Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 28, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 000-53649 | ||
Entity Registrant Name | KBS REAL ESTATE INVESTMENT TRUST II, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 26-0658752 | ||
Entity Address, Address Line One | 800 Newport Center Drive | ||
Entity Address, Address Line Two | Suite 700 | ||
Entity Address, City or Town | Newport Beach | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92660 | ||
City Area Code | 949 | ||
Local Phone Number | 417-6500 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 183,346,918 | ||
Entity Central Index Key | 0001411059 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Public Float | $ 0 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Irvine, California |
Auditor Firm ID | 42 |
CONSOLIDATED STATEMENT OF NET A
CONSOLIDATED STATEMENT OF NET ASSETS (Liquidation Basis) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Real estate | $ 188,383 | $ 698,491 |
Cash and cash equivalents | 45,163 | 21,796 |
Rents and other receivables, net | 342 | 489 |
Due from affiliate | 727 | 0 |
Other assets | 171 | 461 |
Total assets | 234,786 | 721,237 |
Liabilities | ||
Liabilities for estimated costs in excess of estimated receipts during liquidation | 22,021 | 72,528 |
Notes payable | 0 | 240,520 |
Accounts payable and accrued liabilities | 1,833 | 7,308 |
Due to affiliate | 29 | 49 |
Liabilities for estimated closing costs and disposition fees | 4,008 | 16,458 |
Other liabilities | 1,374 | 2,879 |
Total liabilities | 29,265 | 339,742 |
Commitments and contingencies (Note 8) | ||
Net assets in liquidation | $ 205,521 | $ 381,495 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS (Liquidation Basis) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Changes in Net Assets in Liquidation [Roll Forward] | |
Net assets in liquidation, beginning of period | $ 381,495 |
Changes in net assets in liquidation | |
Change in liquidation value of real estate properties after closing costs/disposition fees | (78,120) |
Change in estimated cash flow during liquidation | 9,565 |
Change in estimated capital expenditures | 23,713 |
Redemptions | (1,918) |
Other changes, net | (829) |
Net decrease in liquidation value | (47,589) |
Liquidating distribution to stockholders | (128,385) |
Changes in net assets in liquidation | (175,974) |
Net assets in liquidation, end of period | $ 205,521 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION KBS Real Estate Investment Trust II, Inc. (the “Company”) was formed on July 12, 2007 as a Maryland corporation that elected to be taxed as a real estate investment trust (“REIT”) beginning with the taxable year ended December 31, 2008. The Company conducts its business primarily through KBS Limited Partnership II, a Delaware limited partnership formed on August 23, 2007 (the “Operating Partnership”), and its subsidiaries. The Company is the sole general partner of and directly owns a 0.1% partnership interest in the Operating Partnership. The Company’s wholly-owned subsidiary, KBS REIT Holdings II LLC, a Delaware limited liability company formed on August 23, 2007 (“KBS REIT Holdings II”), owns the remaining 99.9% partnership interest in the Operating Partnership and is its sole limited partner. As of December 31, 2021, the Company owned one office property. Subject to certain restrictions and limitations, the business of the Company is managed by KBS Capital Advisors LLC (the “Advisor”), an affiliate of the Company, pursuant to an advisory agreement the Company entered into with the Advisor (the “Advisory Agreement”). The Advisory Agreement is effective through May 21, 2022 and may be renewed for an unlimited number of one As of December 31, 2021, the Company had 183,346,918 shares of common stock issued and outstanding. On November 13, 2019, in connection with a review of potential strategic alternatives available to the Company, a special committee composed of all of the Company’s independent directors (the “Special Committee”) and the board of directors unanimously approved the sale of all of the Company’s assets and the dissolution of the Company pursuant to the terms of the plan of complete liquidation and dissolution (the “Plan of Liquidation”). The principal purpose of the Plan of Liquidation is to provide liquidity to the Company’s stockholders by selling the Company’s assets, paying its debts and distributing the net proceeds from liquidation to the Company’s stockholders. On March 5, 2020, the Company’s stockholders approved the Plan of Liquidation. The Plan of Liquidation is included as an exhibit to this Annual Report on Form 10-K. COVID-19 Pandemic One of the most significant risks and uncertainties facing the Company and the real estate industry generally continues to be the effect of the ongoing public health crisis of the novel coronavirus disease (“COVID-19”) pandemic. The Company continues to closely monitor the impact of the COVID-19 pandemic on all aspects of its business and its liquidation, including how the pandemic is affecting its tenants and the Company’s ability to sell its remaining real estate property at the time and price it expects. From March 2020 through December 31, 2021, the Company did not experience significant disruptions in its operations from the COVID-19 pandemic. During the years ended December 31, 2021 and 2020, the Company reduced the estimated liquidation value of its real estate portfolio by $78.1 million (or $54.6 million after accounting for the decrease in estimated capital expenditures of $23.5 million that was previously projected to be spent) and $90.2 million, respectively, due to changes in leasing projections across its portfolio resulting in lower projected cash flow and projected sales prices caused by the impact of the COVID-19 pandemic. Many of the Company’s tenants have experienced disruptions in their business, some more severely than others. As of December 31, 2021, the Company had granted rent relief to eight tenants as a result of the pandemic, but as the impact of the pandemic continues to be felt, these tenants or additional tenants may request rent relief in future periods or become unable to pay rent and therefore, the Company is unable to predict the ultimate impact the pandemic will have on its business and implementation of the Plan of Liquidation due to numerous uncertainties. The Company is evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modified agreements, nor is the Company forgoing its contractual rights under its lease agreements. |
PLAN OF LIQUIDATION
PLAN OF LIQUIDATION | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
PLAN OF LIQUIDATION | PLAN OF LIQUIDATION The Plan of Liquidation authorizes the Company to undertake an orderly liquidation. In an orderly liquidation, the Company will sell all of its properties, pay all of its known liabilities, provide for the payment of its unknown or contingent liabilities, distribute its remaining cash to its stockholders, wind up its operations and dissolve. The Company is authorized to provide for the payment of any unascertained or contingent liabilities and may do so by purchasing insurance, by establishing a reserve fund or in other ways. The Plan of Liquidation enables the Company to sell any and all of its assets without further approval of its stockholders and provides that the amounts and timing of liquidating distributions will be determined by the Company’s board of directors. At the time of adopting the Plan of Liquidation, the Company had anticipated completing its orderly liquidation and paying substantially all of its liquidating distributions from the net proceeds from liquidation within 24 months after stockholder approval of the Plan of Liquidation, which occurred on March 5, 2020. Given the uncertainty and business disruptions as a result of the outbreak of COVID-19, the Company’s completion of the Plan of Liquidation has been delayed. Although the Company was not able to complete its liquidation within the 24-month period described above, the Company does not anticipate any material unfavorable tax consequences to its stockholders or to its status as a REIT. For U.S. federal income tax purposes, (i) the Company did not have any current and accumulated earnings and profits (including any gain) or taxable income or gain for the taxable years ended December 31, 2020 and December 31, 2021 and (ii) the Company does not anticipate any current and accumulated earnings and profits (including any gain) or taxable income or gain in the future. The Company’s expectations about the completion of the Plan of Liquidation and the amount of any additional liquidating distributions that the Company pays to its stockholders and when the Company will pay them are subject to risks and uncertainties and are based on certain estimates and assumptions, one or more of which may prove to be incorrect. As a result, the actual amount of any additional liquidating distributions the Company pays to its stockholders may be less than the Company estimates and the liquidating distributions may be paid later than the Company predicts. There are many factors that may affect the amount of liquidating distributions the Company will ultimately pay to its stockholders. If the Company underestimates its existing obligations and liabilities or the amount of taxes, transaction fees and expenses relating to the liquidation and dissolution, or if unanticipated or contingent liabilities arise, the amount of liquidating distributions ultimately paid to the Company’s stockholders could be less than estimated. Moreover, the liquidation value will fluctuate over time in response to developments related to the Company’s remaining real estate property, in response to the real estate and finance markets, based on the actual liquidation timing and the amount of net proceeds received from the disposition of the Company’s remaining asset and due to other factors. In particular, the outbreak of COVID-19, together with the resulting measures imposed to help control the spread of the virus, has had a negative impact on the economy and business activity globally. While the Company has considered the impact from COVID-19 in its net assets in liquidation presented on the Consolidated Statement of Net Assets as of December 31, 2021, the extent to which the Company’s business may be affected by COVID-19 depends on future developments with respect to the continued spread and treatment of the virus, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures. Given the uncertainty and current business disruptions as a result of the outbreak of COVID-19, the Company’s completion of the Plan of Liquidation may be materially and adversely impacted and this may have a material effect on the ultimate amount and timing of liquidating distributions received by stockholders. Accordingly, it is not possible to precisely predict the timing of any additional liquidating distributions the Company pays to it stockholders or the aggregate amount of liquidating distributions that the Company will ultimately pay to its stockholders. No assurance can be given that any additional liquidating distributions the Company pays to its stockholders will equal or exceed the estimate of net assets in liquidation presented on the Consolidated Statement of Net Assets as of December 31, 2021. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The consolidated financial statements and accompanying notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), including Subtopic 205-30, “Liquidation Basis of Accounting,” as indicated, and the rules and regulations of the Securities and Exchange Commission (“SEC”). Pursuant to the Company’s stockholders’ approval of the Plan of Liquidation, the Company adopted the liquidation basis of accounting as of and for the periods subsequent to February 1, 2020 (as the approval of the Plan of Liquidation by the Company’s stockholders became imminent within the first week of February 2020 based on the results of the Company’s solicitation of proxies from its stockholders for their approval of the Plan of Liquidation). Accordingly, on February 1, 2020, assets were adjusted to their estimated net realizable value, or liquidation value, which represents the estimated amount of cash that the Company will collect through the disposal of assets as it carries out the Plan of Liquidation. The liquidation values of the Company’s real estate properties are presented on an undiscounted basis. Estimated costs to dispose of assets and estimated capital expenditures through the anticipated disposition date of the real estate properties have been presented separately from the related assets. Liabilities are carried at their contractual amounts due or estimated settlement amounts. The Company accrues costs and income that it expects to incur and earn through the completion of its liquidation, including the estimated amount of cash the Company expects to collect through the disposal of its assets and the estimated costs to dispose of its assets, to the extent it has a reasonable basis for estimation. These amounts are classified as a liability for estimated costs in excess of estimated receipts during liquidation on the Consolidated Statement of Net Assets. Actual costs and income may differ from amounts reflected in the financial statements because of the inherent uncertainty in estimating future events. These differences may be material. See Note 2, “Plan of Liquidation” and Note 4, “Liabilities for Estimated Costs in Excess of Estimated Receipts During Liquidation” for further discussion. Actual costs incurred but unpaid as of December 31, 2021 are included in accounts payable and accrued liabilities, due to affiliates and other liabilities on the Consolidated Statement of Net Assets. Net assets in liquidation represents the remaining estimated liquidation value available to stockholders upon liquidation. Due to the uncertainty in the timing of the sale of the Company's remaining real estate property and the estimated cash flows from operations, actual liquidation costs and sale proceeds may differ materially from the amounts estimated. Use of Estimates The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Revenue Recognition - Operating Leases Under the liquidation basis of accounting, the Company has accrued all income that it expects to earn through the completion of its liquidation to the extent it has a reasonable basis for estimation. Revenue from tenants is estimated based on the contractual in-place leases and projected leases through the anticipated disposition date of the property. These amounts are classified in liabilities for estimated costs in excess of estimated receipts during liquidation on the Consolidated Statement of Net Assets. Real Estate As of February 1, 2020, the Company’s investments in real estate were adjusted to their estimated net realizable value, or liquidation value, to reflect the change to the liquidation basis of accounting. The liquidation value represents the estimated amount of cash that the Company will collect through the disposal of its assets, including any residual value attributable to lease intangibles, as it carries out the Plan of Liquidation. As of December 31, 2021, the Company estimated the liquidation value of the Company’s remaining real estate property based on discounted cash flow analyses. The liquidation values of the Company’s investments in real estate are presented on an undiscounted basis and investments in real estate are no longer depreciated. Estimated costs to dispose of these investments are carried at their contractual amounts due or estimated settlement amounts and are presented separately from the related assets. Subsequent to February 1, 2020, all changes in the estimated liquidation value of the investments in real estate are reflected as a change to the Company’s net assets in liquidation. Cash and Cash Equivalents The Company considered all short-term (with an original maturity of three months or less), highly-liquid investments utilized as part of the Company’s cash-management activities to be cash equivalents. Cash equivalents may include cash and short-term investments. Short-term investments were stated at cost, which approximates fair value. The Company’s cash and cash equivalents balance exceeds federally insurable limits as of December 31, 2021. The Company monitors the cash balances in its operating accounts and adjusts the cash balances as appropriate; however, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. To date, the Company has experienced no loss or lack of access to cash in its operating accounts. Rents and Other Receivables In accordance with the liquidation basis of accounting, as of February 1, 2020, rents and other receivables were adjusted to their net realizable value. The Company periodically evaluates the collectibility of amounts due from tenants. Any changes in the collectibility of the receivables are reflected as a change to the Company’s net assets in liquidation. Accrued Liquidation Costs In accordance with the liquidation basis of accounting, the Company accrues for certain estimated liquidation costs to the extent it has a reasonable basis for estimation. These consist of legal fees, dissolution costs, final audit/tax costs, insurance, and distribution processing costs. Redeemable Common Stock On November 1, 2021, in connection with the Company’s liquidation pursuant to the Plan of Liquidation, the Company’s board of directors approved the termination of the Company’s share redemption program effective as of November 22, 2021. Prior to termination, the Company’s share redemption program was limited to redemptions sought upon a stockholder’s death, “qualifying disability” or “determination of incompetence” (each as defined in the share redemption program and, together with redemptions sought in connection with a stockholder’s death, “Special Redemptions”). Such redemptions were subject to the limitations described in the share redemption program document, including: • During each calendar year, Special Redemptions were limited to an annual dollar amount determined by the board of directors. On December 24, 2020, the Company’s board of directors approved a dollar amount limitation for Special Redemptions of $10.0 million for the calendar year 2021. • During any calendar year, the Company could redeem no more than 5% of the weighted-average number of shares outstanding during the prior calendar year. • The Company had no obligation to redeem shares if the redemption would violate the restrictions on distributions under Maryland General Corporation Law, as amended from time to time, which prohibits distributions that would cause a corporation to fail to meet statutory tests of solvency. The Company’s share redemption program, as amended, set the redemption price per share of the Company’s common stock eligible for redemption at the Company’s most recent estimated value per share as of the applicable redemption date, provided that if the Company’s board of directors had declared liquidating distributions on such share with a record date prior to the applicable redemption date for such share and the most recent estimated value per share had not been updated to reflect the reduction for such liquidating distributions, then the redemption price per share was reduced to reflect the amount of such liquidating distributions. On December 24, 2020, in connection with the authorization of a third liquidating distribution in the amount of $0.40 per share of common stock to the Company’s stockholders of record as of the close of business on December 24, 2020 (the “Third Liquidating Distribution”), the Company’s board of directors approved an updated estimated value per share of the Company’s common stock of $2.01 (unaudited), which was effective through the February 26, 2021 redemption date. On March 11, 2021, the Company’s board of directors approved an estimated value per share of the Company’s common stock of $2.07 based on the Company’s net assets in liquidation, divided by the number of shares outstanding, all as of December 31, 2020. Therefore, effective commencing with the March 31, 2021 redemption date, the redemption price for all shares eligible for redemption was equal to $2.07, which was effective through the September 30, 2021 redemption date. On September 29, 2021, in connection with the authorization of a fourth liquidating distribution in the amount of $0.50 per share of common stock to the Company’s stockholders of record as of the close of business on October 1, 2021 (the “Fourth Liquidating Distribution”), the Company’s board of directors approved an updated estimated value per share of the Company’s common stock of $1.57 (unaudited), effective October 5, 2021. Therefore, the redemption price for all shares eligible for redemption was equal to $1.57 for the October 29, 2021 redemption date. For the year ended December 31, 2021, the Company redeemed 952,582 shares for $1.9 million, which represented all redemption requests received in good order and eligible for redemption as Special Redemptions under the share redemption program through the October 29, 2021 redemption date. Related Party Transactions The Company has entered into the Advisory Agreement with the Advisor. This agreement entitles the Advisor to specified fees upon the provision of certain services with regard to the management of the Company’s investments, among other services, and the disposition of investments, as well as reimbursement of certain costs incurred by the Advisor in providing services to the Company. In addition, the Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. The Company has entered into a fee reimbursement agreement (the “AIP Reimbursement Agreement”) with KBS Capital Markets Group LLC (the “Dealer Manager”) pursuant to which the Company agreed to reimburse the Dealer Manager for certain fees and expenses it incurs for administering the Company’s participation in the DTCC Alternative Investment Product Platform (“AIP Platform”) with respect to certain accounts of the Company’s investors serviced through the platform. The Advisor and Dealer Manager also serve or served as the advisor and dealer manager, respectively, for KBS Real Estate Investment Trust III, Inc. (“KBS REIT III”) and KBS Growth & Income REIT, Inc. (“KBS Growth & Income REIT”). The Company records all related party fees as incurred, subject to any limitations described in the Advisory Agreement. Operating Expenses Under the Advisory Agreement, the Advisor has the right to seek reimbursement from the Company for all costs and expenses it incurs in connection with the provision of services to the Company, including the Company’s allocable share of the Advisor’s overhead, such as rent, employee costs, accounting software costs and cybersecurity costs. The Company reimburses the Advisor for the Company’s allocable portion of the salaries, benefits and overhead of internal audit department personnel providing services to the Company. In the future, the Advisor may seek reimbursement for additional employee costs. The Company will not reimburse the Advisor for employee costs in connection with services for which the Advisor earns acquisition, origination or disposition fees (other than reimbursement of travel and communication expenses) or for the salaries and benefits the Advisor or its affiliates may pay to the Company’s executive officers. In addition, the Company reimburses the Advisor for certain of the Company’s direct costs incurred from third parties that were initially paid by the Advisor on the Company’s behalf. Asset Management Fee With respect to investments in real estate, the Company pays the Advisor a monthly asset management fee equal to one-twelfth of 0.75% of the amount paid or allocated to acquire the investment, plus the cost of any subsequent development, construction or improvements to the property. This amount includes any portion of the investment that was debt financed and is inclusive of acquisition fees and expenses related thereto. In the case of investments made through joint ventures, the asset management fee will be determined based on the Company’s proportionate share of the underlying investment. With respect to investments in loans and any investments other than real estate, the Company paid the Advisor a monthly fee calculated, each month, as one-twelfth of 0.75% of the lesser of (i) the amount paid or allocated to acquire or fund the loan or other investment (which amount included any portion of the investment that was debt financed and was inclusive of acquisition or origination fees and expenses related thereto) and (ii) the outstanding principal amount of such loan or other investment, plus the acquisition or origination fees and expenses related to the acquisition or funding of such investment, as of the time of calculation. With respect to an investment that has suffered an impairment in value, reduction in cash flow or other negative circumstances, such investment may either be excluded from the calculation of the asset management fee described above or included in such calculation at a reduced value that is recommended by the Advisor and the Company’s management and then approved by a majority of the Company’s independent directors, and this change in the fee will be applicable to an investment upon the earlier to occur of the date on which (i) such investment is sold, (ii) such investment is surrendered to a person other than the Company, its direct or indirect wholly owned subsidiary or a joint venture or partnership in which the Company has an interest, (iii) the Advisor determines that it will no longer pursue collection or other remedies related to such investment, or (iv) the Advisor recommends a revised fee arrangement with respect to such investment. As of December 31, 2021, the Company has not determined to calculate the asset management fee at an adjusted value for any investments or to exclude any investments from the calculation of the asset management fee. Disposition Fee For substantial assistance in connection with the sale of properties or other investments, the Company pays the Advisor or its affiliates 1.0% of the contract sales price of each property or other investment sold; provided, however, in no event may the disposition fees paid to Advisor, its affiliates and unaffiliated third parties exceed 6.0% of the contract sales price. Income Taxes The Company has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended. To continue to qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and operates in such a manner as to qualify for treatment as a REIT. The Company has concluded that there are no significant uncertain tax positions requiring recognition in its financial statements. Neither the Company nor its subsidiaries have been assessed interest or penalties by any major tax jurisdictions. The Company’s evaluations were performed for all open tax years through December 31, 2021. As of December 31, 2021, returns for the calendar years 2017 through 2020 remain subject to examination by major tax jurisdictions. Square Footage, Occupancy and Other Measures |
LIABILITIES FOR ESTIMATED COSTS
LIABILITIES FOR ESTIMATED COSTS IN EXCESS OF ESTIMATED RECEIPTS DURING LIQUIDATION | 12 Months Ended |
Dec. 31, 2021 | |
Liability during Liquidation [Abstract] | |
LIABILITIES FOR ESTIMATED COSTS IN EXCESS OF ESTIMATED RECEIPTS DURING LIQUIDATION | LIABILITIES FOR ESTIMATED COSTS IN EXCESS OF ESTIMATED RECEIPTS DURING LIQUIDATION The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the Plan of Liquidation. As of December 31, 2021, the Company estimated that it will have costs in excess of estimated receipts during the liquidation process. These amounts can vary significantly due to, among other things, the timing and estimates for executing and renewing leases, estimates of tenant improvement costs and capital expenditures, the timing of property sales, direct costs incurred to complete the sales, the timing and amounts associated with discharging known and contingent liabilities and the costs associated with the winding down of operations. These costs are estimated and are anticipated to be paid out over the liquidation period. The change in the liabilities for estimated costs in excess of estimated receipts during liquidation as of December 31, 2021 is as follows (in thousands): December 31, 2020 Cash Payments (Receipts) Remeasurement of Assets and Liabilities December 31, 2021 Assets: Estimated net inflows from investments in real estate $ 12,667 $ (19,424) $ 11,172 $ 4,415 12,667 (19,424) 11,172 4,415 Liabilities: Liquidation transaction costs (2,760) — — (2,760) Corporate expenditures (11,466) 8,827 (1,607) (4,246) Capital expenditures (70,969) 27,826 23,713 (19,430) (85,195) 36,653 22,106 (26,436) Total liabilities for estimated costs in excess of estimated receipts during liquidation $ (72,528) $ 17,229 $ 33,278 $ (22,021) |
NET ASSETS IN LIQUIDATION
NET ASSETS IN LIQUIDATION | 12 Months Ended |
Dec. 31, 2021 | |
Assets in Liquidation [Abstract] | |
NET ASSETS IN LIQUIDATION | NET ASSETS IN LIQUIDATION Net assets in liquidation decreased by approximately $176.0 million during the year ended December 31, 2021 as follows (in thousands): Changes in net assets in liquidation Change in liquidation value of real estate properties after closing costs/disposition fees $ (78,120) Change in estimated cash flow during liquidation 9,565 Change in estimated capital expenditures 23,713 Redemptions (1,918) Other changes, net (829) Net decrease in liquidation value (47,589) Liquidating distribution to stockholders (128,385) Changes in net assets in liquidation $ (175,974) Pursuant to the Plan of Liquidation, during the year ended December 31, 2021, the Company’s board of directors authorized two liquidating distributions as follows, which were the largest component of the decline in net assets in liquidation: • On September 29, 2021, the Company’s board of directors authorized a fourth liquidating distribution in the amount of $0.50 per share of common stock to the Company’s stockholders of record as of the close of business on October 1, 2021 (the “Fourth Liquidating Distribution”), for an aggregate cash distribution of approximately $91.7 million. The Fourth Liquidating Distribution was paid on October 5, 2021 and was funded with proceeds from the sales of Fountainhead Plaza and Granite Tower. • On December 9, 2021, the Company’s board of directors authorized a fifth liquidating distribution in the amount of $0.20 per share of common stock to the Company’s stockholders of record as of the close of business on December 9, 2021 (the “Fifth Liquidating Distribution”), for an aggregate cash distribution of approximately $36.7 million. The Fifth Liquidating Distribution was paid on December 14, 2021 and was funded with proceeds from the sales of Willow Oaks Corporate Center and 300 Holger. The estimated net realizable value of real estate after estimated closing costs and disposition fees decreased by $78.1 million during the year ended December 31, 2021, primarily driven by the Company’s investments in Granite Tower (defined below), Willow Oaks Corporate Center (defined below) and an office building located in Los Angeles, California (“Union Bank Plaza”), as follows: • Granite Tower – The net proceeds from the sale of Granite Tower decreased by approximately $24.1 million due to an increase in outstanding capital costs that were previously projected to be spent prior to disposition of the property. The decrease in the net realizable value of Granite Tower was offset by a decrease in capital expenditures of $23.5 million primarily due to a reduction in tenant improvement costs. • Willow Oaks Corporate Center – The net proceeds from the sale of Willow Oaks Corporate Center decreased by approximately $11.6 million to reflect the sales price as the property was sold on December 8, 2021. • Union Bank Plaza – The estimated net proceeds from the sale of Union Bank Plaza decreased by approximately $45.4 million as the liquidation value was adjusted based on information received from prospective buyers as the property is currently being marketed for sale. The net assets in liquidation as of December 31, 2021 would result in the payment of additional estimated liquidating distributions of approximately $1.12 per share of common stock to the Company’s stockholders of record as of December 31, 2021. This estimate of additional liquidating distributions includes projections of costs and expenses to be incurred during the estimated period required to complete the Plan of Liquidation. There is inherent uncertainty with these estimates and projections, and they could change materially based on the timing of the sales of the Company’s remaining real estate properties, the performance of the Company’s remaining assets and any changes in the underlying assumptions of the projected cash flows from such properties. See Note 2, “Plan of Liquidation.” |
REAL ESTATE
REAL ESTATE | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE As of December 31, 2021, the Company owned one office property, encompassing in the aggregate 701,888 rentable square feet with an estimated liquidation value of $188.4 million, exclusive of net operating income to be earned and projected capital expenditures to be incurred over the expected hold period through sale. As of December 31, 2021, the Company’s remaining real estate property was 65% occupied. As a result of adopting the liquidation basis of accounting as of February 1, 2020, as of December 31, 2021, the remaining real estate property was recorded at its estimated liquidation value, which represents the estimated gross amount of cash that the Company will collect through the sale of its remaining real estate property owned as of December 31, 2021 as it carries out its Plan of Liquidation. Real Estate Sales Granite Tower On December 16, 2010, the Company, through an indirect wholly owned subsidiary, acquired a 31-story office building located in Denver, Colorado containing 593,527 rentable square feet on approximately 0.7 acres of land (“Granite Tower”). On September 3, 2021, the Company completed the sale of Granite Tower to a purchaser unaffiliated with the Company or the Advisor for $203.5 million, or $174.1 million net of credits given to the purchaser primarily for outstanding tenant improvements and lease incentives, before third-party closing costs of approximately $1.0 million and excluding disposition fees payable to the Advisor of $1.7 million. In connection with the disposition of Granite Tower, the Company repaid the entire $95.4 million principal balance and all other sums due under a mortgage loan secured by Granite Tower. Fountainhead Plaza On September 13, 2011, the Company, through an indirect wholly owned subsidiary, purchased two office buildings totaling 445,957 rentable square feet located on approximately 11.33 acres of land in Tempe, Arizona (“Fountainhead Plaza”). On September 20, 2021, the Company completed the sale of Fountainhead Plaza to a purchaser unaffiliated with the Company or the Advisor for $117.5 million, or $117.3 million net of closing credits, before third-party closing costs of approximately $0.8 million and excluding disposition fees payable to the Advisor of $1.2 million. In connection with the disposition of Fountainhead Plaza, the Company paid down $61.5 million of the principal balance due under the Portfolio Loan Facility. Corporate Technology Centre - 300 Holger On March 28, 2013, the Company, through an indirect wholly owned subsidiary, acquired an office campus consisting of eight office buildings totaling 610,083 rentable square feet located on approximately 32.7 acres of land in San Jose, California (“Corporate Technology Centre”). In 2018, the Company completed the sale of three office buildings in Corporate Technology Centre to three separate purchasers unaffiliated with the Company or the Advisor, and in 2020, the Company completed the sale of four office buildings in Corporate Technology Centre to three separate purchasers unaffiliated with the Company or the Advisor. On November 23, 2021, the Company completed the sale of the remaining office building in Corporate Technology Centre containing 99,870 rentable square feet (“300 Holger”) to a purchaser unaffiliated with the Company or the Advisor for $35.0 million, before third-party closing costs of approximately $0.8 million and excluding disposition fees payable to the Advisor of $0.4 million. Willow Oaks Corporate Center On August 26, 2009, the Company, through an indirect wholly owned subsidiary, purchased three office buildings containing 584,147 rentable square feet located on approximately 11.4 acres of land in Fairfax, Virginia (“Willow Oaks Corporate Center”). On December 8, 2021, the Company completed the sale of Willow Oaks Corporate Center to a purchaser unaffiliated with the Company or the Advisor for $106.0 million, or $101.7 million net of credits primarily for outstanding tenant improvements and lease incentives, before third-party closing costs of approximately $1.1 million and excluding disposition fees payable to the Advisor of $1.0 million. In connection with the disposition of Willow Oaks Corporate Center, the Company repaid the entire $83.6 million principal balance and all other sums due under the Portfolio Loan Facility. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS The Company has entered into the Advisory Agreement with the Advisor. This agreement entitles the Advisor to specified fees upon the provision of certain services with regard to the management of the Company’s investments, among other services, and the disposition of investments, as well as reimbursement of certain costs incurred by the Advisor in providing services to the Company. In addition, the Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. The Company has also entered into a fee reimbursement agreement with the Dealer Manager pursuant to which the Company agreed to reimburse the Dealer Manager for certain fees and expenses it incurs for administering the Company’s participation in the Depository Trust & Clearing Corporation Alternative Investment Product Platform with respect to certain accounts of the Company’s investors serviced through the platform. The Advisor and Dealer Manager also serve or served as the advisor and dealer manager, respectively, for KBS REIT III and KBS Growth & Income REIT. As of January 1, 2019, the Company, together with KBS REIT III, KBS Growth & Income REIT, the Dealer Manager, the Advisor and other KBS-affiliated entities, had entered into an errors and omissions and directors and officers liability insurance program where the lower tiers of such insurance coverage were shared. The cost of these lower tiers is allocated by the Advisor and its insurance broker among each of the various entities covered by the program, and is billed directly to each entity. In June 2021, the Company renewed its participation in the program. The program is effective through June 30, 2022. During the years ended December 31, 2021, 2020 and 2019, no other business transactions occurred between the Company and KBS REIT III, KBS Growth & Income REIT, the Advisor, the Dealer Manager or other KBS-affiliated entities. Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the years ended December 31, 2021, 2020 and 2019, respectively, and any related amounts payable as of December 31, 2021 and 2020 (in thousands): Incurred Receivable as of Payable as of 2021 2020 2019 2021 2020 2021 2020 Expensed Asset management fees $ 5,065 $ 6,605 $ 10,196 $ — $ — $ — $ — Reimbursement of operating expenses (1) 345 399 325 727 — 29 49 Disposition fees 4,287 4,653 1,334 — — — — $ 9,697 $ 11,657 $ 11,855 $ 727 $ — $ 29 $ 49 _____________________ |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Economic Dependency The Company is dependent on the Advisor for certain services that are essential to the Company, including the execution of the Plan of Liquidation; the disposition of the Company’s remaining real estate investment; management of the Company’s remaining real estate investment; and other general and administrative responsibilities. In the event the Advisor is unable to provide any of these services, the Company will be required to obtain such services from other sources. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. Compliance with existing environmental laws is not expected to have a material adverse effect on the Company’s financial condition and results of operations as of December 31, 2021. Legal Matters |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | The consolidated financial statements and accompanying notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), including Subtopic 205-30, “Liquidation Basis of Accounting,” as indicated, and the rules and regulations of the Securities and Exchange Commission (“SEC”). Pursuant to the Company’s stockholders’ approval of the Plan of Liquidation, the Company adopted the liquidation basis of accounting as of and for the periods subsequent to February 1, 2020 (as the approval of the Plan of Liquidation by the Company’s stockholders became imminent within the first week of February 2020 based on the results of the Company’s solicitation of proxies from its stockholders for their approval of the Plan of Liquidation). Accordingly, on February 1, 2020, assets were adjusted to their estimated net realizable value, or liquidation value, which represents the estimated amount of cash that the Company will collect through the disposal of assets as it carries out the Plan of Liquidation. The liquidation values of the Company’s real estate properties are presented on an undiscounted basis. Estimated costs to dispose of assets and estimated capital expenditures through the anticipated disposition date of the real estate properties have been presented separately from the related assets. Liabilities are carried at their contractual amounts due or estimated settlement amounts. The Company accrues costs and income that it expects to incur and earn through the completion of its liquidation, including the estimated amount of cash the Company expects to collect through the disposal of its assets and the estimated costs to dispose of its assets, to the extent it has a reasonable basis for estimation. These amounts are classified as a liability for estimated costs in excess of estimated receipts during liquidation on the Consolidated Statement of Net Assets. Actual costs and income may differ from amounts reflected in the financial statements because of the inherent uncertainty in estimating future events. These differences may be material. See Note 2, “Plan of Liquidation” and Note 4, “Liabilities for Estimated Costs in Excess of Estimated Receipts During Liquidation” for further discussion. Actual costs incurred but unpaid as of December 31, 2021 are included in accounts payable and accrued liabilities, due to affiliates and other liabilities on the Consolidated Statement of Net Assets. Net assets in liquidation represents the remaining estimated liquidation value available to stockholders upon liquidation. Due to the uncertainty in the timing of the sale of the Company's remaining real estate property and the estimated cash flows from operations, actual liquidation costs and sale proceeds may differ materially from the amounts estimated. |
Use of Estimates | The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Revenue Recognition - Operating Leases | Under the liquidation basis of accounting, the Company has accrued all income that it expects to earn through the completion of its liquidation to the extent it has a reasonable basis for estimation. Revenue from tenants is estimated based on the contractual in-place leases and projected leases through the anticipated disposition date of the property. These amounts are classified in liabilities for estimated costs in excess of estimated receipts during liquidation on the Consolidated Statement of Net Assets. |
Real Estate | As of February 1, 2020, the Company’s investments in real estate were adjusted to their estimated net realizable value, or liquidation value, to reflect the change to the liquidation basis of accounting. The liquidation value represents the estimated amount of cash that the Company will collect through the disposal of its assets, including any residual value attributable to lease intangibles, as it carries out the Plan of Liquidation. As of December 31, 2021, the Company estimated the liquidation value of the Company’s remaining real estate property based on discounted cash flow analyses. The liquidation values of the Company’s investments in real estate are presented on an undiscounted basis and investments in real estate are no longer depreciated. Estimated costs to dispose of these investments are carried at their contractual amounts due or estimated settlement amounts and are presented separately from the related assets. Subsequent to February 1, 2020, all changes in the estimated liquidation value of the investments in real estate are reflected as a change to the Company’s net assets in liquidation. |
Cash and Cash Equivalents | The Company considered all short-term (with an original maturity of three months or less), highly-liquid investments utilized as part of the Company’s cash-management activities to be cash equivalents. Cash equivalents may include cash and short-term investments. Short-term investments were stated at cost, which approximates fair value. The Company’s cash and cash equivalents balance exceeds federally insurable limits as of December 31, 2021. The Company monitors the cash balances in its operating accounts and adjusts the cash balances as appropriate; however, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. To date, the Company has experienced no loss or lack of access to cash in its operating accounts. |
Rents and Other Receivables | In accordance with the liquidation basis of accounting, as of February 1, 2020, rents and other receivables were adjusted to their net realizable value. The Company periodically evaluates the collectibility of amounts due from tenants. Any changes in the collectibility of the receivables are reflected as a change to the Company’s net assets in liquidation. |
Accrued Liquidation Costs Policy | In accordance with the liquidation basis of accounting, the Company accrues for certain estimated liquidation costs to the extent it has a reasonable basis for estimation. These consist of legal fees, dissolution costs, final audit/tax costs, insurance, and distribution processing costs. |
Redeemable Common Stock | On November 1, 2021, in connection with the Company’s liquidation pursuant to the Plan of Liquidation, the Company’s board of directors approved the termination of the Company’s share redemption program effective as of November 22, 2021. Prior to termination, the Company’s share redemption program was limited to redemptions sought upon a stockholder’s death, “qualifying disability” or “determination of incompetence” (each as defined in the share redemption program and, together with redemptions sought in connection with a stockholder’s death, “Special Redemptions”). Such redemptions were subject to the limitations described in the share redemption program document, including: • During each calendar year, Special Redemptions were limited to an annual dollar amount determined by the board of directors. On December 24, 2020, the Company’s board of directors approved a dollar amount limitation for Special Redemptions of $10.0 million for the calendar year 2021. • During any calendar year, the Company could redeem no more than 5% of the weighted-average number of shares outstanding during the prior calendar year. • The Company had no obligation to redeem shares if the redemption would violate the restrictions on distributions under Maryland General Corporation Law, as amended from time to time, which prohibits distributions that would cause a corporation to fail to meet statutory tests of solvency. The Company’s share redemption program, as amended, set the redemption price per share of the Company’s common stock eligible for redemption at the Company’s most recent estimated value per share as of the applicable redemption date, provided that if the Company’s board of directors had declared liquidating distributions on such share with a record date prior to the applicable redemption date for such share and the most recent estimated value per share had not been updated to reflect the reduction for such liquidating distributions, then the redemption price per share was reduced to reflect the amount of such liquidating distributions. On December 24, 2020, in connection with the authorization of a third liquidating distribution in the amount of $0.40 per share of common stock to the Company’s stockholders of record as of the close of business on December 24, 2020 (the “Third Liquidating Distribution”), the Company’s board of directors approved an updated estimated value per share of the Company’s common stock of $2.01 (unaudited), which was effective through the February 26, 2021 redemption date. On March 11, 2021, the Company’s board of directors approved an estimated value per share of the Company’s common stock of $2.07 based on the Company’s net assets in liquidation, divided by the number of shares outstanding, all as of December 31, 2020. Therefore, effective commencing with the March 31, 2021 redemption date, the redemption price for all shares eligible for redemption was equal to $2.07, which was effective through the September 30, 2021 redemption date. On September 29, 2021, in connection with the authorization of a fourth liquidating distribution in the amount of $0.50 per share of common stock to the Company’s stockholders of record as of the close of business on October 1, 2021 (the “Fourth Liquidating Distribution”), the Company’s board of directors approved an updated estimated value per share of the Company’s common stock of $1.57 (unaudited), effective October 5, 2021. Therefore, the redemption price for all shares eligible for redemption was equal to $1.57 for the October 29, 2021 redemption date. |
Related Party Transactions | The Company has entered into the Advisory Agreement with the Advisor. This agreement entitles the Advisor to specified fees upon the provision of certain services with regard to the management of the Company’s investments, among other services, and the disposition of investments, as well as reimbursement of certain costs incurred by the Advisor in providing services to the Company. In addition, the Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. The Company has entered into a fee reimbursement agreement (the “AIP Reimbursement Agreement”) with KBS Capital Markets Group LLC (the “Dealer Manager”) pursuant to which the Company agreed to reimburse the Dealer Manager for certain fees and expenses it incurs for administering the Company’s participation in the DTCC Alternative Investment Product Platform (“AIP Platform”) with respect to certain accounts of the Company’s investors serviced through the platform. The Advisor and Dealer Manager also serve or served as the advisor and dealer manager, respectively, for KBS Real Estate Investment Trust III, Inc. (“KBS REIT III”) and KBS Growth & Income REIT, Inc. (“KBS Growth & Income REIT”). The Company records all related party fees as incurred, subject to any limitations described in the Advisory Agreement. |
Related Party Transactions, Operating Expenses | Under the Advisory Agreement, the Advisor has the right to seek reimbursement from the Company for all costs and expenses it incurs in connection with the provision of services to the Company, including the Company’s allocable share of the Advisor’s overhead, such as rent, employee costs, accounting software costs and cybersecurity costs. The Company reimburses the Advisor for the Company’s allocable portion of the salaries, benefits and overhead of internal audit department personnel providing services to the Company. In the future, the Advisor may seek reimbursement for additional employee costs. The Company will not reimburse the Advisor for employee costs in connection with services for which the Advisor earns acquisition, origination or disposition fees (other than reimbursement of travel and communication expenses) or for the salaries and benefits the Advisor or its affiliates may pay to the Company’s executive officers. In addition, the Company reimburses the Advisor for certain of the Company’s direct costs incurred from third parties that were initially paid by the Advisor on the Company’s behalf. |
Related Party Transactions, Asset Management Fee | With respect to investments in real estate, the Company pays the Advisor a monthly asset management fee equal to one-twelfth of 0.75% of the amount paid or allocated to acquire the investment, plus the cost of any subsequent development, construction or improvements to the property. This amount includes any portion of the investment that was debt financed and is inclusive of acquisition fees and expenses related thereto. In the case of investments made through joint ventures, the asset management fee will be determined based on the Company’s proportionate share of the underlying investment. With respect to investments in loans and any investments other than real estate, the Company paid the Advisor a monthly fee calculated, each month, as one-twelfth of 0.75% of the lesser of (i) the amount paid or allocated to acquire or fund the loan or other investment (which amount included any portion of the investment that was debt financed and was inclusive of acquisition or origination fees and expenses related thereto) and (ii) the outstanding principal amount of such loan or other investment, plus the acquisition or origination fees and expenses related to the acquisition or funding of such investment, as of the time of calculation. With respect to an investment that has suffered an impairment in value, reduction in cash flow or other negative circumstances, such investment may either be excluded from the calculation of the asset management fee described above or included in such calculation at a reduced value that is recommended by the Advisor and the Company’s management and then approved by a majority of the Company’s independent directors, and this change in the fee will be applicable to an investment upon the earlier to occur of the date on which (i) such investment is sold, (ii) such investment is surrendered to a person other than the Company, its direct or indirect wholly owned subsidiary or a joint venture or partnership in which the Company has an interest, (iii) the Advisor determines that it will no longer pursue collection or other remedies related to such investment, or (iv) the Advisor recommends a revised fee arrangement with respect to such investment. As of December 31, 2021, the Company has not determined to calculate the asset management fee at an adjusted value for any investments or to exclude any investments from the calculation of the asset management fee. |
Related Party Transactions, Disposition Fee | For substantial assistance in connection with the sale of properties or other investments, the Company pays the Advisor or its affiliates 1.0% of the contract sales price of each property or other investment sold; provided, however, in no event may the disposition fees paid to Advisor, its affiliates and unaffiliated third parties exceed 6.0% of the contract sales price. |
Income Taxes | The Company has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended. To continue to qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and operates in such a manner as to qualify for treatment as a REIT. The Company has concluded that there are no significant uncertain tax positions requiring recognition in its financial statements. Neither the Company nor its subsidiaries have been assessed interest or penalties by any major tax jurisdictions. The Company’s evaluations were performed for all open tax years through December 31, 2021. As of December 31, 2021, returns for the calendar years 2017 through 2020 remain subject to examination by major tax jurisdictions. |
Square Footage, Occupancy and Other Measures | Square footage, occupancy, number of tenants and other similar measures used to describe real estate investments included in these notes to the consolidated financial statements are presented on an unaudited basis. |
LIABILITIES FOR ESTIMATED COS_2
LIABILITIES FOR ESTIMATED COSTS IN EXCESS OF ESTIMATED RECEIPTS DURING LIQUIDATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Liability during Liquidation [Abstract] | |
Summary of Changes in Liquidation Accrual of Company | The change in the liabilities for estimated costs in excess of estimated receipts during liquidation as of December 31, 2021 is as follows (in thousands): December 31, 2020 Cash Payments (Receipts) Remeasurement of Assets and Liabilities December 31, 2021 Assets: Estimated net inflows from investments in real estate $ 12,667 $ (19,424) $ 11,172 $ 4,415 12,667 (19,424) 11,172 4,415 Liabilities: Liquidation transaction costs (2,760) — — (2,760) Corporate expenditures (11,466) 8,827 (1,607) (4,246) Capital expenditures (70,969) 27,826 23,713 (19,430) (85,195) 36,653 22,106 (26,436) Total liabilities for estimated costs in excess of estimated receipts during liquidation $ (72,528) $ 17,229 $ 33,278 $ (22,021) |
NET ASSETS IN LIQUIDATION (Tabl
NET ASSETS IN LIQUIDATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Assets in Liquidation [Abstract] | |
Schedule of Change in Net Assets in Liquidation | Net assets in liquidation decreased by approximately $176.0 million during the year ended December 31, 2021 as follows (in thousands): Changes in net assets in liquidation Change in liquidation value of real estate properties after closing costs/disposition fees $ (78,120) Change in estimated cash flow during liquidation 9,565 Change in estimated capital expenditures 23,713 Redemptions (1,918) Other changes, net (829) Net decrease in liquidation value (47,589) Liquidating distribution to stockholders (128,385) Changes in net assets in liquidation $ (175,974) |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Costs | Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the years ended December 31, 2021, 2020 and 2019, respectively, and any related amounts payable as of December 31, 2021 and 2020 (in thousands): Incurred Receivable as of Payable as of 2021 2020 2019 2021 2020 2021 2020 Expensed Asset management fees $ 5,065 $ 6,605 $ 10,196 $ — $ — $ — $ — Reimbursement of operating expenses (1) 345 399 325 727 — 29 49 Disposition fees 4,287 4,653 1,334 — — — — $ 9,697 $ 11,657 $ 11,855 $ 727 $ — $ 29 $ 49 _____________________ |
ORGANIZATION (Details)
ORGANIZATION (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2021USD ($)propertyshares | Dec. 31, 2020USD ($) | |
Organizational Structure [Line Items] | ||
Common stock, shares issued (in shares) | shares | 183,346,918 | |
Common stock, shares outstanding (in shares) | shares | 183,346,918 | |
Number of tenants with rent relief, COVID-19 | property | 8 | |
Office Building | ||
Organizational Structure [Line Items] | ||
Number of real estate properties | property | 1 | |
Increase (decrease) in estimated capital expenditures, COVID-19 | $ | $ 23.5 | |
Office Campus, Office Building | ||
Organizational Structure [Line Items] | ||
Number of real estate properties | property | 1 | |
Office Properties and Office Campus | ||
Organizational Structure [Line Items] | ||
Reduction in real estate property values, COVID-19 | $ | $ 78.1 | |
Increase (decrease) in real estate property value, after increase (decrease) in capital expenditures, COVID-19 | $ | $ 54.6 | $ (90.2) |
Advisor (KBS Capital Advisors LLC) | ||
Organizational Structure [Line Items] | ||
Period of advisory agreement renewal | 1 year | |
Period of termination notice | 60 days | |
Advisor (KBS Capital Advisors LLC) | Common Stock | ||
Organizational Structure [Line Items] | ||
Shares held by affiliate | shares | 20,000 | |
Operating Partnership | ||
Organizational Structure [Line Items] | ||
Partnership interest in Operating Partnership | 0.10% | |
Partnership interest in the Operating Partnership and is its sole limited partner | 99.90% |
PLAN OF LIQUIDATION (Details)
PLAN OF LIQUIDATION (Details) | Mar. 05, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Period of payment activities upon plan of liquidation | 24 months |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Redeemable Common Stock) (Details) - USD ($) | Dec. 24, 2020 | Dec. 31, 2021 | Oct. 29, 2021 | Oct. 05, 2021 | Sep. 29, 2021 | Mar. 31, 2021 | Mar. 11, 2021 |
Summary of Significant Accounting Policies [Line Items] | |||||||
Dollar limitation | $ 10,000,000 | ||||||
Maximum percentage of weighted-average shares outstanding available for redemption during any calendar year | 5.00% | ||||||
Estimated value per share of company's common stock (in dollars per share) | $ 2.01 | $ 1.57 | $ 2.07 | ||||
Redemption price per share (in dollars per share) | $ 1.57 | $ 2.07 | |||||
Third liquidation distribution (in dollars per share) | $ 0.40 | ||||||
Fourth liquidation distribution (in dollars per share) | $ 0.50 | ||||||
Common Stock | |||||||
Summary of Significant Accounting Policies [Line Items] | |||||||
Common stock redeemed (in shares) | 952,582 | ||||||
Common stock redeemed | $ 1,900,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Fees) (Details) | Dec. 31, 2021 |
Advisor or Affiliates | |
Summary of Significant Accounting Policies [Line Items] | |
Disposition fee, percent | 1.00% |
Advisor, Affiliates or Unaffiliated Third Parties | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Disposition fee, percent | 6.00% |
Advisor (KBS Capital Advisors LLC) | |
Summary of Significant Accounting Policies [Line Items] | |
Monthly asset management fee, percent of acquisition expense, excluding acquisition fees related to thereto | 0.0625% |
LIABILITIES FOR ESTIMATED COS_3
LIABILITIES FOR ESTIMATED COSTS IN EXCESS OF ESTIMATED RECEIPTS DURING LIQUIDATION - Change in Liability (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | $ (72,528) |
Cash Payments (Receipts) | 17,229 |
Remeasurement of Assets and Liabilities | 33,278 |
Ending balance | (22,021) |
Assets: | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | 12,667 |
Cash Payments (Receipts) | (19,424) |
Remeasurement of Assets and Liabilities | 11,172 |
Ending balance | 4,415 |
Estimated net inflows from investments in real estate | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | 12,667 |
Cash Payments (Receipts) | (19,424) |
Remeasurement of Assets and Liabilities | 11,172 |
Ending balance | 4,415 |
Liabilities: | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | (85,195) |
Cash Payments (Receipts) | 36,653 |
Remeasurement of Assets and Liabilities | 22,106 |
Ending balance | (26,436) |
Liquidation transaction costs | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | (2,760) |
Cash Payments (Receipts) | 0 |
Remeasurement of Assets and Liabilities | 0 |
Ending balance | (2,760) |
Corporate expenditures | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | (11,466) |
Cash Payments (Receipts) | 8,827 |
Remeasurement of Assets and Liabilities | (1,607) |
Ending balance | (4,246) |
Capital expenditures | |
Movement in Liquidation Accrual [Roll Forward] | |
Beginning balance | (70,969) |
Cash Payments (Receipts) | 27,826 |
Remeasurement of Assets and Liabilities | 23,713 |
Ending balance | $ (19,430) |
NET ASSETS IN LIQUIDATION - Add
NET ASSETS IN LIQUIDATION - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 09, 2021 | Sep. 29, 2021 | Dec. 31, 2021 |
Assets in Liquidation [Abstract] | |||
Decrease in assets, net | $ 176,000 | ||
Fourth liquidation distribution (in dollars per share) | $ 0.50 | ||
Aggregate cash distributions, fourth liquidation | $ 91,700 | ||
Fifth liquidation distribution (in dollars per share) | $ 0.20 | ||
Aggregate cash distributions, fifth liquidation | $ 36,700 | ||
Additional estimated liquidation distribution (in dollars per share) | $ 1.12 | ||
Real Estate Properties [Line Items] | |||
Change in estimated capital expenditures | $ (23,713) | ||
Granite Tower | |||
Real Estate Properties [Line Items] | |||
Change in estimated capital expenditures | (23,500) | ||
Willow Oaks Corporate Center | |||
Real Estate Properties [Line Items] | |||
Increase (decrease) in estimated net realizable value of real estate | (11,600) | ||
Office Properties and Office Campus | |||
Real Estate Properties [Line Items] | |||
Reduction in real estate property values, COVID-19 | 78,100 | ||
Office Building | Granite Tower | |||
Real Estate Properties [Line Items] | |||
Decrease in estimated net proceeds from sale | 24,100 | ||
Office Building | Union Bank Plaza | |||
Real Estate Properties [Line Items] | |||
Decrease in estimated net proceeds from sale | $ 45,400 |
NET ASSETS IN LIQUIDATION - Cha
NET ASSETS IN LIQUIDATION - Change in Liquidation Value (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Assets in Liquidation [Abstract] | |
Change in liquidation value of real estate properties after closing costs/disposition fees | $ (78,120) |
Change in estimated cash flow during liquidation | (9,565) |
Change in estimated capital expenditures | (23,713) |
Redemptions | 1,918 |
Other changes, net | 829 |
Net decrease in liquidation value | (47,589) |
Liquidating distribution to stockholders | 128,385 |
Changes in net assets in liquidation | $ (175,974) |
REAL ESTATE - Investments (Deta
REAL ESTATE - Investments (Details) $ in Thousands | Dec. 31, 2021USD ($)ft²property | Dec. 31, 2020USD ($) |
Real Estate Properties [Line Items] | ||
Area of Real Estate Property | ft² | 701,888 | |
Percentage of Real Estate Portfolio Occupied | 65.00% | |
Real estate | $ | $ 188,383 | $ 698,491 |
Office Building | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | 1 | |
Office Campus | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | 1 |
REAL ESTATE - Sales (Details)
REAL ESTATE - Sales (Details) $ in Millions | Dec. 08, 2021USD ($) | Sep. 20, 2021USD ($) | Sep. 03, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020property | Dec. 31, 2018property | Nov. 23, 2021USD ($)ft² | Mar. 28, 2013aft²numberOfSegments | Sep. 13, 2011aproperty | Dec. 16, 2010a | Aug. 26, 2009aproperty |
Granite Tower Mortgage Loan | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Payoff of principal balance | $ 95.4 | $ 240.5 | |||||||||
Portfolio Loan Facility | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Payoff of principal balance | $ 83.6 | $ 61.5 | |||||||||
Office Building | Granite Tower | Disposed of by Sale | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Consideration | 203.5 | ||||||||||
Consideration, net of credits | 174.1 | ||||||||||
Closing cost | 1 | ||||||||||
Disposition fees payable | $ 1.7 | ||||||||||
Office Building | Fountainhead Plaza | Disposed of by Sale | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Consideration | 117.5 | ||||||||||
Consideration, net of credits | 117.3 | ||||||||||
Closing cost | 0.8 | ||||||||||
Disposition fees payable | $ 1.2 | ||||||||||
Office Building | Corporate Technology Centre | Disposed of by Sale | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Number of real estate properties disposed | property | 4 | 3 | |||||||||
Office Building | 300 Holger | Disposed of by Sale | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Net rentable area | ft² | 99,870 | ||||||||||
Consideration | $ 35 | ||||||||||
Closing cost | 0.8 | ||||||||||
Disposition fees payable | $ 0.4 | ||||||||||
Office Building | Willow Oaks Corporate Center | Disposed of by Sale | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Consideration | 106 | ||||||||||
Consideration, net of credits | 101.7 | ||||||||||
Closing cost | 1.1 | ||||||||||
Disposition fees payable | $ 1 | ||||||||||
Granite Tower | Office Building | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Net rentable area | a | 593,527 | ||||||||||
Area of land | a | 0.7 | ||||||||||
Fountainhead Plaza | Office Building | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Number of buildings acquired | property | 2 | ||||||||||
Net rentable area | a | 445,957 | ||||||||||
Area of land | a | 11.33 | ||||||||||
Corporate Technology Centre | Office Building | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Number of buildings acquired | numberOfSegments | 8 | ||||||||||
Net rentable area | ft² | 610,083 | ||||||||||
Area of land | a | 32.7 | ||||||||||
Willow Oaks Corporate Center | Office Building | |||||||||||
Real Estate Properties [Line Items] | |||||||||||
Number of buildings acquired | property | 3 | ||||||||||
Net rentable area | a | 584,147 | ||||||||||
Area of land | a | 11.4 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Receivable as of | $ 727,000 | $ 0 | |
Payable as of | 29,000 | 49,000 | |
Administrative fees, amount paid | 276,000 | 288,000 | $ 232,000 |
Advisor and Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Expenses | 9,697,000 | 11,657,000 | 11,855,000 |
Receivable as of | 727,000 | 0 | |
Payable as of | 29,000 | 49,000 | |
Other Business Transactions | |||
Related Party Transaction [Line Items] | |||
Amounts of transaction | 0 | 0 | 0 |
Asset Management Fees | Advisor and Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Expenses | 5,065,000 | 6,605,000 | 10,196,000 |
Receivable as of | 0 | 0 | |
Payable as of | 0 | 0 | |
Reimbursement of Operating Expenses | Advisor and Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Expenses | 345,000 | 399,000 | 325,000 |
Receivable as of | 727,000 | 0 | |
Payable as of | 29,000 | 49,000 | |
Disposition Fees | Advisor and Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Expenses | 4,287,000 | 4,653,000 | $ 1,334,000 |
Receivable as of | 0 | 0 | |
Payable as of | $ 0 | $ 0 |