, real property portfolio percentage | 20.00% | 20.00% | |||||||
New Jersey | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross investments, real property portfolio percentage | 17.00% | 17.00% | |||||||
California | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross investments, real property portfolio percentage | 16.00% | 16.00% | |||||||
Texas | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross investments, real property portfolio percentage | 12.00% | 12.00% | |||||||
Virginia | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross investments, real property portfolio percentage | 10.00% | 10.00% | |||||||
Retail Property; Pittsburgh, PA Market [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Impairment charges | $ 224,000 | $ 1,400,000 | $ 1,600,000 | ||||||
Advisory Fees | |||||||||
Real Estate Properties [Line Items] | |||||||||
Closing costs and fees | $ 4,000,000 | ||||||||
Charles Schwab and Company, Inc. | |||||||||
Real Estate Properties [Line Items] | |||||||||
Rentable square feet | ft² | 594 | 594 | |||||||
Rental revenue | $ 13,000,000 | ||||||||
Charles Schwab and Company, Inc. | Rental Revenue [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Concentration percentage | 11.30% | ||||||||
Office and Industrial Portfolio; Various Markets [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross sales price | [2] | $ 398,635,000 | |||||||
Disposed portfolio, NOI | $ 0 | 8,400,000 | 6,100,000 | 16,600,000 | |||||
Rental revenue | $ 0 | $ 8,600,000 | 6,300,000 | $ 16,900,000 | |||||
Office Property; Dallas, TX Market [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Gross sales price | $ 46,600,000 | ||||||||
[1] | Includes approximately $125,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three and six months ended June 30, 2015. | ||||||||
[2] | The Portfolio includes (i) six office properties comprising 1.1 million net rentable square feet located in the following markets: Los Angeles, CA (three properties, of which one disposed property was a single building from a two-building office property), Northern New Jersey, Miami, FL, and Dallas, TX, and (ii) six industrial properties comprising 1.6 million net rentable square feet located in the following markets: Los Angeles, CA, Dallas, TX, Cleveland, OH, Chicago, IL, Houston, TX, and Denver, CO. |
Investments In Real Property (C
Investments In Real Property (Consolidated Investments in Real Property) (Details) $ in Thousands | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($)property | Dec. 31, 2013property | |
Real Estate Properties [Line Items] | ||||
Investment in real property, Gross book value | $ 2,199,150 | $ 2,472,926 | ||
Intangible lease liabilities, Gross book value | (82,199) | (124,838) | ||
Real estate investments, Gross book value | 2,116,951 | 2,348,088 | ||
Accumulated depreciation and amortization | (473,526) | (523,246) | ||
Intangible lease liabilities, accumulated amortization | 27,205 | 38,595 | ||
Accumulated depreciation/amortization | (446,321) | (484,651) | ||
Investment in real property | 1,725,624 | 1,949,680 | ||
Intangible lease liabilities, Net book value | (54,994) | (86,243) | ||
Real estate investments, Net book value | 1,670,630 | 1,863,437 | ||
Land | 4,075 | |||
Building and improvements | 19,337 | |||
Intangible lease assets | 7,005 | |||
Accumulated depreciation | $ (10,163) | |||
Number of properties classified as held for sale | property | 1 | 12 | ||
Land | ||||
Real Estate Properties [Line Items] | ||||
Land | 455,372 | $ 501,612 | ||
Building and Building Improvements | ||||
Real Estate Properties [Line Items] | ||||
Building and Improvements | 1,334,426 | 1,477,016 | ||
Accumulated depreciation and amortization | (185,015) | (204,165) | ||
Real estate investments, Net book value | 1,149,411 | 1,272,851 | ||
Intangible Lease Assets | ||||
Real Estate Properties [Line Items] | ||||
Intangible Lease Assets | 409,352 | 494,298 | ||
Accumulated depreciation and amortization | (288,511) | (319,081) | ||
Real estate investments, Net book value | 120,841 | 175,217 | ||
Office | ||||
Real Estate Properties [Line Items] | ||||
Investment in real property, Gross book value | 1,296,020 | 1,416,221 | [1] | |
Intangible lease liabilities, Gross book value | (17,751) | (21,535) | [1] | |
Real estate investments, Net book value | 1,278,269 | 1,394,686 | [1] | |
Office | Land | ||||
Real Estate Properties [Line Items] | ||||
Land | 203,990 | 238,505 | [1] | |
Office | Building and Building Improvements | ||||
Real Estate Properties [Line Items] | ||||
Building and Improvements | 790,061 | 818,659 | [1] | |
Office | Intangible Lease Assets | ||||
Real Estate Properties [Line Items] | ||||
Intangible Lease Assets | 301,969 | 359,057 | [1] | |
Industrial | ||||
Real Estate Properties [Line Items] | ||||
Investment in real property, Gross book value | 90,918 | 267,801 | ||
Intangible lease liabilities, Gross book value | (344) | (41,011) | ||
Real estate investments, Net book value | 90,574 | 226,790 | ||
Industrial | Land | ||||
Real Estate Properties [Line Items] | ||||
Land | 9,572 | 25,502 | ||
Industrial | Building and Building Improvements | ||||
Real Estate Properties [Line Items] | ||||
Building and Improvements | 64,910 | 193,878 | ||
Industrial | Intangible Lease Assets | ||||
Real Estate Properties [Line Items] | ||||
Intangible Lease Assets | 16,436 | 48,421 | ||
Retail | ||||
Real Estate Properties [Line Items] | ||||
Investment in real property, Gross book value | 812,212 | 788,904 | ||
Intangible lease liabilities, Gross book value | (64,104) | (62,292) | ||
Real estate investments, Net book value | 748,108 | 726,612 | ||
Retail | Land | ||||
Real Estate Properties [Line Items] | ||||
Land | 241,810 | 237,605 | ||
Retail | Building and Building Improvements | ||||
Real Estate Properties [Line Items] | ||||
Building and Improvements | 479,455 | 464,479 | ||
Retail | Intangible Lease Assets | ||||
Real Estate Properties [Line Items] | ||||
Intangible Lease Assets | $ 90,947 | $ 86,820 | ||
[1] | Includes $4.1 million in land, $19.3 million in building and improvements, and $7.0 million in intangible lease assets before accumulated depreciation of $10.2 million, related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Investments in Real Property (S
Investments in Real Property (Summary of Acquisitions of Real Property) (Details) - Jun. 30, 2015 ft² in Thousands, $ in Thousands | USD ($)ft²property | |
Significant Acquisitions and Disposals [Line Items] | ||
Net Rentable Square Feet | 2,949 | |
CityView, Office Property; Austin, TX [Member] | ||
Significant Acquisitions and Disposals [Line Items] | ||
Number of Properties | property | [1] | 1 |
Acquisition Price | $ | [1] | $ 35,450 |
Net Rentable Square Feet | [1] | 143 |
Percent Leased | [1] | 92.00% |
South Cape, Retail Property; Greater Boston Market [Member] | ||
Significant Acquisitions and Disposals [Line Items] | ||
Number of Properties | property | 1 | |
Acquisition Price | $ | $ 37,300 | |
Net Rentable Square Feet | 155 | |
Percent Leased | 94.00% | |
Rialto, Office Property; Austin, TX Market | ||
Significant Acquisitions and Disposals [Line Items] | ||
Number of Properties | property | 1 | |
Acquisition Price | $ | $ 68,750 | |
Net Rentable Square Feet | 274 | |
Percent Leased | 99.00% | |
Office Property; Dallas, TX Market [Member] | ||
Significant Acquisitions and Disposals [Line Items] | ||
Disposition Date | Jan. 16, 2015 | |
Net Rentable Square Feet | 177 | |
Real property | ||
Significant Acquisitions and Disposals [Line Items] | ||
Number of Properties | property | 3 | |
Acquisition Price | $ | $ 141,500 | |
Net Rentable Square Feet | 572 | |
Percent Leased | 96.00% | |
[1] | Our Greater Boston market comprises the greater metro area around Boston, MA. As of June 30, 2015, properties in our Greater Boston market are located in the following states: Massachusetts, Connecticut, New Hampshire, and Rhode Island. |
Investments in Real Property 33
Investments in Real Property (Summary of Fair Value of Acquired Real Properties) (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
Real Estate Properties [Line Items] | |
Land | $ 19,636 |
Building and Improvements | 105,485 |
Intangible Lease Assets | 19,808 |
Intangible Lease Liabilities | (4,028) |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Total | 140,901 |
Prorations and Credits | 599 |
Contract Price | 141,500 |
CityView, Office Property; Austin, TX [Member] | |
Real Estate Properties [Line Items] | |
Land | 4,606 |
Building and Improvements | 55,868 |
Intangible Lease Assets | 9,382 |
Intangible Lease Liabilities | (1,543) |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Total | 68,313 |
Prorations and Credits | 437 |
Contract Price | 68,750 |
South Cape, Retail Property; Greater Boston Market [Member] | |
Real Estate Properties [Line Items] | |
Land | 9,936 |
Building and Improvements | 22,877 |
Intangible Lease Assets | 4,675 |
Intangible Lease Liabilities | (2,038) |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Total | 35,450 |
Contract Price | 35,450 |
Rialto, Office Property; Austin, TX Market | |
Real Estate Properties [Line Items] | |
Land | 5,094 |
Building and Improvements | 26,740 |
Intangible Lease Assets | 5,751 |
Intangible Lease Liabilities | (447) |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Total | 37,138 |
Prorations and Credits | 162 |
Contract Price | $ 37,300 |
Intangible Lease Assets | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, assets | 5 years 6 months |
Intangible Lease Assets | CityView, Office Property; Austin, TX [Member] | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, assets | 4 years 6 months |
Intangible Lease Assets | South Cape, Retail Property; Greater Boston Market [Member] | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, assets | 7 years 10 months 24 days |
Intangible Lease Assets | Rialto, Office Property; Austin, TX Market | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, assets | 5 years 2 months 12 days |
Intangible Lease Liabilities | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, liabilities | 13 years 9 months 18 days |
Intangible Lease Liabilities | CityView, Office Property; Austin, TX [Member] | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, liabilities | 3 years 10 months 24 days |
Intangible Lease Liabilities | South Cape, Retail Property; Greater Boston Market [Member] | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, liabilities | 23 years 9 months 18 days |
Intangible Lease Liabilities | Rialto, Office Property; Austin, TX Market | |
Real Estate Properties [Line Items] | |
Weighted-average Amortization Period, liabilities | 2 years 8 months 12 days |
Investments in Real Property 34
Investments in Real Property (Summary of Revenue and Net Operating Income of Properties Acquired During 2014) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Significant Acquisitions and Disposals [Line Items] | |||||
Revenue | $ 52,659 | $ 56,840 | $ 115,241 | $ 113,913 | |
Net Operating Income | 39,252 | $ 45,044 | 86,705 | $ 88,770 | |
CityView, Office Property; Austin, TX [Member] | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Revenue | 1,547 | 1,547 | |||
Net Operating Income | [1] | 1,028 | 1,028 | ||
South Cape, Retail Property; Greater Boston Market [Member] | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Revenue | 813 | 1,049 | |||
Net Operating Income | [1] | 591 | 812 | ||
Rialto, Office Property; Austin, TX Market | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Revenue | 1,171 | 2,068 | |||
Net Operating Income | [1] | 738 | 1,254 | ||
Properties Acquired During 2015 [Member] | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Revenue | 3,531 | 4,664 | |||
Net Operating Income | [1] | $ 2,357 | $ 3,094 | ||
[1] | For a discussion as to why we view NOI to be an appropriate supplemental performance measure and a reconciliation to GAAP net income, refer to Note 10. |
Investments in Real Property 35
Investments in Real Property (Summary of Disposed Properties) (Details) ft² in Thousands, $ in Thousands | Mar. 11, 2015USD ($)ft² | Jun. 30, 2015USD ($)ft²property | |
Significant Acquisitions and Disposals [Line Items] | |||
Square feet | ft² | 2,949 | ||
Contract Sales Price | $ 398,600 | $ 457,735 | |
Gain on Sale | $ 128,667 | ||
Rentable square feet | ft² | 2,700 | 2,623 | |
Office and Industrial Portfolio; Various Markets [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
DPF Ownership | [1] | 100.00% | |
Square feet | ft² | [1] | 2,669 | |
Disposition Date | [1] | Mar. 11, 2015 | |
Contract Sales Price | [1] | $ 398,635 | |
Gain on Sale | [1] | $ 105,542 | |
Industrial Portfolio Properties; Various Markets [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
Number of Properties | property | 6 | ||
Rentable square feet | ft² | 1,600 | ||
Office Portfolio Properties; Various Markets [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
Number of Properties | property | 6 | ||
Rentable square feet | ft² | 1,100 | ||
Office Property; Dallas, TX Market [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
DPF Ownership | 100.00% | ||
Square feet | ft² | 177 | ||
Disposition Date | Jan. 16, 2015 | ||
Contract Sales Price | $ 46,600 | ||
Gain on Sale | $ 23,125 | ||
Retail Property; Pittsburgh, PA Market [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
DPF Ownership | 100.00% | ||
Square feet | ft² | 103 | ||
Disposition Date | May 5, 2015 | ||
Contract Sales Price | $ 12,500 | ||
California | Office and Industrial Portfolio; Various Markets [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
Number of Properties | property | 3 | ||
California | Office and Industrial Portfolio, Los Angeles Market [Member] | |||
Significant Acquisitions and Disposals [Line Items] | |||
Number of Properties | property | 1 | ||
Number of buildings on property | property | 2 | ||
[1] | The Portfolio includes (i) six office properties comprising 1.1 million net rentable square feet located in the following markets: Los Angeles, CA (three properties, of which one disposed property was a single building from a two-building office property), Northern New Jersey, Miami, FL, and Dallas, TX, and (ii) six industrial properties comprising 1.6 million net rentable square feet located in the following markets: Los Angeles, CA, Dallas, TX, Cleveland, OH, Chicago, IL, Houston, TX, and Denver, CO. |
Investments in Real Property 36
Investments in Real Property (Summary of Carrying Amounts of Major Classes of Assets and Liabilities) (Details) $ in Thousands | Dec. 31, 2014USD ($) | |
Disclosure Summary Of Consolidated Investments In Real Property [Abstract] | ||
Land | $ 4,075 | |
Building and improvements | 19,337 | |
Intangible lease assets | 7,005 | |
Accumulated depreciation | (10,163) | |
Other assets, net | 1,673 | |
Assets held for sale | [1] | 21,927 |
Other liabilities | 1,880 | |
Liabilities related to assets held for sale | $ 1,880 | |
[1] | Includes other assets and restricted cash related to properties classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Investments in Real Property 37
Investments in Real Property (Summary of Income and Expenses Attributable to Discontinued Operations) (Details) - Jun. 30, 2014 - USD ($) $ in Thousands | Total | Total | |
Investments in Real Property [Abstract] | |||
Revenues | $ (26) | $ 969 | |
Rental expense | 27 | (340) | |
Interest expense | (296) | ||
Other expenses | (8) | (12) | |
Income from discontinued operations | (7) | 321 | |
Gain on disposition | 149 | 29,678 | |
Discontinued operations | [1] | 142 | 29,999 |
Discontinued operations attributable to noncontrolling interests | (10) | (4,462) | |
Income from discontinued operations attributable to common stockholders | $ 132 | $ 25,537 | |
[1] | Includes approximately $1.6 million paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2014. |
Investments in Real Property 38
Investments in Real Property (Summary of Capital Expenditures, Significant Operating and Investing Noncash Items Related to Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Real Estate Properties [Line Items] | |||||
Straight-line rent adjustments | $ (43) | $ 485 | $ (398) | $ 1,790 | |
Non-cash disposition of real property | [1] | $ 128,008 | 94,011 | ||
Discontinued Operations | |||||
Real Estate Properties [Line Items] | |||||
Straight-line rent adjustments | (41) | ||||
Non-cash disposition of real property | $ 80,361 | ||||
[1] | Represents the amount of sales proceeds and debt repayments from the disposition of real property or the repayment of borrowings that we did not receive or pay in cash, primarily due to the repayment or assumption of related borrowings by the purchaser or borrower at closing. |
Investments in Real Property 39
Investments in Real Property (Summary of Adjustments to Rental Revenue Related to Amortization of Above-Market Lease Assets, Below-Market Lease Liabilities, and for Straight-Line Rental Adjustments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Investments in Real Property [Abstract] | |||||
Straight-line rent adjustments | $ (43) | $ 485 | $ (398) | $ 1,790 | |
Above-market lease assets | (1,256) | (1,713) | (2,616) | (3,437) | |
Below-market lease liabilities | 1,389 | 1,561 | 3,103 | 3,392 | |
Total increase to rental revenue | 90 | 333 | 89 | 1,745 | |
Tenant recovery income | [1] | 8,573 | 7,682 | 18,738 | 15,884 |
Real estate taxes paid directly by tenants subject to triple net lease Contracts | $ 1,500 | $ 3,100 | $ 4,100 | $ 6,200 | |
[1] | Tenant recovery income presented in this table excludes real estate taxes that were paid directly by our tenants that are subject to triple net lease contracts. Such payments totaled approximately $1.5 million and $3.1 million during the three months ended June 30, 2015 and 2014, respectively, and approximately $4.1 million and $6.2 million during the six months ended June 30, 2015 and 2014, respectively. |
Investments in Real Property 40
Investments in Real Property (Summary of Concentration of Risk Respect to Accounts Receivable) (Details) ft² in Thousands, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015USD ($)ft²property | Mar. 11, 2015ft² | ||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 19 | ||
Annualized Rental Revenue | [1] | $ 75,650 | |
Percent of Total Annualized Rental Revenue | 45.00% | ||
Square Feet | ft² | 2,623 | 2,700 | |
Percent of Total Portfolio Square Feet | 31.80% | ||
Charles Schwab and Company, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 1 | ||
Annualized Rental Revenue | [1] | $ 22,992 | |
Percent of Total Annualized Rental Revenue | 13.70% | ||
Square Feet | ft² | 594 | ||
Percent of Total Portfolio Square Feet | 7.20% | ||
Sybase, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 1 | ||
Annualized Rental Revenue | [1] | $ 17,971 | |
Percent of Total Annualized Rental Revenue | 10.70% | ||
Square Feet | ft² | 405 | ||
Percent of Total Portfolio Square Feet | 4.90% | ||
Northrop Grumman, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 1 | ||
Annualized Rental Revenue | [1] | $ 15,901 | |
Percent of Total Annualized Rental Revenue | 9.40% | ||
Square Feet | ft² | 575 | ||
Percent of Total Portfolio Square Feet | 7.00% | ||
Stop and Shop Supermarket Company LLC. | |||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 15 | ||
Annualized Rental Revenue | [1] | $ 14,251 | |
Percent of Total Annualized Rental Revenue | 8.50% | ||
Square Feet | ft² | 882 | ||
Percent of Total Portfolio Square Feet | 10.70% | ||
Novo Nordisk | |||
Revenue, Major Customer [Line Items] | |||
Number of Tenant Locations | property | 1 | ||
Annualized Rental Revenue | [1] | $ 4,535 | |
Percent of Total Annualized Rental Revenue | 2.70% | ||
Square Feet | ft² | 167 | ||
Percent of Total Portfolio Square Feet | 2.00% | ||
[1] | Annualized base rent represents the annualized monthly base rent of executed leases as of June 30, 2015. |
Debt Related Investments (Narra
Debt Related Investments (Narrative) (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($)security | Jun. 30, 2015USD ($)security | Jun. 30, 2014security | Dec. 31, 2014USD ($)security | |
Investment [Line Items] | ||||
Number of debt investments | security | 7 | 11 | ||
Weighted average maturity of our debt investments | 3 years 1 month 6 days | |||
Number of debt investment repaid | security | 3 | 3 | ||
Net cash proceeds from repayment | $ 31,000,000 | |||
Principal repayment | 41,100,000 | |||
Prepayment of fee | 1,100,000 | |||
Repayments of borrowings | 11,200,000 | |||
Provision for loan loss | $ 3,000,000 | |||
Recorded Investment | 3,000,000 | |||
Provision losses | 0 | |||
Direct write off of allowance for loan loss | $ 3,000,000 | 3,000,000 | ||
Unpaid principal balance of impaired debt investments | $ 3,000,000 | |||
Number of impaired debt investments | security | 1 | |||
Interest Income Recognized | $ 0 | $ 0 | ||
B-notes | ||||
Investment [Line Items] | ||||
Number of Nonaccrual Loans Receivable | security | 1 | 1 | 1 | |
Mortgage Note | ||||
Investment [Line Items] | ||||
Number of debt investment repaid | security | 3 |
Debt Related Investments (Sched
Debt Related Investments (Schedule of Debt Related Income) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)security | Jun. 30, 2014USD ($)security | ||
Investment [Line Items] | |||||
Debt related income | $ 1,584 | $ 1,760 | $ 4,787 | $ 3,773 | |
Weighted Average Yield | [1] | 10.00% | 10.00% | ||
Number of debt investment repaid | security | 3 | 3 | |||
Mortgage Note | |||||
Investment [Line Items] | |||||
Debt related income | [2] | $ 730 | 1,060 | $ 3,143 | $ 2,411 |
Weighted Average Yield | [1],[2] | 5.80% | 5.80% | ||
Mezzanine loan | |||||
Investment [Line Items] | |||||
Debt related income | $ 854 | $ 700 | $ 1,644 | $ 1,362 | |
Weighted Average Yield | [1] | 16.70% | 16.70% | ||
Mortgage Note | |||||
Investment [Line Items] | |||||
Number of debt investment repaid | security | 3 | ||||
[1] | Weighted average yield is calculated on an unlevered basis using the amount invested, current interest rates and accretion of premiums or discounts realized upon the initial investment for each investment type as of June 30, 2015. As of June 30, 2015, all of our debt related investments bear interest at fixed rates. | ||||
[2] | We had three debt related investments repaid in full during the six months ended June 30, 2015 and 2014. During the three and six months ended June 30, 2015 and 2014, amounts recorded include early repayment fees received and accelerated amortization of origination fees offset by accelerated amortization of deferred due diligence costs related to certain of these repayments. |
Debt Related Investments (Recor
Debt Related Investments (Recorded Investment in Debt Related Investments before Allowance for Loan Loss, and Related Allowance for Loan Loss) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Disclosure Recorded Investment In Debt Related Investments Before Allowance For Loan Loss And Related Allowance For Loan Loss [Abstract] | ||
Debt related investments | $ 56,548 | $ 97,951 |
Less: Allowance for loan losses | (3,000) | |
Total | $ 56,548 | $ 94,951 |
Debt Obligations (Narrative) (D
Debt Obligations (Narrative) (Details) | Mar. 11, 2015USD ($)property | Jan. 13, 2015USD ($) | Jun. 30, 2015USD ($)entityloanitem | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Debt Instrument [Line Items] | ||||||
Mortgages sold | $ 128,000,000 | |||||
Mortgage loans, interest rate | 5.46% | |||||
Defeasance costs | $ (896,000) | |||||
Number of interest-only mortgage notes | loan | 9 | |||||
Number of amortizing mortgage notes | loan | 13 | |||||
Interest-only mortgage notes, outstanding balance | $ 273,800,000 | |||||
Amortizing mortgage notes outstanding balance | 301,500,000 | |||||
Unsecured Debt | 250,000,000 | $ 345,000,000 | ||||
Line of credit, amount outstanding | [1],[2],[3] | 75,000,000 | ||||
Loss on financing commitments and early repayment of debt | 896,000 | |||||
Number of properties sold | property | 12 | |||||
Total unsecured borrowings | 250,000,000 | 345,000,000 | ||||
Current borrowing capacity | 497,800,000 | $ 189,400,000 | ||||
Available borrowing under revolving credit facility | 450,000,000 | |||||
Balance Repaid, Mortgage Notes | 68,905,000 | $ 45,614,000 | ||||
Mortgages [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Obligation released through defeasance | $ 44,800,000 | |||||
Defeasance costs | 8,600,000 | |||||
Loss on financing commitments and early repayment of debt | $ (8,600,000) | |||||
Old Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | 620,000,000 | |||||
Repaid outstanding borrowings | $ 380,000,000 | |||||
Amended Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance date | Jan. 13, 2015 | |||||
Number of lenders | entity | 14 | |||||
Credit facility, maximum borrowing capacity | $ 550,000,000 | |||||
Potential maximum borrowing capacity | 900,000,000 | |||||
Amended Facility [Member] | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 400,000,000 | |||||
Credit facility expiration date | Jan. 31, 2019 | |||||
Number of one year extensions | item | 1 | |||||
Revolving credit facility extension period | 12 months | |||||
Percentage of extension fee to outstanding principal balance | 0.15% | |||||
Proceeds from lines of credit | $ 280,000,000 | |||||
Amended Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 50,000,000 | |||||
Amended Facility [Member] | Swing Line Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 50,000,000 | |||||
Minimum | Amended Facility [Member] | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 1.40% | |||||
Maximum | Amended Facility [Member] | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 2.30% | |||||
$150 Million Term Loan [Member] | Amended Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt face amount | $ 150,000,000 | |||||
Maturity date | Jan. 31, 2018 | |||||
Number of one year extensions | item | 2 | |||||
Revolving credit facility extension period | 12 months | |||||
Percentage of extension fee to outstanding principal balance | 0.125% | |||||
Unsecured Debt | 100,000,000 | $ 150,000,000 | ||||
Total unsecured borrowings | $ 100,000,000 | $ 150,000,000 | ||||
$150 Million Term Loan [Member] | Minimum | Amended Facility [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 1.35% | |||||
$150 Million Term Loan [Member] | Maximum | Amended Facility [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 2.20% | |||||
$200 Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance date | Feb. 27, 2015 | |||||
Debt face amount | $ 200,000,000 | |||||
Number of lenders | entity | 6 | |||||
Debt term | 7 years | |||||
Maturity date | Feb. 27, 2022 | |||||
$200 Term Loan [Member] | Minimum | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 1.65% | |||||
$200 Term Loan [Member] | Maximum | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 2.55% | |||||
Repurchase Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings spread over LIBOR | 2.25% | 2.25% | ||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Unsecured Debt | $ 270,000,000 | |||||
Line of credit, amount outstanding | [1],[3],[4] | $ 250,000,000 | $ 270,000,000 | |||
Interest rate | 2.22% | 2.69% | ||||
Total unsecured borrowings | $ 270,000,000 | |||||
Outstanding borrowings spread over LIBOR | 1.47% | 1.70% | ||||
Mortgages [Member] | Campus Road [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity date | Jul. 10, 2015 | |||||
Interest bearing on mortgage note | [5] | 4.75% | ||||
Debt Instrument Interest Rate Stated Percentage | [5] | 4.75% | ||||
Mortgages [Member] | Mansfield [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity date | Oct. 1, 2015 | |||||
Interest bearing on mortgage note | [5] | 6.03% | ||||
Debt Instrument Interest Rate Stated Percentage | [5] | 6.03% | ||||
[1] | Amounts are presented on a GAAP basis and are net of (i) unamortized premiums to the face value of our outstanding fixed-rate mortgages of $1.4 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively, and (ii) GAAP principal amortization related to troubled debt restructurings of $2.7 million and $2.3 million as of June 30, 2015 and December 31, 2014, respectively. | |||||
[2] | As of December 31, 2014, borrowings under our line of credit were subject to interest at a floating rate of 1.75% over one-month LIBOR. However, we had effectively fixed the interest rate of approximately $30.0 million of the total of $75.0 million in borrowings using interest rate swaps at 3.60%, resulting in a weighted average interest rate on the total line of credit of 2.56%. | |||||
[3] | As of June 30, 2015, we had entered into interest rate swap agreements with total notional of $333.8 million which we entered into to fix the LIBOR component of the interest rate of our unsecured borrowings. Of these swaps, $200.0 million mature in December 2016 and fix the LIBOR rate at 0.64%, $33.8 million mature in May 2017 and fix the LIBOR rate at 0.59%, and $100.0 million mature in January 2022 and fix the LIBOR rate at 1.96%. We are obligated to pay our counterparties under these swap agreements regardless of the level of the related borrowings. | |||||
[4] | As of June 30, 2015 and December 31, 2014, borrowings under our term loans were subject to interest at weighted average floating rates of 1.47% and 1.70%, respectively, over one-month LIBOR. However, we had effectively fixed the interest rates of the borrowings using interest rate swaps at 2.22% and 2.69% as of June 30, 2015 and December 31, 2014, respectively. | |||||
[5] | We had effectively fixed the stated interest rates of certain of our borrowings by using interest rate swaps. |
Debt Obligations (Summary of Bo
Debt Obligations (Summary of Borrowings) (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 4.80% | 4.80% | |
Outstanding Balance | [1] | $ 824,043,000 | $ 1,198,267,000 |
Gross Investment Amount Securing Borrowings | [2] | 1,078,081,000 | 1,692,911,000 |
Unamortized net discount at end of period on debt payable | 1,400,000 | 2,000,000 | |
Troubled debt restructuring amortization | 2,700,000 | 2,300,000 | |
Liabilities held for sale | $ 1,880,000 | ||
Line of credit, interest rate | [3],[4] | 2.60% | |
Mortgage notes | [5] | 574,043,000 | $ 853,267,000 |
Total secured borrowings | [1] | 574,043,000 | 853,267,000 |
Line of credit, amount outstanding | [1],[3],[4] | 75,000,000 | |
Total unsecured borrowings | 250,000,000 | $ 345,000,000 | |
Long-term Debt | [6] | $ 825,275,000 | |
Mortgages [Member] | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 5.90% | 5.80% | |
Outstanding Balance | [1] | $ 574,043,000 | $ 816,244,000 |
Gross Investment Amount Securing Borrowings | [2] | $ 1,078,081,000 | $ 1,641,755,000 |
Floating-rate mortgage notes | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings spread over LIBOR | 3.00% | ||
Repurchase Facility | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | [7] | 2.80% | |
Gross Investment Amount Securing Borrowings | [2],[7] | $ 51,156,000 | |
Total other secured borrowings | [1],[7] | $ 37,023,000 | |
Total Secured Borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 5.90% | 5.60% | |
Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Debt, Weighted Average Interest Rate | 2.56% | ||
Outstanding borrowings spread over LIBOR | 1.75% | ||
Interest rate | 3.60% | ||
Weighted average interest rate | 2.56% | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | [4],[8] | 2.20% | 2.70% |
Outstanding borrowings spread over LIBOR | 1.47% | 1.70% | |
Interest rate | 2.22% | 2.69% | |
Line of credit, amount outstanding | [1],[4],[8] | $ 250,000,000 | $ 270,000,000 |
Total unsecured borrowings | $ 270,000,000 | ||
Unsecured Borrowings | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 2.20% | 2.70% | |
Total unsecured borrowings | [1] | $ 250,000,000 | $ 345,000,000 |
Fixed-rate mortgages [Member] | Mortgages [Member] | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 5.90% | 5.80% | |
Outstanding Balance | [1] | $ 565,973,000 | $ 807,994,000 |
Gross Investment Amount Securing Borrowings | [2] | $ 1,061,699,000 | $ 1,625,637,000 |
Fixed-rate mortgages [Member] | Repurchase Facility | |||
Debt Instrument [Line Items] | |||
Interest rate | 2.84% | 2.84% | |
Floating-rate mortgages [Member] | Mortgages [Member] | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | [9] | 3.20% | 3.20% |
Outstanding Balance | [1],[9] | $ 8,070,000 | $ 8,250,000 |
Gross Investment Amount Securing Borrowings | [2],[9] | $ 16,382,000 | $ 16,118,000 |
Minimum | Repurchase Facility | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings spread over LIBOR | 2.25% | 2.25% | |
Interest Rate Swap | |||
Debt Instrument [Line Items] | |||
Notional amount | $ 333,800,000 | ||
Interest Rate Swap | Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 30,000,000 | ||
Interest Rate Swap December 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Notional amount | $ 200,000,000 | ||
Interest rate swap agreement, rate | 0.64% | ||
Interest Rate Swap May 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Notional amount | $ 33,800,000 | ||
Interest rate swap agreement, rate | 0.59% | ||
Interest Rate Swap January 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Notional amount | $ 100,000,000 | ||
Interest rate swap agreement, rate | 1.96% | ||
[1] | Amounts are presented on a GAAP basis and are net of (i) unamortized premiums to the face value of our outstanding fixed-rate mortgages of $1.4 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively, and (ii) GAAP principal amortization related to troubled debt restructurings of $2.7 million and $2.3 million as of June 30, 2015 and December 31, 2014, respectively. | ||
[2] | "Gross Investment Amount" as used here and throughout this document represents the allocated gross basis of real property and debt related investments, after certain adjustments. Gross Investment Amount for real property (i) includes the effect of intangible lease liabilities, (ii) excludes accumulated depreciation and amortization, and (iii) includes the impact of impairments. Amounts reported for debt related investments represent our net accounting basis of the debt related investments, which includes (i) unpaid principal balances, (ii) unamortized discounts, premiums, and deferred charges, and (iii) allowances for loan loss. | ||
[3] | As of December 31, 2014, borrowings under our line of credit were subject to interest at a floating rate of 1.75% over one-month LIBOR. However, we had effectively fixed the interest rate of approximately $30.0 million of the total of $75.0 million in borrowings using interest rate swaps at 3.60%, resulting in a weighted average interest rate on the total line of credit of 2.56%. | ||
[4] | As of June 30, 2015, we had entered into interest rate swap agreements with total notional of $333.8 million which we entered into to fix the LIBOR component of the interest rate of our unsecured borrowings. Of these swaps, $200.0 million mature in December 2016 and fix the LIBOR rate at 0.64%, $33.8 million mature in May 2017 and fix the LIBOR rate at 0.59%, and $100.0 million mature in January 2022 and fix the LIBOR rate at 1.96%. We are obligated to pay our counterparties under these swap agreements regardless of the level of the related borrowings. | ||
[5] | Includes approximately $58.8 million and $59.4 million in consolidated mortgage notes in variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. | ||
[6] | Outstanding balance represents expected cash outflows for contractual amortization and scheduled balloon payment maturities and does not include the GAAP principal amortization of our restructured mortgage note of approximately $2.7 million that does not reduce the contractual amount due of the related mortgage note as of June 30, 2015, partially offset by the mark-to-market premium on assumed debt of $1.4 million as of June 30, 2015. | ||
[7] | As of December 31, 2014, borrowings under our repurchase facility were subject to interest at a floating rate of 2.25% over one-month LIBOR. However, we had effectively fixed the interest rate of the borrowings using interest rate swaps at 2.84% for the term of the borrowings. | ||
[8] | As of June 30, 2015 and December 31, 2014, borrowings under our term loans were subject to interest at weighted average floating rates of 1.47% and 1.70%, respectively, over one-month LIBOR. However, we had effectively fixed the interest rates of the borrowings using interest rate swaps at 2.22% and 2.69% as of June 30, 2015 and December 31, 2014, respectively. | ||
[9] | As of June 30, 2015 and December 31, 2014, our floating rate mortgage note was subject to an interest rate spread of 3.00% over one-month LIBOR. |
Debt Obligations (Schedule Of R
Debt Obligations (Schedule Of Repayment Of Mortgage Notes And Repurchase Facility) (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | |
Debt Instrument [Line Items] | ||
Debt and Credit Facility Repayment, Total | $ 99,965 | |
Stated Interest Rate, Weighted Average | [1] | 4.42% |
Repurchase Facility | ||
Debt Instrument [Line Items] | ||
Repayment Date | May 29, 2015 | |
Balance Repaid, Repurchase facility | $ 37,023 | |
Stated Interest Rate | [1] | 2.84% |
Contractual Maturity Date | May 29, 2015 | |
Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Balance Repaid, Mortgage Notes | $ 62,942 | |
Stated Interest Rate, Weighted Average | [1] | 5.35% |
Mortgages [Member] | Campus Road [Member] | ||
Debt Instrument [Line Items] | ||
Repayment Date | Apr. 10, 2015 | |
Balance Repaid, Mortgage Notes | $ 33,501 | |
Stated Interest Rate | [1] | 4.75% |
Contractual Maturity Date | Jul. 10, 2015 | |
Mortgages [Member] | Mansfield [Member] | ||
Debt Instrument [Line Items] | ||
Repayment Date | Apr. 1, 2015 | |
Balance Repaid, Mortgage Notes | $ 8,307 | |
Stated Interest Rate | [1] | 6.03% |
Contractual Maturity Date | Oct. 1, 2015 | |
Mortgages [Member] | Orleans [Member] | ||
Debt Instrument [Line Items] | ||
Repayment Date | Jan. 2, 2015 | |
Balance Repaid, Mortgage Notes | $ 13,818 | |
Stated Interest Rate | [1] | 6.02% |
Contractual Maturity Date | Jul. 1, 2015 | |
Mortgages [Member] | Whitman [Member] | ||
Debt Instrument [Line Items] | ||
Repayment Date | Jan. 2, 2015 | |
Balance Repaid, Mortgage Notes | $ 7,316 | |
Stated Interest Rate | [1] | 6.02% |
Contractual Maturity Date | Jul. 1, 2015 | |
[1] | We had effectively fixed the stated interest rates of certain of our borrowings by using interest rate swaps. |
Debt Obligations (Summary of 47
Debt Obligations (Summary of Borrowings Reflects Contractual Debt Maturities Footnote) (Details) | 6 Months Ended | |||
Jun. 30, 2015USD ($)loanitem | Jan. 13, 2015USD ($) | Dec. 31, 2014USD ($) | ||
Debt Instrument [Line Items] | ||||
Outstanding Balance, 2015 | [1] | $ 27,082,000 | ||
Outstanding Balance, 2016 | [1] | 326,548,000 | ||
Outstanding Balance, 2017 | [1] | 206,333,000 | ||
Outstanding Balance, 2018 | [1] | 151,419,000 | ||
Outstanding Balance, 2019 | [1] | 1,509,000 | ||
Outstanding Balance, 2020 | [1] | 1,605,000 | ||
Outstanding Balance, 2021 | [1] | 1,707,000 | ||
Outstanding Balance, 2022 | [1] | 101,663,000 | ||
Outstanding Balance, 2023 | [1] | 978,000 | ||
Outstanding Balance, 2024 | [1] | 1,034,000 | ||
Outstanding Balance, Thereafter | [1] | 5,397,000 | ||
Total Outstanding Balance | [1] | 825,275,000 | ||
Unsecured borrowings | 250,000,000 | $ 345,000,000 | ||
Line of credit, amount outstanding | [2],[3],[4] | 75,000,000 | ||
Troubled debt restructuring amortization | 2,700,000 | $ 2,300,000 | ||
Mark to market adjustment on assumed debt | 1,400,000 | |||
Mortgage Note | ||||
Debt Instrument [Line Items] | ||||
Troubled debt restructuring amortization | $ 2,700,000 | |||
Mortgage Notes and Other Secured Borrowings | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 22 | |||
Outstanding Balance, 2015 | $ 27,082,000 | |||
Outstanding Balance, 2016 | 326,548,000 | |||
Outstanding Balance, 2017 | 206,333,000 | |||
Outstanding Balance, 2018 | 1,419,000 | |||
Outstanding Balance, 2019 | 1,509,000 | |||
Outstanding Balance, 2020 | 1,605,000 | |||
Outstanding Balance, 2021 | 1,707,000 | |||
Outstanding Balance, 2022 | 1,663,000 | |||
Outstanding Balance, 2023 | 978,000 | |||
Outstanding Balance, 2024 | 1,034,000 | |||
Outstanding Balance, Thereafter | 5,397,000 | |||
Total Outstanding Balance | $ 575,275,000 | |||
Mortgage Notes and Other Secured Borrowings | 2015 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 1 | |||
Mortgage Notes and Other Secured Borrowings | 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 12 | |||
Mortgage Notes and Other Secured Borrowings | 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 6 | |||
Mortgage Notes and Other Secured Borrowings | 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 1 | |||
Mortgage Notes and Other Secured Borrowings | Thereafter [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 2 | |||
Unsecured Borrowings | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 2 | |||
Outstanding Balance, 2018 | [5] | $ 150,000,000 | ||
Outstanding Balance, 2022 | [5] | 100,000,000 | ||
Total Outstanding Balance | [5] | $ 250,000,000 | ||
Unsecured Borrowings | 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 1 | |||
Unsecured Borrowings | 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Borrowings Maturing | loan | 1 | |||
Amended Facility [Member] | $150 Million Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt face amount | $ 150,000,000 | |||
Unsecured borrowings | $ 150,000,000 | $ 100,000,000 | ||
Maturity date | Jan. 31, 2018 | |||
Number of one year extensions | item | 2 | |||
Revolving credit facility extension period | 12 months | |||
Amended Facility [Member] | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Number of one year extensions | item | 1 | |||
Revolving credit facility extension period | 12 months | |||
[1] | Outstanding balance represents expected cash outflows for contractual amortization and scheduled balloon payment maturities and does not include the GAAP principal amortization of our restructured mortgage note of approximately $2.7 million that does not reduce the contractual amount due of the related mortgage note as of June 30, 2015, partially offset by the mark-to-market premium on assumed debt of $1.4 million as of June 30, 2015. | |||
[2] | Amounts are presented on a GAAP basis and are net of (i) unamortized premiums to the face value of our outstanding fixed-rate mortgages of $1.4 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively, and (ii) GAAP principal amortization related to troubled debt restructurings of $2.7 million and $2.3 million as of June 30, 2015 and December 31, 2014, respectively. | |||
[3] | As of December 31, 2014, borrowings under our line of credit were subject to interest at a floating rate of 1.75% over one-month LIBOR. However, we had effectively fixed the interest rate of approximately $30.0 million of the total of $75.0 million in borrowings using interest rate swaps at 3.60%, resulting in a weighted average interest rate on the total line of credit of 2.56%. | |||
[4] | As of June 30, 2015, we had entered into interest rate swap agreements with total notional of $333.8 million which we entered into to fix the LIBOR component of the interest rate of our unsecured borrowings. Of these swaps, $200.0 million mature in December 2016 and fix the LIBOR rate at 0.64%, $33.8 million mature in May 2017 and fix the LIBOR rate at 0.59%, and $100.0 million mature in January 2022 and fix the LIBOR rate at 1.96%. We are obligated to pay our counterparties under these swap agreements regardless of the level of the related borrowings. | |||
[5] | Unsecured borrowings presented include (i) borrowings under the $150 Million Term Loan of $150.0 million, which are scheduled to mature in 2018, subject to two one-year extension options, and (ii) borrowings under the $200 Million Term Loan of $100.0 million, which are scheduled to mature in 2022 with no extension options. |
Derivatives And Hedging Activ48
Derivatives And Hedging Activities (Narrative) (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2015USD ($)security | Dec. 31, 2014USD ($)security | |
Derivative [Line Items] | ||
Estimated increase to interest expense related to active effective hedges of floating rate debt | $ 2.1 | |
Designated Hedges | ||
Derivative [Line Items] | ||
Number of derivatives | security | 11 | 11 |
Total notional amount | $ 333.8 | $ 339.2 |
Undesignated hedges | ||
Derivative [Line Items] | ||
Number of derivatives | security | 0 | 0 |
Interest Rate Swap Maturing January 2020 [Member] | Designated Hedges | ||
Derivative [Line Items] | ||
Number of derivatives | security | 2 | |
Total notional amount | $ 100 | |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Estimated increase to interest expense related to termination of hedging instrument | $ 1.8 |
Derivatives And Hedging Activ49
Derivatives And Hedging Activities (Reconciliation of Accumulated Other Comprehensive Loss, Net of Amounts Attributable to Noncontrolling Interests) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance as of December 31, 2014 | $ (10,120) |
Amortization of OCI into interest expense (net of tax benefit of $0) | 2,318 |
Change in fair value recognized in OCI (net of tax benefit of $0) | (1,553) |
Net current-period other comprehensive income | 765 |
Attribution of and other adjustments to OCI attributable to noncontrolling interests | (50) |
Ending balance as of June 30, 2015 | (9,405) |
Gains And Losses On Cash Flow Hedges [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance as of December 31, 2014 | (9,069) |
Amortization of OCI into interest expense (net of tax benefit of $0) | 2,318 |
Change in fair value recognized in OCI (net of tax benefit of $0) | (1,553) |
Net current-period other comprehensive income | 765 |
Attribution of and other adjustments to OCI attributable to noncontrolling interests | (50) |
Ending balance as of June 30, 2015 | (8,354) |
Unrealized Gains On Available-For-Sale Securities [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance as of December 31, 2014 | (1,051) |
Ending balance as of June 30, 2015 | $ (1,051) |
Derivatives And Hedging Activ50
Derivatives And Hedging Activities (Gross Fair Value of Derivative Financial Instruments as Well as Their Classification) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Other Assets | |||
Derivatives, Fair Value [Line Items] | |||
Asset Derivatives, Fair value, Gross asset | $ 584 | $ 543 | |
Other Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liability Derivatives, Fair value, Gross liability | (947) | (907) | |
Designated Hedges | Interest Rate Contract | Other Assets | |||
Derivatives, Fair Value [Line Items] | |||
Asset Derivatives, Fair value, Gross asset | [1] | 584 | 543 |
Designated Hedges | Interest Rate Contract | Other Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liability Derivatives, Fair value, Gross liability | [1] | $ (947) | $ (907) |
[1] | Although our derivative contracts are subject to master netting arrangements which serve as credit mitigants to both us and our counterparties under certain situations, we do not net our derivative fair values or any existing rights or obligations to cash collateral on the consolidated balance sheet. |
Derivatives And Hedging Activ51
Derivatives And Hedging Activities (Effect of Derivative Financial Instruments on Financial Statements) (Details) - Designated Hedges - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of income (loss) recognized in income due to missed forecast (ineffective portion and amount excluded from effectiveness testing) | $ 128 | $ (9) | $ 117 | $ (9) |
Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of loss reclassified from accumulated OCI into income (effective portion) | 1,155 | 743 | 2,318 | 1,492 |
Interest Rate Contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain or (loss) recognized in OCI (effective portion) | $ 1,417 | $ (835) | $ (1,553) | $ (1,263) |
Fair Value of Financial Instr52
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Carrying (Reported) Amount, Fair Value Disclosure | ||
Assets: | ||
Derivative instruments | $ 584 | $ 543 |
Liabilities: | ||
Fixed-rate mortgage notes carried at amortized cost | 565,973 | 807,994 |
Derivative liabilities | 947 | 907 |
Carrying (Reported) Amount, Fair Value Disclosure | Real Estate Securities | ||
Assets: | ||
Investments in real estate securities | 200 | 200 |
Carrying (Reported) Amount, Fair Value Disclosure | Fixed-rate debt related investments, net | ||
Assets: | ||
Fixed-rate debt related investments, net | 56,548 | 69,889 |
Carrying (Reported) Amount, Fair Value Disclosure | Floating-rate debt related investments, net | ||
Assets: | ||
Floating-rate debt related investments, net | 25,062 | |
Carrying (Reported) Amount, Fair Value Disclosure | Floating-rate mortgage notes | ||
Liabilities: | ||
Floating-rate mortgage notes | 8,070 | 8,250 |
Carrying (Reported) Amount, Fair Value Disclosure | Floating rate mortgages | ||
Liabilities: | ||
Floating-rate other secured borrowings | 37,023 | |
Carrying (Reported) Amount, Fair Value Disclosure | Floating Rate Un-Secured Borrowings | ||
Liabilities: | ||
Floating-rate unsecured borrowings | 250,000 | 345,000 |
Estimate of Fair Value, Fair Value Disclosure | ||
Assets: | ||
Derivative instruments | 584 | 543 |
Liabilities: | ||
Fixed-rate mortgage notes carried at amortized cost | 573,768 | 848,045 |
Derivative liabilities | 947 | 907 |
Estimate of Fair Value, Fair Value Disclosure | Real Estate Securities | ||
Assets: | ||
Investments in real estate securities | 200 | 200 |
Estimate of Fair Value, Fair Value Disclosure | Fixed-rate debt related investments, net | ||
Assets: | ||
Fixed-rate debt related investments, net | 57,967 | 71,770 |
Estimate of Fair Value, Fair Value Disclosure | Floating-rate debt related investments, net | ||
Assets: | ||
Floating-rate debt related investments, net | 25,157 | |
Estimate of Fair Value, Fair Value Disclosure | Floating-rate mortgage notes | ||
Liabilities: | ||
Floating-rate mortgage notes | 8,080 | 8,249 |
Estimate of Fair Value, Fair Value Disclosure | Floating rate mortgages | ||
Liabilities: | ||
Floating-rate other secured borrowings | 37,023 | |
Estimate of Fair Value, Fair Value Disclosure | Floating Rate Un-Secured Borrowings | ||
Liabilities: | ||
Floating-rate unsecured borrowings | $ 250,000 | $ 347,235 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)$ / shares | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)$ / sharesentityemployeeshares | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Related Party Transaction [Line Items] | |||||
Number of advisor employees serving as directors and officers | employee | 2 | ||||
Maximum primary dealer fee as percentage of gross proceeds from sale of class I shares | 5.00% | ||||
Total gross proceeds raised from sale of class I shares | $ 62,138,000 | $ 28,236,000 | |||
Percentage of gross proceeds retained by dealer manager | 0.50% | ||||
Number of broker-dealers approved for participation | entity | 4 | ||||
Amount owed to Advisor | $ 2,200,000 | $ 2,200,000 | $ 1,900,000 | ||
Related party transaction expense | $ 9,675,000 | $ 6,745,000 | $ 20,808,000 | 14,708,000 | |
Advisor agreement termination, notification period | 30 days | ||||
Advisor agreement termination, transaction close period | 60 days | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Awards granted, grant date NAV | $ / shares | $ 7.06 | $ 7.06 | |||
Offset period | 12 months | ||||
Class I | Restricted Stock Units (RSUs) [Member] | |||||
Related Party Transaction [Line Items] | |||||
Restricted stock units granted to Advisor | shares | 441,000 | ||||
Awards granted, grant date NAV | $ / shares | $ 7.06 | $ 7.06 | |||
Company's Unilateral Election Option to Increase Limit [Member] | |||||
Related Party Transaction [Line Items] | |||||
Total gross proceeds raised from sale of class I shares | $ 100,000,000 | ||||
Primary Dealer Fees [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction expense | $ 2,540,000 | 549,000 | 2,540,000 | 549,000 | |
Primary Dealer Fees Retained by Dealer Manager [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction expense | $ 254,000 | $ 55,000 | 254,000 | $ 55,000 | |
Raymond James and Associates, Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Total gross proceeds raised from sale of class I shares | 50,000,000 | ||||
Maximum | |||||
Related Party Transaction [Line Items] | |||||
Total gross proceeds raised from sale of class I shares | $ 300,000,000 |
Related Party Transactions (Sch
Related Party Transactions (Schedule Of RSU Grants) (Details) - Jun. 30, 2015 - Restricted Stock Units (RSUs) [Member] - $ / shares | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Unvested Shares | 441 |
Applicable Grant Date NAV per Share | $ 7.06 |
April 7, 2014 Grant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Unvested Shares | 247 |
Applicable Grant Date NAV per Share | $ 6.96 |
February 25, 2015 Grant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Unvested Shares | 59 |
Applicable Grant Date NAV per Share | $ 7.18 |
February 25, 2015 Grant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Unvested Shares | 135 |
Applicable Grant Date NAV per Share | $ 7.18 |
Related Party Transactions (Sum
Related Party Transactions (Summary of Fees and Other Amounts Earned by Advisor and Its Related Parties) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Apr. 15, 2015 | Dec. 31, 2014 | Apr. 15, 2014 | |||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | $ 9,675,000 | $ 6,745,000 | $ 20,808,000 | $ 14,708,000 | |||||
Common stock, shares issued | 182,067,150 | 182,067,150 | 178,399,679 | [1] | |||||
Class I | |||||||||
Related Party Transaction [Line Items] | |||||||||
Common stock, shares issued | 21,691,826 | 21,691,826 | 153,000 | 13,027,931 | 123,000 | ||||
Acquisition Fees | Class I | |||||||||
Related Party Transaction [Line Items] | |||||||||
Common stock, shares issued | 276,000 | 276,000 | |||||||
Advisory Fees [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | [2] | $ 4,497,000 | 3,853,000 | $ 8,796,000 | 7,595,000 | ||||
Advisory Fees [Member] | Class I | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | 502,000 | ||||||||
Other Reimbursements Paid To Our Advisor [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | [3] | 2,189,000 | 1,927,000 | 4,414,000 | 3,970,000 | ||||
Other Reimbursements Paid To Our Dealer Manager [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | 205,000 | 232,000 | 277,000 | 341,000 | |||||
Advisory Fees Related to the Disposition Of Real Properties [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | 125,000 | 65,000 | 4,577,000 | 1,973,000 | |||||
Development Management Fees | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | 18,000 | 20,000 | 35,000 | 103,000 | |||||
Selling Commissions, Dealer Manager, and Distribution Fees [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | 101,000 | 99,000 | 169,000 | 177,000 | |||||
Primary Dealer Fees [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | $ 2,540,000 | $ 549,000 | $ 2,540,000 | $ 549,000 | |||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Common stock, shares issued | 153,000 | 153,000 | |||||||
Restricted Stock Units (RSUs) [Member] | Advisory Fees [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction expense | $ 280,000 | ||||||||
[1] | Includes 157,819,161 shares of Class E common stock, 1,362,971 shares of Class A common stock, 1,193,192 shares of Class W common stock, and 21,691,826 shares of Class I common stock issued and outstanding as of June 30, 2015, and 163,067,835 shares of Class E common stock, 1,187,215 shares of Class A common stock, 1,116,698 shares of Class W common stock, and 13,027,931 shares of Class I common stock issued and outstanding as of December 31, 2014. | ||||||||
[2] | Amounts reported for the three months ended June 30, 2015 include approximately $280,000 in consideration of the issuance of approximately 153,000 shares of our Class I common stock to the Advisor. Such shares were issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. Amounts reported for the six months ended June 30, 2015 include approximately $502,000 in consideration of the issuance of approximately 276,000 shares of our Class I common stock to the Advisor. Such shares include (i) approximately 153,000 shares issued on April 15, 2015 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014 and February 25, 2015, and (ii) 123,000 shares issued on April 15, 2014 upon the settlement of restricted stock units issued to our Advisor on April 7, 2014. Such Class I shares are recognized as advisory fees expense over a one year period as an offset to amounts otherwise payable in cash. | ||||||||
[3] | Includes reimbursements paid to our Advisor, which primarily comprise salary, bonus, and overhead reimbursements. |
Net Income Per Common Share (De
Net Income Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Numerator | |||||
Loss from continuing operations | $ 107 | $ 3,674 | $ 132,308 | $ 5,806 | |
Loss (income) from continuing operations attributable to noncontrolling interests | (37) | (320) | (8,655) | (418) | |
Loss from continuing operations attributable to common stockholders | 70 | 3,354 | 123,653 | 5,388 | |
Dilutive noncontrolling interests share of (income) loss from continuing operations | 5 | 243 | 8,585 | 373 | |
Numerator for diluted earnings per share - adjusted loss from continuing operations | $ 75 | 3,597 | $ 132,238 | 5,761 | |
Income from discontinued operations | [1] | 142 | 29,999 | ||
Income from discontinued operations attributable to noncontrolling interests | (10) | (4,462) | |||
Income from discontinued operations attributable to common stockholders | 132 | 25,537 | |||
Dilutive noncontrolling interests share of discontinued operations | 10 | 1,915 | |||
Numerator for diluted earnings per share – adjusted income from discontinued operations | $ 142 | $ 27,452 | |||
Denominator | |||||
Weighted average shares outstanding-basic | 183,157 | 177,529 | 181,247 | 177,202 | |
Incremental weighted average shares effect of conversion of OP units | 13,110 | 12,857 | 12,782 | 12,988 | |
Weighted average shares outstanding-diluted | 196,267 | 190,386 | 194,029 | 190,190 | |
(LOSS) INCOME PER COMMON SHARE-BASIC AND DILUTED | |||||
Net (loss) from continuing operations | $ 0 | $ 0.02 | $ 0.68 | $ 0.03 | |
Net income from discontinued operations | 0 | 0.14 | |||
Net (loss) income | $ 0 | $ 0.02 | $ 0.68 | $ 0.17 | |
[1] | Includes approximately $1.6 million paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2014. |
Segment Information (Revenue an
Segment Information (Revenue and Components of Net Operating Income) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | ||
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 4 | ||||
Revenues | $ 52,659 | $ 56,840 | $ 115,241 | $ 113,913 | |
NOI | 39,252 | 45,044 | 86,705 | 88,770 | |
Office | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 32,732 | 33,926 | 68,214 | 68,128 |
NOI | [1] | 23,545 | 25,932 | 50,119 | 51,255 |
Industrial | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 1,438 | 6,035 | 5,789 | 11,849 |
NOI | [1] | 1,019 | 5,416 | 4,770 | 10,402 |
Retail | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 16,905 | 15,119 | 36,451 | 30,163 |
NOI | [1] | 13,104 | 11,936 | $ 27,029 | 23,340 |
Real property | |||||
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 3 | ||||
Debt Related Investments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 1,584 | 1,760 | $ 4,787 | 3,773 | |
NOI | $ 1,584 | $ 1,760 | $ 4,787 | $ 3,773 | |
[1] | Excludes results of operations of real properties categorized as discontinued operations. |
Segment Information (Reconcilia
Segment Information (Reconciliation of Net Operating Income to Reported Net Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Reconciliation of net operating income attributable to common shareholders | |||||
Net operating income | $ 39,252 | $ 45,044 | $ 86,705 | $ 88,770 | |
Real estate depreciation and amortization expense | (19,738) | (22,213) | (40,554) | (44,562) | |
General and administrative expenses | [1] | (3,123) | (3,125) | (5,861) | (5,944) |
Advisory fees, related party | (4,497) | (3,853) | (8,796) | (7,595) | |
Acquisition-related expenses | (179) | (252) | (602) | (252) | |
Impairment of real estate property | [2] | (224) | (1,624) | ||
Interest and other income | 163 | 341 | 797 | 263 | |
Interest expense | (11,275) | (15,105) | (25,256) | (31,273) | |
Loss on extinguishment of debt and financing commitments | (272) | (1,168) | (63) | ||
Gain on sale of real property | [3] | 2,837 | 128,667 | 6,462 | |
Provision for loss on debt related investments | 0 | ||||
Discontinued operations | [4] | 142 | 29,999 | ||
Net income attributable to noncontrolling interests | (37) | (330) | (8,655) | (4,880) | |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 70 | $ 3,486 | $ 123,653 | $ 30,925 | |
[1] | Includes approximately $1.8 million and $1.6 million paid to our Advisor and its affiliates for reimbursable expenses during the three months ended June 30, 2015 and 2014, respectively, and approximately $3.5 million and $3.3 million paid to our Advisor and its affiliates for reimbursable expenses during the six months ended June 30, 2015 and 2014, respectively. | ||||
[2] | Includes approximately $125,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three and six months ended June 30, 2015. | ||||
[3] | Includes approximately $65,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the three months ended June 30, 2014, and approximately $4.5 million and $328,000 paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2015 and 2014, respectively. | ||||
[4] | Includes approximately $1.6 million paid to our Advisor for advisory fees associated with the disposition of real properties during the six months ended June 30, 2014. |
Segment Information (Schedule o
Segment Information (Schedule of Total Assets by Business Segment) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | |
Segment assets: | |||||
Net investments in real property | [1] | $ 1,725,624 | $ 1,929,426 | ||
Debt related investments, net | 56,548 | 94,951 | |||
Non-segment assets: | |||||
Cash and cash equivalents | 28,919 | 14,461 | $ 52,880 | $ 24,778 | |
Other non-segment assets | [2] | 66,249 | 87,368 | ||
Assets held for sale | [3] | 21,927 | |||
Total Assets | 1,877,340 | 2,148,133 | |||
Segment Reconciling Items [Member] | |||||
Non-segment assets: | |||||
Total Assets | 1,782,172 | 2,024,377 | |||
Office | |||||
Segment assets: | |||||
Net investments in real property | [4] | 995,021 | 1,069,584 | ||
Office | Held-for-sale [Member] | |||||
Segment assets: | |||||
Net investments in real property | 20,300 | ||||
Industrial | |||||
Segment assets: | |||||
Net investments in real property | 62,048 | 207,655 | |||
Retail | |||||
Segment assets: | |||||
Net investments in real property | 668,555 | 652,187 | |||
Debt Related Investments | |||||
Segment assets: | |||||
Debt related investments, net | $ 56,548 | $ 94,951 | |||
[1] | Includes approximately $83.3 million and $82.7 million, after accumulated depreciation and amortization, in consolidated real property variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. | ||||
[2] | Other non-segment assets primarily consist of corporate assets including restricted cash and receivables, including straight-line rent receivable. | ||||
[3] | Includes other assets and restricted cash related to properties classified as held for sale in the accompanying balance sheet as of December 31, 2014. | ||||
[4] | Includes approximately $20.3 million of net investments in real property related to an office property classified as held for sale in the accompanying balance sheet as of December 31, 2014. |
Subsequent Events (Details)
Subsequent Events (Details) - Award Type [Domain] $ / shares in Units, $ in Thousands, shares in Millions | Aug. 12, 2015USD ($)$ / sharesshares | Aug. 06, 2015USD ($)ft²propertyentityitem | Jul. 20, 2015USD ($)ft² | Jul. 07, 2015USD ($)$ / shares | Mar. 11, 2015USD ($)ft² | Aug. 10, 2015USD ($)loanitem | Mar. 31, 2015USD ($) | Jun. 30, 2015USD ($)ft² | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Subsequent Event [Line Items] | |||||||||||
Shares repurchased, value | $ 50,148 | ||||||||||
Principal collections on debt related investments | 30,394 | $ 23,330 | |||||||||
Proceeds from disposition of real property | 323,030 | $ 96,602 | |||||||||
Gross sales price | $ 398,600 | $ 457,735 | |||||||||
Mortgage loans, interest rate | 5.46% | ||||||||||
Rentable square feet | ft² | 2,700,000 | 2,623,000 | |||||||||
Net investments in real property | [1] | $ 1,725,624 | $ 1,929,426 | ||||||||
Purchase option, estimated exercise price | $ 239,400 | ||||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of debt related investments | item | 2 | ||||||||||
Principal collections on debt related investments | $ 29,300 | ||||||||||
Number of loans repaid | loan | 2 | ||||||||||
Subsequent Event | Revolving Credit Facility | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Proceeds From Lines Of Credit | $ 115,000 | ||||||||||
Subsequent Event | Class E | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Self-tender offer, authorized amount | $ 115,000 | ||||||||||
Self-tender offer, percentage of common stock | 2.00% | ||||||||||
Self-tender offer, approximate increase in dollar volume | $ 23,000 | ||||||||||
Share price | $ / shares | $ 7.25 | ||||||||||
Shares repurchased | shares | 17.2 | ||||||||||
Shares repurchased, value | $ 124,300 | ||||||||||
Subsequent Event | Class E | Maximum | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Share price | $ / shares | $ 7.36 | ||||||||||
Subsequent Event | Class E | Minimum | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Share price | $ / shares | $ 6.65 | ||||||||||
Subsequent Event | Campus Road [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Unpaid principal balance | $ 22,300 | ||||||||||
Mortgage loans, interest rate | 5.85% | ||||||||||
Subsequent Event | Mansfield [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Unpaid principal balance | $ 17,100 | ||||||||||
Mortgage loans, interest rate | 7.50% | ||||||||||
Subsequent Event | Retail Property, Davie, FL [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Mortage note outstanding principal balance | $ 10,900 | ||||||||||
Rentable square feet | ft² | 124,000 | ||||||||||
Payments to acquire office buildings | $ 32,700 | ||||||||||
Real estate property, percent leased | 99.00% | ||||||||||
Real estate property, number of tenants | entity | 40 | ||||||||||
Subsequent Event | Office Property, Hollywood, FL [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of buildings | property | 3 | ||||||||||
Rentable square feet | ft² | 253,000 | ||||||||||
Payments to acquire office buildings | $ 45,800 | ||||||||||
Real estate property, percent leased | 97.00% | ||||||||||
Real estate property, number of tenants | item | 29 | ||||||||||
Subsequent Event | Office Property, Los Angeles, CA [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Rentable square feet | ft² | 111,000 | ||||||||||
Net investments in real property | $ 9,100 | ||||||||||
Total sales price | $ 12,500 | ||||||||||
[1] | Includes approximately $83.3 million and $82.7 million, after accumulated depreciation and amortization, in consolidated real property variable interest entity investments as of June 30, 2015 and December 31, 2014, respectively. |