Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 07, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Strategic Realty Trust, Inc. | |
Entity Central Index Key | 1,446,371 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 10,978,126 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | ||
Investments in real estate | ||||
Land | $ 13,800 | $ 14,020 | ||
Building and improvements | 29,447 | 30,825 | ||
Tenant improvements | 1,147 | 1,188 | ||
Investments in real estate, gross | 44,394 | 46,033 | ||
Accumulated depreciation | (2,578) | (2,579) | ||
Investments in real estate, net | 41,816 | 43,454 | ||
Properties under development and development costs | ||||
Land | 25,851 | 25,851 | ||
Buildings | 582 | 585 | ||
Development costs | 10,785 | 9,609 | ||
Properties under development and development costs | 37,218 | 36,045 | ||
Cash, cash equivalents and restricted cash | 3,935 | 3,902 | ||
Prepaid expenses and other assets, net | 368 | 200 | ||
Tenant receivables, net of $30 and $0 bad debt reserve | 716 | 1,007 | ||
Investments in unconsolidated joint ventures | 2,592 | 2,705 | ||
Lease intangibles, net | 1,907 | 2,061 | ||
Assets held for sale | 22,098 | 20,646 | ||
Deferred financing costs, net | 1,113 | 1,258 | ||
TOTAL ASSETS (1) | 111,763 | [1] | 111,278 | |
LIABILITIES | ||||
Notes payable, net | 38,330 | 42,223 | ||
Accounts payable and accrued expenses | 1,589 | 2,006 | ||
Amounts due to affiliates | 22 | 21 | ||
Other liabilities | 411 | 387 | ||
Liabilities related to assets held for sale | 18,522 | 13,017 | ||
Below-market lease liabilities, net | 418 | 438 | ||
Deferred gain on sale of properties to unconsolidated joint venture | 0 | 668 | ||
TOTAL LIABILITIES (1) | 59,292 | 58,760 | ||
Commitments and contingencies (Note 13) | ||||
EQUITY | ||||
Preferred stock, $0.01 par value; 50,000,000 shares authorized, none issued and outstanding | 0 | 0 | ||
Common stock, $0.01 par value; 400,000,000 shares authorized; 10,978,126 and 10,988,438 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 111 | 111 | ||
Additional paid-in capital | 96,032 | 96,097 | ||
Accumulated deficit | (44,710) | (44,741) | ||
Total stockholders’ equity | 51,433 | 51,467 | ||
Non-controlling interests | 1,038 | 1,051 | ||
TOTAL EQUITY | 52,471 | 52,518 | ||
TOTAL LIABILITIES AND EQUITY | 111,763 | 111,278 | ||
Variable Interest Entity, Primary Beneficiary [Member] | ||||
Properties under development and development costs | ||||
Land | 25,851 | 25,851 | ||
Buildings | 582 | 585 | ||
Development costs | 10,785 | 9,609 | ||
Properties under development and development costs | 37,218 | 36,045 | ||
Cash, cash equivalents and restricted cash | 1,004 | 1,099 | ||
Prepaid expenses and other assets, net | 46 | 9 | ||
Lease intangibles, net | 4 | 0 | ||
TOTAL ASSETS (1) | [2] | 38,272 | 37,153 | |
LIABILITIES | ||||
Notes payable, net | [3] | 19,126 | 19,116 | |
Accounts payable and accrued expenses | 329 | 478 | ||
Amounts due to affiliates | 9 | 9 | ||
Other liabilities | 9 | 9 | ||
TOTAL LIABILITIES (1) | $ 19,473 | $ 19,612 | ||
[1] | As of March 31, 2018 and December 31, 2017, includes approximately $38.3 million and $37.2 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and approximately $19.5 million and $19.6 million, respectively, of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. Refer to Note 5. “Variable Interest Entities”. | |||
[2] | The assets of the Gelson’s Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. | |||
[3] | As of both March 31, 2018 and December 31, 2017, includes reclassification of approximately $0.1 million of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the consolidated joint ventures are not guaranteed by the Company. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 10,978,126 | 10,988,438 |
Common stock, shares outstanding | 10,978,126 | 10,988,438 |
Bad debt reserve | $ 30 | $ 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue: | ||
Rental and reimbursements | $ 1,753 | $ 2,640 |
Expense: | ||
Operating and maintenance | 650 | 946 |
General and administrative | 447 | 495 |
Depreciation and amortization | 358 | 962 |
Transaction expense | 2 | 82 |
Interest expense | 271 | 575 |
Total expense | 1,728 | 3,060 |
Operating income (loss) | 25 | (420) |
Other income (loss): | ||
Equity in income (loss) of unconsolidated joint ventures | (2) | 32 |
Net gain on disposal of real estate | 0 | 6,586 |
Income before income taxes | 23 | 6,198 |
Income taxes | 0 | (19) |
Net income | 23 | 6,179 |
Net income attributable to non-controlling interests | 1 | 230 |
Net income attributable to common stockholders | $ 22 | $ 5,949 |
Earnings per common share - basic and diluted | $ 0 | $ 0.54 |
Weighted average shares outstanding used to calculate earnings per common share - basic and diluted | 10,988,124 | 10,937,451 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 3 months ended Mar. 31, 2018 - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Non-controlling Interests | Total Stockholders' Equity |
BALANCE at Dec. 31, 2017 | $ 52,518,000 | $ 111,000 | $ 96,097,000 | $ (44,741,000) | $ 1,051,000 | $ 51,467,000 |
BALANCE (in shares) at Dec. 31, 2017 | 10,988,438 | |||||
Redemption of common shares (in shares) | (10,312) | |||||
Redemption of common shares, value | (65,000) | $ 0 | (65,000) | 0 | 0 | (65,000) |
Quarterly distributions | (673,000) | 0 | 0 | (659,000) | (14,000) | (659,000) |
Cumulative effect from change in accounting principle (Note 2) | 668,000 | $ 0 | 0 | 668,000 | 0 | 668,000 |
Stock Dividends, Shares | 0 | |||||
Net income (loss) | 23,000 | $ 0 | 0 | 22,000 | 1,000 | 22,000 |
BALANCE at Mar. 31, 2018 | $ 52,471,000 | $ 111,000 | $ 96,032,000 | $ (44,710,000) | $ 1,038,000 | $ 51,433,000 |
BALANCE (in shares) at Mar. 31, 2018 | 10,978,126 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 23 | $ 6,179 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Net gain on disposal of real estate | 0 | (6,586) |
Equity in loss (income) of unconsolidated joint ventures | 2 | (32) |
Straight-line rent | (25) | (22) |
Amortization of deferred costs | 145 | 114 |
Depreciation and amortization | 358 | 962 |
Amortization of above and below-market leases | (15) | (63) |
Bad debt expense | 30 | 33 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (168) | 787 |
Tenant receivables | 298 | 339 |
Accounts payable and accrued expenses | (267) | (692) |
Amounts due to affiliates | 1 | 3 |
Other liabilities | 24 | 124 |
Net cash provided by operating activities | 406 | 1,146 |
Cash flows from investing activities: | ||
Net proceeds from the sale of real estate | 0 | 18,543 |
Acquisition of real estate | 0 | (17,783) |
Investment in properties under development and development costs | (1,222) | (1,437) |
Improvements, capital expenditures, and leasing costs | (33) | (383) |
Distributions from unconsolidated joint ventures | 111 | 1,998 |
Net cash (used in) provided by investing activities | (1,144) | 938 |
Cash flows from financing activities: | ||
Redemption of common shares | (65) | (203) |
Quarterly distributions | (673) | (681) |
Proceeds from notes payable | 1,600 | 27,400 |
Repayment of notes payable | 0 | (28,049) |
Payment of penalties associated with early repayment of notes payable | 0 | (1) |
Payment of loan fees from investments in consolidated variable interest entities | (91) | (197) |
Payment of loan fees and financing costs | 0 | (1,314) |
Net cash provided by (used in) financing activities | 771 | (3,045) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 33 | (961) |
Cash, cash equivalents and restricted cash – beginning of period | 3,902 | 7,858 |
Cash, cash equivalents and restricted cash – end of period | 3,935 | 6,897 |
Supplemental disclosure of non-cash investing and financing activities and other cash flow information: | ||
Distributions declared but not paid | 673 | 680 |
Change in accrued liabilities capitalized to investment in development | (155) | (377) |
Change to accrued mortgage note payable interest capitalized to investment in development | 6 | 3 |
Amortization of deferred loan fees capitalized to investment in development | 101 | 201 |
Cumulative Effect on Retained Earnings, before Tax | 668 | 0 |
Cash paid for interest, net of amounts capitalized | $ 111 | $ 442 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | ORGANIZATION AND BUSINESS Strategic Realty Trust, Inc. (the “Company”) was formed on September 18, 2008, as a Maryland corporation. Effective August 22, 2013, the Company changed its name from TNP Strategic Retail Trust, Inc. to Strategic Realty Trust, Inc. The Company believes it qualifies as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), and has elected REIT status beginning with the taxable year ended December 31, 2009, the year in which the Company began material operations. Since the Company’s inception, its business has been managed by an external advisor. The Company has no direct employees and all management and administrative personnel responsible for conducting the Company’s business are employed by its advisor. Currently, the Company is externally managed and advised by SRT Advisor, LLC, a Delaware limited liability company (the “Advisor”) pursuant to an advisory agreement with the Advisor (the “Advisory Agreement”) initially executed on August 10, 2013, and subsequently renewed every year through 2017. The current term of the Advisory Agreement terminates on August 10, 2018. The Advisor is an affiliate of Glenborough, LLC (together with its affiliates, “Glenborough”), a privately held full-service real estate investment and management company focused on the acquisition, management and leasing of commercial properties. Substantially all of the Company’s business is conducted through Strategic Realty Operating Partnership, L.P. (the “OP”). During the Company’s initial public offering (“Offering”), as the Company accepted subscriptions for shares of its common stock, it transferred substantially all of the net proceeds of the Offering to the OP as a capital contribution. The Company is the sole general partner of the OP. As of both March 31, 2018 and December 31, 2017 , the Company owned 97.9% of the limited partnership interests in the OP. The Company’s principal demand for funds has been for the acquisition of real estate assets, the payment of operating expenses, interest on outstanding indebtedness, the payment of distributions to stockholders, and investments in unconsolidated joint ventures as well as development of properties. Substantially all of the proceeds of the completed Offering have been used to fund investments in real properties and other real estate-related assets, for payment of operating expenses, for payment of interest, for payment of various fees and expenses, such as acquisition fees and management fees, and for payment of distributions to stockholders. The Company’s available capital resources, cash and cash equivalents on hand and sources of liquidity are currently limited. The Company expects its future cash needs will be funded using cash from operations, future asset sales, debt financing and the proceeds to the Company from any sale of equity that it may conduct in the future. The Company invests in and manages a portfolio of income-producing retail properties, located in the United States, real estate-owning entities and real estate-related assets, including the investment in or origination of mortgage, mezzanine, bridge and other loans related to commercial real estate. The Company has invested directly, and indirectly through joint ventures, in a portfolio of income-producing retail properties located throughout the United States, with a focus on grocery anchored multi-tenant retail centers, including neighborhood, community and lifestyle shopping centers, multi-tenant shopping centers and free standing single-tenant retail properties. During the first quarter of 2016, the Company invested, through joint ventures, in two significant retail projects under development. As of March 31, 2018 , in addition to the development projects, the Company’s portfolio of properties was comprised of 10 properties, including three properties and 1 parcel held for sale, with approximately 303,000 rentable square feet of retail space located in four states. As of March 31, 2018 , the rentable space at the Company’s retail properties was 94% leased. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. The interim unaudited condensed consolidated financial statements include the accounts of the Company, the OP, their direct and indirect owned subsidiaries, and the accounts of joint ventures that are determined to be variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s condensed consolidated financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC Topic 810, Consolidation (“ASC 810”). In determining whether the Company has a controlling interest in a joint venture or a variable interest entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners/members, as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of March 31, 2018 and December 31, 2017 , the Company held ownership interests in two unconsolidated joint ventures. Refer to Note 4. “Investments in Unconsolidated Joint Ventures” for additional information. As of March 31, 2018 and December 31, 2017 , the Company held variable interests in two variable interest entities and consolidated those entities. Refer to Note 5. “Variable Interest Entities” for additional information. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. In November 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-18, Restricted Cash, which amends (Topic 230), Statement of Cash Flows (“ASU 2016-18”) . ASU 2016-18 requires that a statement of cash flows explains the change during the reporting period in the total of cash, cash equivalents, and restricted cash or restricted cash equivalents. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. ASU 2016-18 requires adoption using a retrospective transition method. The Company adopted ASU 2016-18 on January 1, 2018. As a result of adopting ASU 2016-18, the Company revised the presentation of cash, cash equivalents and restricted cash on the condensed consolidated balance sheets and condensed consolidated statements of cash flows for all the periods presented. Upon adoption of ASU 2016-18, the Company recorded a decrease of $0.9 million in net cash provided by operating activities and $11 thousand in net cash provided by investing activities for the three months ended March 31, 2017, related to reclassifying the changes in the restricted cash balance from operating activities and investing activities to the cash, cash equivalents and restricted cash balances on the condensed consolidated statements of cash flows. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the condensed consolidated balance sheet that sum to the total of the same such amounts shown on the condensed consolidated statement of cash flows (amounts in thousands): March 31, 2018 December 31, 2017 Cash and cash equivalents $ 3,132 $ 3,086 Restricted cash 803 816 Total cash, cash equivalents, and restricted cash $ 3,935 $ 3,902 Revenue Recognition Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable (not including receivables on property held for sale), which is included in tenant receivables, net, on the condensed consolidated balance sheets, was approximately $0.5 million at both March 31, 2018 and December 31, 2017. Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which was added to the ASC under Topic 606 (“ASC 606”). ASC 606 outlines a single comprehensive model for entities to use in accounting for revenues arising from contracts with customers. As the Company’s revenues are primarily generated through leasing arrangements, the Company’s revenues fall outside the scope of this standard. As part of ASU 2014-09, ASC 610-20, Gains and Losses from Derecognition of Nonfinancial Assets , (“ASC 610-20”) was issued. ASC 610-20 provided guidance for recognizing gains and losses from the transfer of nonfinancial assets, which includes the sale of real estate. In February 2017, the FASB issued ASU No. 2017-05, Other Income-Gains and Losses for the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“ASU 2017-05”). ASU 2017-05 amends the guidance on nonfinancial assets in ASC 610-20. The amendments clarify that (i) a financial asset is within the scope of ASC 610-20 if it meets the definition of an in-substance nonfinancial asset and may include nonfinancial assets transferred within a legal entity to a counter-party, (ii) an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counter-party and de-recognize each asset when a counter-party obtains control of it, and (iii) an entity should allocate consideration to each distinct asset by applying the guidance in ASC 606 on allocating the transaction price to performance obligations. Further, ASU 2017-05 provides guidance on accounting for partial sales of nonfinancial assets. Effective January 1, 2018, the Company applied the provisions of ASC 610-20, for gains on sale of real estate, and recognizes any gains at the time control of a property is transferred and when it is probable that substantially all of the related consideration will be collected. As a result of adopting ASC 610-20, using the modified retrospective method, the sales criteria in ASC 360, Property, Plant, and Equipment , no longer applied. As such, the Company recognized $0.7 million of deferred gains related to sales of properties to the SGO Joint Venture through a cumulative effect adjustment to accumulated deficit. Other than the cumulative effect adjustment relating to such deferred gains, the adoption of ASC 606 and ASC 610-20 did not have an impact on the Company’s condensed consolidated financial statements. Reclassifications Certain prior period amounts have been reclassified to conform with current period’s presentation as a result of adoption of ASU 2016-18. See Cash, Cash Equivalents and Restricted Cash section above for discussion of the impact of these reclassifications. The remaining reclassifications had no effect on the Company’s financial condition, results of operations or cash flows. Recent Accounting Pronouncements The FASB issued the following ASUs which could have potential impact to the Company’s condensed consolidated financial statements: In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in practice. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. ASU 2016-15 will require adoption on a retrospective basis. The Company adopted ASU 2016-15 on January 1, 2018. Adoption of ASU 2016-15 did not have an impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 requires a financial asset, measured at amortized cost basis to be presented at the net amount expected to be collected. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with adoption permitted for fiscal years beginning after December 15, 2018. Adjustments resulting from adopting ASU 2016-13 shall be applied through a cumulative-effect adjustment to retained earnings. The adoption of ASU 2016-13 will not have an impact on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 requires entities to recognize lease assets and lease liabilities on the consolidated balance sheet and disclose key information about leasing arrangements. The guidance retains a distinction between finance leases and operating leases. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous guidance. However, the principal difference from previous guidance is that the lease assets and lease liabilities arising from operating leases should be recognized in the statement of financial position. The accounting applied by a lessor is largely unchanged from that applied under the previous guidance. Lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. On January 5, 2018, the FASB also issued an Exposure Draft proposing to amend ASU 2016-02, which would provide lessors with a practical expedient, by class of underlying assets, to not separate non-lease components from the related lease components and, instead, to account for those components as a single lease component, if certain criteria are met. The amendments in this guidance and the related Exposure Draft are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. The Company believes that the adoption of ASU 2016-02 will not change the accounting for operating leases on its condensed consolidated balance sheets. The Company expects to utilize the practical expedients proposed in the Exposure Draft as part of its adoption of ASU 2016-02. |
REAL ESTATE INVESTMENTS
REAL ESTATE INVESTMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate Investments, Net [Abstract] | |
REAL ESTATE INVESTMENTS | REAL ESTATE INVESTMENTS Assets Held for Sale and Liabilities Related to Assets Held for Sale At March 31, 2018 and December 31, 2017 , Florissant Marketplace, located in Florissant, Missouri, Ensenada Square, located in Arlington, Texas, Shops at Turkey Creek, located in Knoxville, Tennessee were classified as held for sale in the condensed consolidated balance sheets. At March 31, 2018 , a portion of Topaz Marketplace, located in Hesperia, California, was also classified as held for sale in the condensed consolidated balance sheet. Since the sale of these properties does not represent a strategic shift that will have a major effect on the Company’s operations and financial results, the results of operations of these properties were not reported as discontinued operations in the Company’s condensed consolidated financial statements. Initially, the Company intends to use the net proceeds from the sales of these properties to repay a portion of the outstanding balance on its line of credit. The Company anticipates the sales of these properties will occur within one year from March 31, 2018 . The Company’s condensed consolidated statements of operations include net operating income of approximately $0.5 million and $0.1 million for the three months ended March 31, 2018 and 2017 , respectively, related to the assets held for sale. The major classes of assets and liabilities related to assets held for sale included in the condensed consolidated balance sheets are as follows (amounts in thousands): March 31, December 31, 2018 2017 ASSETS Investments in real estate Land $ 5,467 $ 5,248 Building and improvements 18,923 17,522 Tenant improvements 1,231 1,189 25,621 23,959 Accumulated depreciation (5,458 ) (5,178 ) Investments in real estate, net 20,163 18,781 Tenant receivables, net 236 248 Lease intangibles, net 1,699 1,617 Assets held for sale $ 22,098 $ 20,646 LIABILITIES Notes payable $ 16,251 $ 10,749 Below-market lease intangibles, net 2,271 2,268 Liabilities related to assets held for sale $ 18,522 $ 13,017 Amounts above are being presented at their carrying value, which the Company believes to be lower than their estimated fair value less costs to sell. |
INVESTMENTS IN UNCONSOLIDATED J
INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES | INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES The following table summarizes the Company’s investments in unconsolidated joint ventures as of March 31, 2018 and December 31, 2017 (amounts in thousands): Ownership Interest Investment Joint Venture Date of Investment March 31, December 31, March 31, December 31, SGO Retail Acquisitions Venture, LLC 3/11/2015 19 % 19 % $ 964 $ 978 SGO MN Retail Acquisitions Venture, LLC 9/30/2015 10 % 10 % 1,628 1,727 Total $ 2,592 $ 2,705 The Company’s off-balance sheet arrangements consist primarily of investments in the joint ventures as set forth in the table above. The joint ventures typically fund their cash needs through secured debt financings obtained by and in the name of the joint venture entity. The joint ventures’ debts are secured by a first mortgage, are without recourse to the joint venture members, and do not represent a liability of the members other than carve-out guarantees for certain matters such as environmental conditions, misuse of funds and material misrepresentations. As of March 31, 2018 and December 31, 2017 , the Company has provided carve-out guarantees in connection with the two aforementioned unconsolidated joint ventures; in connection with those carve-out guarantees, the Company has certain rights of recovery from the joint venture members. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES The Company has variable interests in, and is the primary beneficiary of, variable interest entities (“VIEs”) through its investments in (i) the Gelson’s Joint Venture and (ii) the 3032 Wilshire Joint Venture (both as defined below). The Company has consolidated the accounts of these variable interest entities. In March 2018, the Company made an additional contribution of $0.9 million to the Wilshire Joint Venture. The following reflects the aggregate assets and liabilities of the Gelson’s Joint Venture and the Wilshire Joint Venture, which were consolidated by the Company, as of March 31, 2018 and December 31, 2017 (amounts in thousands): March 31, December 31, 2018 2017 ASSETS Properties under development and development costs: Land $ 25,851 $ 25,851 Buildings 582 585 Development costs 10,785 9,609 Properties under development and development costs 37,218 36,045 Cash, cash equivalents and restricted cash 1,004 1,099 Prepaid expenses and other assets, net 46 9 Lease intangibles, net 4 — TOTAL ASSETS (1) $ 38,272 $ 37,153 LIABILITIES Notes payable, net (2) $ 19,126 $ 19,116 Accounts payable and accrued expenses 329 478 Amounts due to affiliates 9 9 Other liabilities 9 9 TOTAL LIABILITIES $ 19,473 $ 19,612 (1) The assets of the Gelson’s Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. (2) As of both March 31, 2018 and December 31, 2017 , includes reclassification of approximately $0.1 million of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the consolidated joint ventures are not guaranteed by the Company. |
FUTURE MINIMUM RENTAL INCOME
FUTURE MINIMUM RENTAL INCOME | 3 Months Ended |
Mar. 31, 2018 | |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
FUTURE MINIMUM RENTAL INCOME | FUTURE MINIMUM RENTAL INCOME Operating Leases The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of March 31, 2018 , the leases at the Company’s properties, excluding properties classified as held for sale, have remaining terms (excluding options to extend) of up to 13.7 years with a weighted-average remaining term (excluding options to extend) of approximately 6.2 years . The leases may have provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires security deposits from tenants in the form of a cash deposit and/or a letter of credit. Amounts required as security deposits vary depending upon the terms of the respective leases and the creditworthiness of the tenant, but generally are not significant amounts. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying condensed consolidated balance sheets and totaled approximately $0.2 million as of both March 31, 2018 and December 31, 2017 . As of March 31, 2018 , the future minimum rental income from the Company’s properties under non-cancelable operating leases, excluding properties classified as held for sale, was as follows (amounts in thousands): Remainder of 2018 $ 1,746 2019 2,395 2020 2,229 2021 1,989 2022 2,006 Thereafter 8,215 Total $ 18,580 |
LEASE INTANGIBLES AND BELOW-MAR
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | 3 Months Ended |
Mar. 31, 2018 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES, NET As of March 31, 2018 and December 31, 2017 , the Company’s acquired lease intangibles and below-market lease liabilities were as follows (amounts in thousands): Lease Intangibles Below-Market Lease Liabilities March 31, December 31, March 31, December 31, Cost $ 2,712 $ 2,783 $ (568 ) $ (571 ) Accumulated amortization (805 ) (722 ) 150 133 Total $ 1,907 $ 2,061 $ (418 ) $ (438 ) The Company’s amortization of lease intangibles and below-market lease liabilities for the three months ended March 31, 2018 and 2017 , were as follows (amounts in thousands): Lease Intangibles Below-Market Lease Liabilities Three Months Ended Three Months Ended 2018 2017 2018 2017 Amortization $ (83 ) $ (371 ) $ 17 $ 79 |
NOTES PAYABLE, NET
NOTES PAYABLE, NET | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE, NET As of March 31, 2018 and December 31, 2017 , the Company’s notes payable, net, excluding a portion of the line of credit balance, which has been classified as held for sale, consisted of the following (amounts in thousands): Principal Balance Interest Rates At March 31, 2018 December 31, 2017 March 31, 2018 Line of credit (1) $ 19,205 $ 23,107 4.17 % Mortgage loans secured by properties under development (2) 19,200 19,200 9.5% - 10.0% Deferred financing costs, net (3) (75 ) (84 ) n/a $ 38,330 $ 42,223 (1) The Company’s line of credit is a revolving credit facility with an initial maximum aggregate commitment of $30.0 million . Effective February 15, 2017, the Company’s line of credit was refinanced to increase the maximum aggregate commitment under the credit facility from $30.0 million to $60.0 million . The credit facility matures on February 15, 2020 . Each loan made pursuant to the credit facility will be either a LIBOR rate loan or a base rate loan, at the election of the Company, plus an applicable margin, as defined. Monthly payments are interest only with the entire principal balance and all outstanding interest due at maturity. The Company will pay the lender an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum, if the usage under the the Company’s line of credit is less than or equal to 50% of the line of credit amount, and 0.20% per annum if the usage under the Company’s line of credit is greater than 50% of the line of credit amount. The Company is providing a guaranty of all of its obligations under the Company’s line of credit and all other loan documents. As of March 31, 2018 and December 31, 2017, the Company’s line of credit was secured by Topaz Marketplace, 8 Octavia Street, 400 Grove Street, the Fulton Shops, 450 Hayes, 388 Fulton, Silver Lake, Florissant Marketplace, Ensenada Square and The Shops at Turkey Creek. (2) Comprised of $10.7 million and $8.5 million associated with the Company’s investment in the Gelson’s Joint Venture and the Wilshire Joint Venture, respectively. (3) Reclassification of deferred financing costs, net of accumulated amortization, as a contra-liability. During the three months ended March 31, 2018 and 2017 , the Company incurred and expensed approximately $0.3 million and $0.6 million , respectively, of interest costs, which included the amortization of deferred financing costs of approximately $0.1 million for each period. Also during each of the three months ended March 31, 2018 and 2017 , the Company incurred and capitalized approximately $0.9 million , of interest expense related to the variable interest entities, which included the amortization of deferred financing costs of approximately $0.1 million and $0.2 million for each period, respectively. As of both March 31, 2018 and December 31, 2017 , interest expense payable was approximately $0.3 million , including an amount related to the variable interest entities of approximately $0.2 million for each period. The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of March 31, 2018 (amounts in thousands): Remainder of 2018 $ 19,200 2019 — 2020 35,456 Total (1) $ 54,656 (1) Total future principal payments reflect actual amounts due to creditors, and excludes reclassification of $0.1 million deferred financing costs, net. Mortgage Loans Secured by Properties Under Development In connection with the Company’s investment in the Wilshire Joint Venture and the acquisition of the Wilshire Property, the Company has consolidated borrowings of $8.5 million (the “Wilshire Loan”). The Wilshire Loan bears interest at a rate of 10.0% per annum, payable monthly, commencing on April 1, 2016. The loan was scheduled to mature on March 7, 2017, with an option for two additional six-month periods, subject to certain conditions as stated in the loan agreement. All conditions to extensions were met, and on March 7, 2017, the Company exercised the option to extend the loan until September 7, 2017 . On August 29, 2017, the Company exercised the remaining option to extend the loan for an additional six months. The extension was scheduled to mature on March 7, 2018. The Company extended the loan, with the same terms, for an additional six months, effective March 7, 2018. The new maturity date is September 7, 2018 . The loan is secured by, among other things, a lien on the Wilshire development project and other collateral as defined in the loan agreement. In connection with the Company’s investment in the Gelson’s Joint Venture and the acquisition of the Gelson’s Property, the Company has consolidated borrowings of $10.7 million (the “Gelson’s Loan”). The Gelson’s Loan bears interest at a rate of 9.5% per annum, payable monthly, commencing on April 1, 2016. The loan was scheduled to mature on January 27, 2017 , with an option to extend for an additional six-month period, subject to certain conditions as stated in the loan agreement. Those conditions were not met, but the Company negotiated a six month extension of the term on January 27, 2017 to mature on July 27, 2017. The Company negotiated a nine month extension of the term on July 27, 2017. The extension was scheduled to mature on April 27, 2018. On April 23, 2018, the Company made a mandatory principal payment of $1.0 million . The Company extended the loan, for an additional six months, effective April 26, 2018. The new maturity date is October 27, 2018 . The loan is secured by, among other things, a lien on the Gelson’s development project and other joint venture collateral as defined in the loan agreement. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES Certain financial assets and liabilities are measured at fair value on a recurring basis. The Company determines fair value using the following hierarchy: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available for inputs that are significant to the fair value measurement. The Company believes the total carrying values reflected on its condensed consolidated balance sheets for cash, cash equivalents and restricted cash, accounts receivable, accounts payable and accrued expenses, amounts due to affiliates, mortgage loans secured by properties under development, and the Company’s line of credit reasonably approximate their fair values due to their short-term nature. As part of the Company’s ongoing evaluation of the Company’s real estate portfolio, the Company estimates the fair value of its investments in real estate by obtaining outside independent appraisals on all of the properties. The appraised values are compared with the carrying values of its real estate portfolio to determine if there are indications of impairment. For both the three months ended March 31, 2018 and March 31, 2017 , the Company did not record any impairment losses. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | EQUITY Share Redemption Program On April 1, 2015, the Company’s board of directors approved the reinstatement of the share redemption program (which had been suspended since January 15, 2013) and adopted an Amended and Restated Share Redemption Program (the “SRP”). The SRP was subsequently amended on August 7, 2015 and August 10, 2016. On October 5, 2016, the board of directors approved, pursuant to Section 3(a) of the SRP, an additional $0.5 million of funds available for the redemption of shares in connection with the death of a stockholder. On August 2, 2017, the board of directors of the Company approved, pursuant to Section 3(a) of the SRP, an additional $1.0 million of funds available for the redemption of shares in connection with the death of a stockholder. The following table summarizes share redemption activity during the three months ended March 31, 2018 and 2017 (amounts in thousands, except shares): Three Months Ended 2018 2017 Shares of common stock redeemed 10,312 31,875 Purchase price $ 65 $ 203 Cumulatively, through March 31, 2018 , the Company has redeemed 622,427 shares sold in the Offering and/or its dividend reinvestment plan for $4.6 million . Quarterly Distributions In order to qualify as a REIT, the Company is required to distribute at least 90% of its annual REIT taxable income, subject to certain adjustments, to its stockholders. Some or all of the Company’s distributions have been paid, and in the future may continue to be paid from sources other than cash flows from operations. Under the terms of the amended Key Bank credit facility, the Company may pay distributions to its investors so long as the total amount paid does not exceed 100% of the cumulative Adjusted Funds From Operations plus up to an additional $2.0 million of the Company’s net proceeds from property dispositions, as defined in the amended Company’s line of credit; provided, however, that the Company is not restricted from making any distributions necessary in order to maintain its status as a REIT. The Company’s board of directors evaluates the Company’s ability to make quarterly distributions based on the Company’s operational cash needs. The following tables set forth the quarterly distributions declared to the Company’s common stockholders and Common Unit holders for the three months ended March 31, 2018 , and the year ended December 31, 2017 (amounts in thousands, except per share amounts): Distribution Record Date Distribution Payable Date Distribution Per Share of Common Stock / Common Unit Total Common Stockholders Distribution Total Common Unit Holders Distribution Total Distribution First Quarter 2018 3/31/2018 4/26/2018 $ 0.06 $ 659 $ 14 $ 673 Distribution Record Date Distribution Payable Date Distribution Per Share of Common Stock / Common Unit Total Common Stockholders Distribution Total Common Unit Holders Distribution Total Distribution First Quarter 2017 3/31/2017 4/28/2017 $ 0.06 $ 655 $ 25 $ 680 Second Quarter 2017 6/30/2017 7/31/2017 0.06 652 25 677 Third Quarter 2017 9/30/2017 10/31/2017 0.06 660 16 676 Fourth Quarter 2017 12/31/2017 1/31/2018 0.06 659 14 673 Total $ 2,626 $ 80 $ 2,706 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during each period. Diluted EPS is computed after adjusting the basic EPS computation for the effect of potentially dilutive securities outstanding during the period. The effect of non-vested shares, if dilutive, is computed using the treasury stock method. The Company applies the two-class method for determining EPS as its outstanding shares of non-vested restricted stock are considered participating securities as dividend payments are not forfeited even if the underlying award does not vest. There was no unvested stock as of March 31, 2018 . The Company’s excess of distributions over earnings related to participating securities are shown as a reduction in income (loss) attributable to common stockholders in the Company’s computation of EPS. The following table sets forth the computation of the Company’s basic and diluted earnings (loss) per share for the years ended March 31, 2018 and 2017 (amounts in thousands, except shares and per share amounts): Three Months Ended 2018 2017 Numerator - basic and diluted Net income $ 23 $ 6,179 Net income attributable to non-controlling interests 1 230 Net income attributable to common shares $ 22 $ 5,949 Denominator - basic and diluted Basic weighted average common shares 10,988,124 10,937,451 Common Units (1) — — Diluted weighted average common shares 10,988,124 10,937,451 Earnings per common share - basic and diluted Net earnings attributable to common shares $ — $ 0.54 (1) The effect of 235,194 convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS On August 7, 2013, the Company entered into the Advisory Agreement with the Advisor. On July 25, 2017, the Advisory Agreement with the Advisor was renewed for an additional 12 months, beginning on August 10, 2017. The Advisor manages the Company’s business as the Company’s external advisor pursuant to the Advisory Agreement. Pursuant to the Advisory Agreement, the Company will pay the Advisor specified fees for services related to the investment of funds in real estate and real estate-related investments, management of the Company’s investments and for other services. On March 11, 2015, the Company, through a wholly-owned subsidiary, entered into the Limited Liability Company Agreement of SGO Retail Acquisitions Venture, LLC to form the SGO Joint Venture. On September 30, 2015, the Company, through wholly-owned subsidiaries, entered into the Limited Liability Company Agreement of SGO MN Retail Acquisitions Venture, LLC to form the SGO MN Joint Venture. For additional information regarding the SGO Joint Venture and the SGO MN Joint Venture, refer to Note 4. “Investments in Unconsolidated Joint Ventures.” Summary of Related Party Fees The following table sets forth the Advisor related party costs incurred and payable by the Company for the periods presented (amounts in thousands): Incurred Payable as of Three Months Ended March 31, December 31, Expensed 2018 2017 2018 2017 Asset management fees $ 191 $ 230 $ — $ — Reimbursement of operating expenses 45 42 — — Property management fees 80 113 22 21 Disposition fees 2 244 — — Total $ 318 $ 629 $ 22 $ 21 Capitalized Acquisition fees $ 28 $ 194 $ — $ — Leasing fees 1 57 — — Legal leasing fees 5 27 — — Construction management fees 1 — — — Financing coordination fees 85 707 — — Total $ 120 $ 985 $ — $ — Acquisition Fees Under the Advisory Agreement, the Advisor is entitled to receive an acquisition fee equal to 1% of (1) the cost of each investment acquired directly by the Company or (2) the Company’s allocable cost of an investment acquired pursuant to a joint venture, in each case including purchase price, acquisition expenses and any debt attributable to such investments. An acquisition fee is capitalized by the Company when the related transaction does not qualify as a business combination; otherwise an acquisition fee is expensed. Financing Coordination Fees Under the Advisory Agreement, the Advisor is entitled to receive a financing coordination fee equal to 1% of the amount made available and/or outstanding under any (1) financing obtained or assumed, directly or indirectly, by the Company or the OP and used to acquire or originate investments, or (2) the refinancing of any financing obtained or assumed, directly or indirectly, by the Company or the OP. Asset Management Fees Under the Advisory Agreement, the Advisor is entitled to receive an asset management fee equal to a monthly fee of one-twelfth (1/12th) of 0.6% of the higher of (1) aggregate cost on a GAAP basis (before non-cash reserves and depreciation) of all investments the Company owns, including any debt attributable to such investments, or (2) the fair market value of the Company’s investments (before non-cash reserves and depreciation) if the board of directors has authorized the estimate of a fair market value of the Company’s investments; provided, however, that the asset management fee will not be less than $250,000 in the aggregate during any one calendar year. Reimbursement of Operating Expenses The Company reimburses the Advisor for all expenses paid or incurred by the Advisor in connection with the services provided to the Company, subject to the limitation that the Company will not reimburse the Advisor for any amount by which the Company’s total operating expenses (including the asset management fee described below) at the end of the four preceding fiscal quarters exceeded the greater of (1) 2% of its average invested assets (as defined in the Company’s Articles of Amendment and Restatement (the “Charter”)); or (2) 25% of its net income (as defined in the Charter) determined without reduction for any additions to depreciation, bad debts or other similar non-cash expenses and excluding any gain from the sale of the Company’s assets for that period (the “2%/25% Guideline”). The Advisor is required to reimburse the Company quarterly for any amounts by which total operating expenses exceed the 2%/25% Guideline in the previous expense year that the independent directors do not approve. The Company will not reimburse the Advisor for any of its personnel costs or other overhead costs except for customary reimbursements for personnel costs under property management agreements entered into between the OP and the Advisor or its affiliates. Notwithstanding the above, the Company may reimburse the Advisor for expenses in excess of the 2%/25% Guideline if a majority of the independent directors determine that such excess expenses are justified based on unusual and non-recurring factors. For the three months ended March 31, 2018 and 2017 , the Company’s total operating expenses (as defined in the Charter) did not exceed the 2%/25% Guideline. Property Management Fees Under the property management agreements between the Company and Glenborough, Glenborough is entitled to receive property management fees calculated at a maximum of up to 4% of the properties’ gross revenue. The property management agreements with Glenborough have been renewed for an additional 12 months, beginning on August 10, 2017. Disposition Fees Under the Advisory Agreement, if the Advisor or its affiliates provide a substantial amount of services, as determined by the Company’s independent directors, in connection with the sale of a real property, the Advisor or its affiliates may be paid disposition fees up to 50% of a customary and competitive real estate commission, but not to exceed 3% of the contract sales price of each property sold. Leasing Fees Under the property management agreements, Glenborough is entitled to receive a separate fee for the leases of new tenants, and for expansions, extensions and renewals of existing tenants in an amount not to exceed the fee customarily charged by similarly situated parties rendering similar services in the same geographic area for similar properties. Legal Leasing Fees Under the property management agreements, Glenborough is entitled to receive a market-based legal leasing fee for the negotiation and production of new leases, renewals, and amendments. Construction Management Fees In connection with the construction or repair in or about a property, the property manager is responsible for coordinating and facilitating the planning and the performance of all construction and is entitled to receive a fee equal to 5% of the hard costs for the project in question. Related-Party Fees Paid by the Unconsolidated Joint Ventures The unconsolidated joint ventures are party to certain agreements with Glenborough for services related to the investment of funds and management of the joint ventures’ investments, as well as the day-to-day management, operation and maintenance of the properties owned by the joint ventures. The joint ventures pay fees to Glenborough for these services. For the three months ended March 31, 2018 and 2017 , the SGO Joint Venture recognized related party fees and reimbursements of $46 thousand and $0.1 million , respectively. For both the three months ended March 31, 2018 and 2017 , the SGO MN Joint Venture recognized related party fees and reimbursements of $0.2 million . The related-party amounts consist of property management, asset management, leasing commission, legal leasing, construction management fees and salary reimbursements. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Economic Dependency The Company is dependent on the Advisor and its affiliates for certain services that are essential to the Company, including the identification, evaluation, negotiation, purchase, and disposition of real estate and real estate-related investments, management of the daily operations of the Company’s real estate and real estate-related investment portfolio, and other general and administrative responsibilities. In the event that the Advisor is unable to provide such services to the Company, 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. The Company is not aware of any environmental liability that could have a material adverse effect on its condensed consolidated financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s properties, the activities of its tenants and other environmental conditions of which the Company is unaware with respect to the properties could result in future environmental liabilities. |
SUBSEQUENT EVENTS SUBSEQUENT EV
SUBSEQUENT EVENTS SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS Distributions On March 21, 2018, the Company’s board of directors declared a first quarter distribution in the amount of $0.06 per share/unit to common stockholders and holders of common units of record as of March 31, 2018. The distribution was paid on April 26, 2018. Mortgage Loans Secured by Properties Under Development On April 20, 2018, Gelson’s Joint Venture entered into a letter agreement (the “Letter Agreement”) effective as of April 18, 2018 with Buchanan Mortgage Holdings LLC (the “Lender”) pursuant to which the Lender and Gelson’s Joint Venture agreed to extend the outside date for Gelson’s Joint Venture to satisfy its obligations under Section 1e(iii) of the Second Amendment (as defined in the Letter Agreement) to April 24, 2018. Borrower satisfied such obligations by making a $1.0 million mandatory principal paydown to Lender on April 23, 2018. This amount is to be applied to the outstanding principal balance of the existing loan provided by the Lender to Gelson’s Joint Venture for the financing of the development of certain real property owned by Gelson’s Joint Venture. Effective April 26, 2018, the Company extended the Gelson’s loan, for an additional six months. The new maturity date is October 27, 2018 . Variable Interest Entities On April 27, 2018, the Company made an additional contribution of $0.8 million to the Gelson’s Joint Venture. |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. The interim unaudited condensed consolidated financial statements include the accounts of the Company, the OP, their direct and indirect owned subsidiaries, and the accounts of joint ventures that are determined to be variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s condensed consolidated financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC Topic 810, Consolidation (“ASC 810”). In determining whether the Company has a controlling interest in a joint venture or a variable interest entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners/members, as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of March 31, 2018 and December 31, 2017 , the Company held ownership interests in two unconsolidated joint ventures. Refer to Note 4. “Investments in Unconsolidated Joint Ventures” for additional information. As of March 31, 2018 and December 31, 2017 , the Company held variable interests in two variable interest entities and consolidated those entities. Refer to Note 5. “Variable Interest Entities” for additional information. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. In November 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-18, Restricted Cash, which amends (Topic 230), Statement of Cash Flows (“ASU 2016-18”) . ASU 2016-18 requires that a statement of cash flows explains the change during the reporting period in the total of cash, cash equivalents, and restricted cash or restricted cash equivalents. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. ASU 2016-18 requires adoption using a retrospective transition method. The Company adopted ASU 2016-18 on January 1, 2018. As a result of adopting ASU 2016-18, the Company revised the presentation of cash, cash equivalents and restricted cash on the condensed consolidated balance sheets and condensed consolidated statements of cash flows for all the periods presented. Upon adoption of ASU 2016-18, the Company recorded a decrease of $0.9 million in net cash provided by operating activities and $11 thousand in net cash provided by investing activities for the three months ended March 31, 2017, related to reclassifying the changes in the restricted cash balance from operating activities and investing activities to the cash, cash equivalents and restricted cash balances on the condensed consolidated statements of cash flows. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the condensed consolidated balance sheet that sum to the total of the same such amounts shown on the condensed consolidated statement of cash flows (amounts in thousands): March 31, 2018 December 31, 2017 Cash and cash equivalents $ 3,132 $ 3,086 Restricted cash 803 816 Total cash, cash equivalents, and restricted cash $ 3,935 $ 3,902 |
Revenue Recognition | Revenue Recognition Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable (not including receivables on property held for sale), which is included in tenant receivables, net, on the condensed consolidated balance sheets, was approximately $0.5 million at both March 31, 2018 and December 31, 2017. Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which was added to the ASC under Topic 606 (“ASC 606”). ASC 606 outlines a single comprehensive model for entities to use in accounting for revenues arising from contracts with customers. As the Company’s revenues are primarily generated through leasing arrangements, the Company’s revenues fall outside the scope of this standard. As part of ASU 2014-09, ASC 610-20, Gains and Losses from Derecognition of Nonfinancial Assets , (“ASC 610-20”) was issued. ASC 610-20 provided guidance for recognizing gains and losses from the transfer of nonfinancial assets, which includes the sale of real estate. In February 2017, the FASB issued ASU No. 2017-05, Other Income-Gains and Losses for the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“ASU 2017-05”). ASU 2017-05 amends the guidance on nonfinancial assets in ASC 610-20. The amendments clarify that (i) a financial asset is within the scope of ASC 610-20 if it meets the definition of an in-substance nonfinancial asset and may include nonfinancial assets transferred within a legal entity to a counter-party, (ii) an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counter-party and de-recognize each asset when a counter-party obtains control of it, and (iii) an entity should allocate consideration to each distinct asset by applying the guidance in ASC 606 on allocating the transaction price to performance obligations. Further, ASU 2017-05 provides guidance on accounting for partial sales of nonfinancial assets. Effective January 1, 2018, the Company applied the provisions of ASC 610-20, for gains on sale of real estate, and recognizes any gains at the time control of a property is transferred and when it is probable that substantially all of the related consideration will be collected. As a result of adopting ASC 610-20, using the modified retrospective method, the sales criteria in ASC 360, Property, Plant, and Equipment , no longer applied. As such, the Company recognized $0.7 million of deferred gains related to sales of properties to the SGO Joint Venture through a cumulative effect adjustment to accumulated deficit. Other than the cumulative effect adjustment relating to such deferred gains, the adoption of ASC 606 and ASC 610-20 did not have an impact on the Company’s condensed consolidated financial statements. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform with current period’s presentation as a result of adoption of ASU 2016-18. See Cash, Cash Equivalents and Restricted Cash section above for discussion of the impact of these reclassifications. The remaining reclassifications had no effect on the Company’s financial condition, results of operations or cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The FASB issued the following ASUs which could have potential impact to the Company’s condensed consolidated financial statements: In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing diversity in practice. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period. ASU 2016-15 will require adoption on a retrospective basis. The Company adopted ASU 2016-15 on January 1, 2018. Adoption of ASU 2016-15 did not have an impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 requires a financial asset, measured at amortized cost basis to be presented at the net amount expected to be collected. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, with adoption permitted for fiscal years beginning after December 15, 2018. Adjustments resulting from adopting ASU 2016-13 shall be applied through a cumulative-effect adjustment to retained earnings. The adoption of ASU 2016-13 will not have an impact on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 requires entities to recognize lease assets and lease liabilities on the consolidated balance sheet and disclose key information about leasing arrangements. The guidance retains a distinction between finance leases and operating leases. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous guidance. However, the principal difference from previous guidance is that the lease assets and lease liabilities arising from operating leases should be recognized in the statement of financial position. The accounting applied by a lessor is largely unchanged from that applied under the previous guidance. Lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. On January 5, 2018, the FASB also issued an Exposure Draft proposing to amend ASU 2016-02, which would provide lessors with a practical expedient, by class of underlying assets, to not separate non-lease components from the related lease components and, instead, to account for those components as a single lease component, if certain criteria are met. The amendments in this guidance and the related Exposure Draft are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. The Company believes that the adoption of ASU 2016-02 will not change the accounting for operating leases on its condensed consolidated balance sheets. The Company expects to utilize the practical expedients proposed in the Exposure Draft as part of its adoption of ASU 2016-02. |
SUMMARY OF SIGNIFICANT ACCOUN22
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Cash, Cash Equivalents and Restricted Cash [Abstract] | |
Cash, Cash Equivalents and Restricted Cash [Table Text Block] | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the condensed consolidated balance sheet that sum to the total of the same such amounts shown on the condensed consolidated statement of cash flows (amounts in thousands): March 31, 2018 December 31, 2017 Cash and cash equivalents $ 3,132 $ 3,086 Restricted cash 803 816 Total cash, cash equivalents, and restricted cash $ 3,935 $ 3,902 |
REAL ESTATE INVESTMENTS (Tables
REAL ESTATE INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The major classes of assets and liabilities related to assets held for sale included in the condensed consolidated balance sheets are as follows (amounts in thousands): March 31, December 31, 2018 2017 ASSETS Investments in real estate Land $ 5,467 $ 5,248 Building and improvements 18,923 17,522 Tenant improvements 1,231 1,189 25,621 23,959 Accumulated depreciation (5,458 ) (5,178 ) Investments in real estate, net 20,163 18,781 Tenant receivables, net 236 248 Lease intangibles, net 1,699 1,617 Assets held for sale $ 22,098 $ 20,646 LIABILITIES Notes payable $ 16,251 $ 10,749 Below-market lease intangibles, net 2,271 2,268 Liabilities related to assets held for sale $ 18,522 $ 13,017 |
INVESTMENTS IN UNCONSOLIDATED24
INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Investment in Unconsolidated Joint Ventures | The following table summarizes the Company’s investments in unconsolidated joint ventures as of March 31, 2018 and December 31, 2017 (amounts in thousands): Ownership Interest Investment Joint Venture Date of Investment March 31, December 31, March 31, December 31, SGO Retail Acquisitions Venture, LLC 3/11/2015 19 % 19 % $ 964 $ 978 SGO MN Retail Acquisitions Venture, LLC 9/30/2015 10 % 10 % 1,628 1,727 Total $ 2,592 $ 2,705 |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The following reflects the aggregate assets and liabilities of the Gelson’s Joint Venture and the Wilshire Joint Venture, which were consolidated by the Company, as of March 31, 2018 and December 31, 2017 (amounts in thousands): March 31, December 31, 2018 2017 ASSETS Properties under development and development costs: Land $ 25,851 $ 25,851 Buildings 582 585 Development costs 10,785 9,609 Properties under development and development costs 37,218 36,045 Cash, cash equivalents and restricted cash 1,004 1,099 Prepaid expenses and other assets, net 46 9 Lease intangibles, net 4 — TOTAL ASSETS (1) $ 38,272 $ 37,153 LIABILITIES Notes payable, net (2) $ 19,126 $ 19,116 Accounts payable and accrued expenses 329 478 Amounts due to affiliates 9 9 Other liabilities 9 9 TOTAL LIABILITIES $ 19,473 $ 19,612 (1) The assets of the Gelson’s Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. (2) As of both March 31, 2018 and December 31, 2017 , includes reclassification of approximately $0.1 million of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the consolidated joint ventures are not guaranteed by the Company. |
FUTURE MINIMUM RENTAL INCOME (T
FUTURE MINIMUM RENTAL INCOME (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
Schedule of Future Minimum Rental Receivable For Operating Leases | As of March 31, 2018 , the future minimum rental income from the Company’s properties under non-cancelable operating leases, excluding properties classified as held for sale, was as follows (amounts in thousands): Remainder of 2018 $ 1,746 2019 2,395 2020 2,229 2021 1,989 2022 2,006 Thereafter 8,215 Total $ 18,580 |
LEASE INTANGIBLES AND BELOW-M27
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Acquired Lease Intangibles and Below Market Lease Liabilities | As of March 31, 2018 and December 31, 2017 , the Company’s acquired lease intangibles and below-market lease liabilities were as follows (amounts in thousands): Lease Intangibles Below-Market Lease Liabilities March 31, December 31, March 31, December 31, Cost $ 2,712 $ 2,783 $ (568 ) $ (571 ) Accumulated amortization (805 ) (722 ) 150 133 Total $ 1,907 $ 2,061 $ (418 ) $ (438 ) |
Amortization Of Finite Lease Intangibles and Below-Market Lease Liabilities | The Company’s amortization of lease intangibles and below-market lease liabilities for the three months ended March 31, 2018 and 2017 , were as follows (amounts in thousands): Lease Intangibles Below-Market Lease Liabilities Three Months Ended Three Months Ended 2018 2017 2018 2017 Amortization $ (83 ) $ (371 ) $ 17 $ 79 |
NOTES PAYABLE, NET (Tables)
NOTES PAYABLE, NET (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule Of Notes Payable | As of March 31, 2018 and December 31, 2017 , the Company’s notes payable, net, excluding a portion of the line of credit balance, which has been classified as held for sale, consisted of the following (amounts in thousands): Principal Balance Interest Rates At March 31, 2018 December 31, 2017 March 31, 2018 Line of credit (1) $ 19,205 $ 23,107 4.17 % Mortgage loans secured by properties under development (2) 19,200 19,200 9.5% - 10.0% Deferred financing costs, net (3) (75 ) (84 ) n/a $ 38,330 $ 42,223 (1) The Company’s line of credit is a revolving credit facility with an initial maximum aggregate commitment of $30.0 million . Effective February 15, 2017, the Company’s line of credit was refinanced to increase the maximum aggregate commitment under the credit facility from $30.0 million to $60.0 million . The credit facility matures on February 15, 2020 . Each loan made pursuant to the credit facility will be either a LIBOR rate loan or a base rate loan, at the election of the Company, plus an applicable margin, as defined. Monthly payments are interest only with the entire principal balance and all outstanding interest due at maturity. The Company will pay the lender an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum, if the usage under the the Company’s line of credit is less than or equal to 50% of the line of credit amount, and 0.20% per annum if the usage under the Company’s line of credit is greater than 50% of the line of credit amount. The Company is providing a guaranty of all of its obligations under the Company’s line of credit and all other loan documents. As of March 31, 2018 and December 31, 2017, the Company’s line of credit was secured by Topaz Marketplace, 8 Octavia Street, 400 Grove Street, the Fulton Shops, 450 Hayes, 388 Fulton, Silver Lake, Florissant Marketplace, Ensenada Square and The Shops at Turkey Creek. (2) Comprised of $10.7 million and $8.5 million associated with the Company’s investment in the Gelson’s Joint Venture and the Wilshire Joint Venture, respectively. (3) Reclassification of deferred financing costs, net of accumulated amortization, as a contra-liability |
Schedule of maturities for notes payable outstanding | The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of March 31, 2018 (amounts in thousands): Remainder of 2018 $ 19,200 2019 — 2020 35,456 Total (1) $ 54,656 (1) Total future principal payments reflect actual amounts due to creditors, and excludes reclassification of $0.1 million deferred financing costs, net. |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Share Redemption Program | The following table summarizes share redemption activity during the three months ended March 31, 2018 and 2017 (amounts in thousands, except shares): Three Months Ended 2018 2017 Shares of common stock redeemed 10,312 31,875 Purchase price $ 65 $ 203 |
Distributions declared and paid | The following tables set forth the quarterly distributions declared to the Company’s common stockholders and Common Unit holders for the three months ended March 31, 2018 , and the year ended December 31, 2017 (amounts in thousands, except per share amounts): Distribution Record Date Distribution Payable Date Distribution Per Share of Common Stock / Common Unit Total Common Stockholders Distribution Total Common Unit Holders Distribution Total Distribution First Quarter 2018 3/31/2018 4/26/2018 $ 0.06 $ 659 $ 14 $ 673 Distribution Record Date Distribution Payable Date Distribution Per Share of Common Stock / Common Unit Total Common Stockholders Distribution Total Common Unit Holders Distribution Total Distribution First Quarter 2017 3/31/2017 4/28/2017 $ 0.06 $ 655 $ 25 $ 680 Second Quarter 2017 6/30/2017 7/31/2017 0.06 652 25 677 Third Quarter 2017 9/30/2017 10/31/2017 0.06 660 16 676 Fourth Quarter 2017 12/31/2017 1/31/2018 0.06 659 14 673 Total $ 2,626 $ 80 $ 2,706 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Company's basic and diluted (loss)earnings per share | The following table sets forth the computation of the Company’s basic and diluted earnings (loss) per share for the years ended March 31, 2018 and 2017 (amounts in thousands, except shares and per share amounts): Three Months Ended 2018 2017 Numerator - basic and diluted Net income $ 23 $ 6,179 Net income attributable to non-controlling interests 1 230 Net income attributable to common shares $ 22 $ 5,949 Denominator - basic and diluted Basic weighted average common shares 10,988,124 10,937,451 Common Units (1) — — Diluted weighted average common shares 10,988,124 10,937,451 Earnings per common share - basic and diluted Net earnings attributable to common shares $ — $ 0.54 (1) The effect of 235,194 convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
Summarized below are the related-party transactions | The following table sets forth the Advisor related party costs incurred and payable by the Company for the periods presented (amounts in thousands): Incurred Payable as of Three Months Ended March 31, December 31, Expensed 2018 2017 2018 2017 Asset management fees $ 191 $ 230 $ — $ — Reimbursement of operating expenses 45 42 — — Property management fees 80 113 22 21 Disposition fees 2 244 — — Total $ 318 $ 629 $ 22 $ 21 Capitalized Acquisition fees $ 28 $ 194 $ — $ — Leasing fees 1 57 — — Legal leasing fees 5 27 — — Construction management fees 1 — — — Financing coordination fees 85 707 — — Total $ 120 $ 985 $ — $ — |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details Textual) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018ft² | Dec. 31, 2017 | |
Real Estate Properties [Line Items] | ||
Partnership Interest Ownership Percentage | 97.90% | 97.90% |
Number of Real Estate Properties | 10 | |
Net Rentable Area | 302,637 | |
Number of States in which Entity Operates | 4 | |
Percent of Real Estate Properties Leased | 94.00% | |
Held-for-sale [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Real Estate Properties | 3 | |
Parcel of Real Estate Property | 1 |
SUMMARY OF SIGNIFICANT ACCOUN33
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | |
Cash and Cash Equivalents, at Carrying Value | $ 3,132 | $ 3,086 | ||
Restricted Cash and Cash Equivalents | 803 | 816 | ||
Cash, cash equivalents and restricted cash | 3,935 | $ 3,902 | $ 6,897 | $ 7,858 |
Accounting Standards Update 2016-18 [Member] | ||||
Change in Operating Cash Flows | 900 | |||
Change in Investing Cash Flows | $ 11 |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | |||
Deferred Rent Receivables, Net | $ 500 | ||
Deferred Gain on Sale of Property | 0 | $ 668 | |
Cumulative Effect on Retained Earnings, before Tax | $ 668 | $ 0 |
REAL ESTATE INVESTMENTS ASSETS
REAL ESTATE INVESTMENTS ASSETS AND LIABILITIES HELD FOR SALE (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Operating Income (Loss) | $ 25 | $ (420) | |
Land | 13,800 | $ 14,020 | |
Building and improvements | 29,447 | 30,825 | |
Tenant improvements | 1,147 | 1,188 | |
Real Estate Investment Property, at Cost | 44,394 | 46,033 | |
Real Estate Investment Property, Accumulated Depreciation | (2,578) | (2,579) | |
Real Estate Investment Property, Net | 41,816 | 43,454 | |
Accounts Receivable, Net | 716 | 1,007 | |
Lease intangibles, net | 1,907 | 2,061 | |
Assets Held-for-sale | 22,098 | 20,646 | |
Notes Payable | 38,330 | 42,223 | |
Below-market lease liabilities, net | 418 | 438 | |
Disposal Group, Including Discontinued Operation, Liabilities | 18,522 | 13,017 | |
Held-for-sale [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Operating Income (Loss) | 500 | $ 100 | |
Land | 5,467 | 5,248 | |
Building and improvements | 18,923 | 17,522 | |
Tenant improvements | 1,231 | 1,189 | |
Real Estate Investment Property, at Cost | 25,621 | 23,959 | |
Real Estate Investment Property, Accumulated Depreciation | (5,458) | (5,178) | |
Real Estate Investment Property, Net | 20,163 | 18,781 | |
Accounts Receivable, Net | 236 | 248 | |
Lease intangibles, net | 1,699 | 1,617 | |
Assets Held-for-sale | 22,098 | 20,646 | |
Notes Payable | 16,251 | 10,749 | |
Below-market lease liabilities, net | 2,271 | 2,268 | |
Disposal Group, Including Discontinued Operation, Liabilities | $ 18,522 | $ 13,017 |
INVESTMENTS IN UNCONSOLIDATED36
INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Schedule of Equity Method Investments [Line Items] | ||
Investment | $ 2,592 | $ 2,705 |
SGO Retail Acquisitions Venture, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investment, Ownership Percentage | 19.00% | 19.00% |
Investment | $ 964 | $ 978 |
SGO MN Retail Acquisitions Venture, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investment, Ownership Percentage | 10.00% | 10.00% |
Investment | $ 1,628 | $ 1,727 |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details Textual) $ in Millions | 1 Months Ended |
Mar. 31, 2018USD ($) | |
Wilshire Joint Venture [Member] | Subsequent Contributuion [Member] | |
Payments to Acquire Interest in Joint Venture | $ 0.9 |
VARIABLE INTEREST ENTITIES (D38
VARIABLE INTEREST ENTITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | ||
Properties under development and development costs: | ||||||
Land | $ 25,851 | $ 25,851 | ||||
Buildings | 582 | 585 | ||||
Development costs | 10,785 | 9,609 | ||||
Properties under development and development costs | 37,218 | 36,045 | ||||
Cash, cash equivalents and restricted cash | 3,935 | 3,902 | $ 6,897 | $ 7,858 | ||
Prepaid expenses and other assets, net | 368 | 200 | ||||
Lease intangibles, net | 1,907 | 2,061 | ||||
TOTAL ASSETS (1) | 111,763 | [1] | 111,278 | |||
LIABILITIES | ||||||
Notes payable, net | 38,330 | 42,223 | ||||
Accounts payable and accrued expenses | 1,589 | 2,006 | ||||
Amounts due to affiliates | 22 | 21 | ||||
Other liabilities | 411 | 387 | ||||
TOTAL LIABILITIES (1) | 59,292 | 58,760 | ||||
Variable Interest Entity, Primary Beneficiary [Member] | ||||||
Properties under development and development costs: | ||||||
Land | 25,851 | 25,851 | ||||
Buildings | 582 | 585 | ||||
Development costs | 10,785 | 9,609 | ||||
Properties under development and development costs | 37,218 | 36,045 | ||||
Cash, cash equivalents and restricted cash | 1,004 | 1,099 | ||||
Prepaid expenses and other assets, net | 46 | 9 | ||||
Lease intangibles, net | 4 | 0 | ||||
TOTAL ASSETS (1) | [2] | 38,272 | 37,153 | |||
LIABILITIES | ||||||
Notes payable, net | [3] | 19,126 | 19,116 | |||
Accounts payable and accrued expenses | 329 | 478 | ||||
Amounts due to affiliates | 9 | 9 | ||||
Other liabilities | 9 | 9 | ||||
TOTAL LIABILITIES (1) | 19,473 | 19,612 | ||||
Deferred Costs | $ 100 | $ 100 | ||||
[1] | As of March 31, 2018 and December 31, 2017, includes approximately $38.3 million and $37.2 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and approximately $19.5 million and $19.6 million, respectively, of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. Refer to Note 5. “Variable Interest Entities”. | |||||
[2] | The assets of the Gelson’s Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. | |||||
[3] | As of both March 31, 2018 and December 31, 2017, includes reclassification of approximately $0.1 million of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the consolidated joint ventures are not guaranteed by the Company. |
FUTURE MINIMUM RENTAL INCOME (D
FUTURE MINIMUM RENTAL INCOME (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | ||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 13 years 8 months 5 days | |
Operating Leases Weighted Average Remaining Term | 6 years 2 months 9 days | |
Security Deposit | $ 0.2 | $ 0.2 |
FUTURE MINIMUM RENTAL INCOME 40
FUTURE MINIMUM RENTAL INCOME (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
Remainder of 2018 | $ 1,746 |
2,019 | 2,395 |
2,020 | 2,229 |
2,021 | 1,989 |
2,022 | 2,006 |
Thereafter | 8,215 |
Total | $ 18,580 |
LEASE INTANGIBLES AND BELOW-M41
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Lease Intangibles, Cost | $ 2,712 | $ 2,783 |
Lease Intangibles, Accumulated amortization | (805) | (722) |
Lease intangibles, net | 1,907 | 2,061 |
Below - Market Lease Liabilities, Cost | (568) | (571) |
Below - Market Lease Liabilities, Accumulated amortization | 150 | 133 |
Below market lease intangibles, net | $ (418) | $ (438) |
LEASE INTANGIBLES AND BELOW-M42
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES Lease Intangibles Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Amortization [Abstract] | ||
Amortization of Intangible Assets | $ (83) | $ (371) |
Amortization of Below-Market Lease Liabilities | $ 17 | $ 79 |
NOTES PAYABLE, NET (Debt Summar
NOTES PAYABLE, NET (Debt Summary) (Details) - USD ($) $ in Thousands | Feb. 15, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Notes payable, net | $ 38,330 | $ 42,223 | |||
Interest Expense | 271 | $ 575 | |||
Amortization of Debt Issuance Costs | 100 | 100 | |||
Interest Payable | $ 300 | 300 | |||
Secured Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 4.17% | |||
Long-term Debt, Gross | [1] | $ 19,205 | 23,107 | ||
Mortgage Loans Secured By Properties Under Development [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | [2] | 19,200 | 19,200 | ||
Accounting Standard Update 2015-03 [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Costs | [3] | $ (75) | (84) | ||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Current Borrowing Capacity | $ 60,000 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 30,000 | ||||
Line of Credit Facility, Expiration Date | Feb. 15, 2020 | ||||
Usage Under Credit Facility | 50.00% | ||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.20% | ||||
Revolving Credit Facility [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | ||||
Gelson’s Development Joint Venture [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Loan Originations | $ 10,700 | ||||
Gelson’s Development Joint Venture [Member] | Mortgage Loans Secured By Properties Under Development [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | [2] | 9.50% | |||
Wilshire Joint Venture [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Loan Originations | $ 8,500 | ||||
Wilshire Joint Venture [Member] | Mortgage Loans Secured By Properties Under Development [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | [2] | 10.00% | |||
Variable Interest Entity, Primary Beneficiary [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Costs | $ 100 | 100 | |||
Notes payable, net | [4] | 19,126 | 19,116 | ||
Interest Costs Capitalized | 900 | 900 | |||
Amortization of Debt Issuance Costs | 100 | $ 200 | |||
Interest Payable | $ 200 | $ 200 | |||
[1] | The Company’s line of credit is a revolving credit facility with an initial maximum aggregate commitment of $30.0 million. Effective February 15, 2017, the Company’s line of credit was refinanced to increase the maximum aggregate commitment under the credit facility from $30.0 million to $60.0 million. The credit facility matures on February 15, 2020. Each loan made pursuant to the credit facility will be either a LIBOR rate loan or a base rate loan, at the election of the Company, plus an applicable margin, as defined. Monthly payments are interest only with the entire principal balance and all outstanding interest due at maturity. The Company will pay the lender an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum, if the usage under the the Company’s line of credit is less than or equal to 50% of the line of credit amount, and 0.20% per annum if the usage under the Company’s line of credit is greater than 50% of the line of credit amount. The Company is providing a guaranty of all of its obligations under the Company’s line of credit and all other loan documents. As of March 31, 2018 and December 31, 2017, the Company’s line of credit was secured by Topaz Marketplace, 8 Octavia Street, 400 Grove Street, the Fulton Shops, 450 Hayes, 388 Fulton, Silver Lake, Florissant Marketplace, Ensenada Square and The Shops at Turkey Creek. | ||||
[2] | Comprised of $10.7 million and $8.5 million associated with the Company’s investment in the Gelson’s Joint Venture and the Wilshire Joint Venture, respectively. | ||||
[3] | Reclassification of deferred financing costs, net of accumulated amortization, as a contra-liability | ||||
[4] | As of both March 31, 2018 and December 31, 2017, includes reclassification of approximately $0.1 million of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the consolidated joint ventures are not guaranteed by the Company. |
NOTES PAYABLE, NET (Future Prin
NOTES PAYABLE, NET (Future Principal Payments) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | |
Schedule of maturities for notes payable outstanding | |||
2,018 | $ 19,200 | ||
2,019 | 0 | ||
2,020 | 35,456 | ||
Total (1) | [1] | 54,656 | |
Accounting Standard Update 2015-03 [Member] | |||
Debt Instrument [Line Items] | |||
Deferred Costs | [2] | $ (75) | $ (84) |
[1] | Total future principal payments reflect actual amounts due to creditors, and excludes reclassification of $0.1 million deferred financing costs, net. | ||
[2] | Reclassification of deferred financing costs, net of accumulated amortization, as a contra-liability |
NOTES PAYABLE, NET (Mortgage oa
NOTES PAYABLE, NET (Mortgage oans Secured by Properties Under Development) (Details) - USD ($) $ in Millions | Apr. 26, 2018 | Apr. 23, 2018 | Mar. 31, 2018 | |
Gelson’s Development Joint Venture [Member] | ||||
Notes Payable [Line Items] | ||||
Proceeds from Loan Originations | $ 10.7 | |||
Wilshire Joint Venture [Member] | ||||
Notes Payable [Line Items] | ||||
Proceeds from Loan Originations | $ 8.5 | |||
Debt Instrument, Maturity Date | Sep. 7, 2018 | |||
Secured Line Of Credit [Member] | ||||
Notes Payable [Line Items] | ||||
Interest Rate | [1] | 4.17% | ||
Mortgage Loans Secured By Properties Under Development [Member] | Maximum [Member] | Wilshire Joint Venture [Member] | ||||
Notes Payable [Line Items] | ||||
Interest Rate | [2] | 10.00% | ||
Mortgage Loans Secured By Properties Under Development [Member] | Minimum [Member] | Gelson’s Development Joint Venture [Member] | ||||
Notes Payable [Line Items] | ||||
Interest Rate | [2] | 9.50% | ||
Subsequent Event [Member] | Gelson’s Development Joint Venture [Member] | ||||
Notes Payable [Line Items] | ||||
Repayments of Secured Debt | $ 1 | |||
Debt Instrument, Maturity Date | Oct. 27, 2018 | |||
[1] | The Company’s line of credit is a revolving credit facility with an initial maximum aggregate commitment of $30.0 million. Effective February 15, 2017, the Company’s line of credit was refinanced to increase the maximum aggregate commitment under the credit facility from $30.0 million to $60.0 million. The credit facility matures on February 15, 2020. Each loan made pursuant to the credit facility will be either a LIBOR rate loan or a base rate loan, at the election of the Company, plus an applicable margin, as defined. Monthly payments are interest only with the entire principal balance and all outstanding interest due at maturity. The Company will pay the lender an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum, if the usage under the the Company’s line of credit is less than or equal to 50% of the line of credit amount, and 0.20% per annum if the usage under the Company’s line of credit is greater than 50% of the line of credit amount. The Company is providing a guaranty of all of its obligations under the Company’s line of credit and all other loan documents. As of March 31, 2018 and December 31, 2017, the Company’s line of credit was secured by Topaz Marketplace, 8 Octavia Street, 400 Grove Street, the Fulton Shops, 450 Hayes, 388 Fulton, Silver Lake, Florissant Marketplace, Ensenada Square and The Shops at Turkey Creek. | |||
[2] | Comprised of $10.7 million and $8.5 million associated with the Company’s investment in the Gelson’s Joint Venture and the Wilshire Joint Venture, respectively. |
EQUITY (Share Redemption) (Deta
EQUITY (Share Redemption) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Aug. 02, 2017 | Oct. 05, 2016 | |
Class of Stock [Line Items] | ||||
Stock Redeemed or Called During Period, Value | $ 65 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Stock Redeemed or Called During Period, Shares | 10,312 | 31,875 | ||
Stock Redeemed or Called During Period, Value | $ 65 | $ 203 | ||
Cumulative stock redeemed to date, shares | 622,427 | |||
Cumulative stock redeemed to date, value | $ 4,600 | |||
Death of a shareholder [Member] | ||||
Class of Stock [Line Items] | ||||
Additional Shares Authorized for Redemption, Value | $ 1,000 | $ 500 |
EQUITY (Quarterly Distribution)
EQUITY (Quarterly Distribution) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | |
Dividends [Line Items] | ||||||
Minimum Percentage of Taxable Income Distributed to Shareholders | 90.00% | |||||
Distribution Record Date | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Dividends Payable, Date to be Paid | Apr. 26, 2018 | Jan. 31, 2018 | Oct. 31, 2017 | Jul. 31, 2017 | Apr. 28, 2017 | |
Common Stock, Dividends, Per Share, Declared | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | |
Total Common Stockholders Distribution | $ 659 | $ 659 | $ 660 | $ 652 | $ 655 | $ 2,626 |
Total Common Unit Holders Distribution | 14 | 14 | 16 | 25 | 25 | 80 |
Total Distribution | $ 673 | $ 673 | $ 676 | $ 677 | $ 680 | $ 2,706 |
Maximum [Member] | ||||||
Dividends [Line Items] | ||||||
Distribution Limit, percentage | 100.00% | |||||
Distribution Limit, value | $ 2,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Numerator - basic and diluted | |||
Net income | $ 23 | $ 6,179 | |
Net income attributable to non-controlling interests | 1 | 230 | |
Net income (loss) attributable to common stockholders | $ 22 | $ 5,949 | |
Weighted Average Number of Shares Outstanding, Basic and Diluted | 10,988,124 | 10,937,451 | |
Denominator - basic and diluted | |||
Basic weighted average common shares | 10,988,124 | 10,937,451 | |
Common Units (1) | [1] | 0 | 0 |
Diluted weighted average common shares | 10,988,124 | 10,937,451 | |
Earnings per common share - basic and diluted | |||
Net earnings attributable to common shares | $ 0 | $ 0.54 | |
[1] | The effect of 235,194 convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
EARNINGS PER SHARE (Details Tex
EARNINGS PER SHARE (Details Textual) | 3 Months Ended |
Mar. 31, 2018shares | |
Earnings Per Share [Abstract] | |
Antidiluted Convertible Common Units of Redemption | 235,194 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - Advisor Fees [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Expensed Asset management Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | $ 191 | $ 230 | |
Related-party costs, Payable | 0 | $ 0 | |
Expensed Reimbursement Of Operating Expenses [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 45 | 42 | |
Related-party costs, Payable | 0 | 0 | |
Expensed Property Management Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 80 | 113 | |
Related-party costs, Payable | 22 | 21 | |
Expensed Disposition Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 2 | 244 | |
Related-party costs, Payable | 0 | 0 | |
Capitalized Acquisition Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 28 | 194 | |
Related-party costs, Payable | 0 | 0 | |
Capitalized Leasing Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 1 | 57 | |
Related-party costs, Payable | 0 | 0 | |
Capitalized Legal Leasing Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 5 | 27 | |
Related-party costs, Payable | 0 | 0 | |
Capitalized Construction Management Fees [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 1 | 0 | |
Related-party costs, Payable | 0 | 0 | |
Financing Coordination Fees, Capitalized [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 85 | 707 | |
Related-party costs, Payable | 0 | 0 | |
Expensed [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 318 | 629 | |
Related-party costs, Payable | 22 | 21 | |
Capitalized [Member] | |||
Summarized below are the related-party transactions | |||
Related-party costs, Incurred | 120 | $ 985 | |
Related-party costs, Payable | $ 0 | $ 0 |
RELATED PARTY TRANSACTIONS (D51
RELATED PARTY TRANSACTIONS (Details) (Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
Amounts due to affiliates | $ 22,000 | $ 21,000 | |
SGO Retail Acquisition Venture LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | 46,000 | $ 100,000 | |
SGO MN Retail Acquisition Venture LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 200,000 | $ 200,000 | |
Advisor Fees [Member] | |||
Related Party Transaction [Line Items] | |||
Company pays Advisor an acquisition and origination fee for cost of investments acquired | 1.00% | ||
Financing Coordination Fee, percentage | 1.00% | ||
Company pays Advisor a monthly asset management fee on all real estate investments | 0.60% | ||
Percentage of Average Invested Assets | 2.00% | ||
Percent of Net Income | 25.00% | ||
Advisor or its affiliates also will be paid disposition fees of a customary and competitive real estate commission | 50.00% | ||
SRT Manager [Member] | |||
Related Party Transaction [Line Items] | |||
Property Management Fee, Percent Fee | 4.00% | ||
Construction Management Fee, percentage | 5.00% | ||
Minimum [Member] | Advisor Fees [Member] | |||
Related Party Transaction [Line Items] | |||
Asset Management Fees | $ 250,000 | ||
Maximum [Member] | Advisor Fees [Member] | |||
Related Party Transaction [Line Items] | |||
Advisor or its affiliates also will be paid disposition fees of the contract price | 3.00% |
SUBSEQUENT EVENTS SUBSEQUENT 52
SUBSEQUENT EVENTS SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 30, 2018 | Apr. 27, 2018 | Apr. 26, 2018 | Apr. 23, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 |
Subsequent Event [Line Items] | |||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | ||||
Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.06 | ||||||||
Gelson’s Development Joint Venture [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Repayments of Secured Debt | $ 1 | ||||||||
Debt Instrument, Maturity Date | Oct. 27, 2018 | ||||||||
Sunset Gardner LA, LLC [Member] | Subsequent Contributuion [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payments to Acquire Interest in Joint Venture | $ 0.8 |